Self-Regulatory Organizations; Chicago Board Options Exchange, Incorporated; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend the Fees Schedule, 20362-20369 [2013-07884]

Download as PDF 20362 Federal Register / Vol. 78, No. 65 / Thursday, April 4, 2013 / Notices SECURITIES AND EXCHANGE COMMISSION [Release No. 34–69258; File No. SR–CBOE– 2013–038] Self-Regulatory Organizations; Chicago Board Options Exchange, Incorporated; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend the Fees Schedule March 29, 2013. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (the ‘‘Act’’),1 and Rule 19b–4 thereunder,2 notice is hereby given that on March 18, 2013, Chicago Board Options Exchange, Incorporated (the ‘‘Exchange’’ or ‘‘CBOE’’) filed with the Securities and Exchange Commission (the ‘‘Commission’’) the proposed rule change as described in Items I, II, and III below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of the Substance of the Proposed Rule Change The Exchange proposes to amend its Fees Schedule. The text of the proposed rule change is available on the Exchange’s Web site (https:// www.cboe.com/AboutCBOE/ CBOELegalRegulatoryHome.aspx), at the Exchange’s Office of the Secretary, and at the Commission’s Public Reference Room. wreier-aviles on DSK5TPTVN1PROD with NOTICES II. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, the Exchange included statements concerning the purpose of and basis for the proposed rule change and discussed any comments it received on the proposed rule change. The text of these statements may be examined at the places specified in Item IV below. The Exchange has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. A. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose The Exchange recently amended CBOE rules to enable the listing and 1 15 2 17 U.S.C. 78s(b)(1). CFR 240.19b–4. VerDate Mar<15>2010 14:48 Apr 03, 2013 Jkt 229001 trading of option contracts overlying 10 shares of a security (‘‘Mini options’’, or ‘‘Minis’’).3 Because the regular percontract unit of trading for the five options classes (SPY, AAPL, GLD, GOOG, and AMZN) on which the Exchange has proposed listing Minis is 100 shares, a Mini effectively functions as 1⁄10 of a regular options contract (generally speaking). The Exchange hereby proposes to adopt fees for the trading of Minis (all fees referenced herein are per-contract unless otherwise stated). Minis have a smaller exercise and assignment value due to the reduced number of shares they deliver as compared to standard option contracts. As such, the Exchange is proposing generally lower per contract fees as compared to standard option contracts, with some exceptions to be fully described below. Despite the smaller exercise and assignment value of a Mini, the cost to the Exchange to process quotes and orders in Minis, perform regulatory surveillance and retain quotes and orders for archival purposes is the same as a for a standard contract. This leaves the Exchange in a position of trying to strike the right balance of fees applicable to Minis—too low and the costs of processing Mini quotes and orders will necessarily cause the Exchange to either raise fees for everyone or only for participants trading Minis; too high and participants may be deterred from trading Minis, leaving the Exchange less able to recoup costs associated with development of the product, which is designed to offer investors a way to take less risk in highdollar securities. The Exchange, therefore, believes that adopting fees for Minis that are in some cases lower than fees for standard contracts, and in other cases the same as for standard contracts, is appropriate, not unreasonable, not unfairly discriminatory and not burdensome on competition between participants, or between the Exchange and other exchanges in the listed options marketplace. Under the proposed fees structure for Minis, Customers will be assessed no fees for Mini transactions, just as no Customer fees are assessed for transactions in the standard-sized Mini Classes. Mini volume will be excluded from counting towards the Exchange’s 3 See Securities Exchange Act Release No. 68656 (January 15, 2013), 78 FR 4526 (January 22, 2013) (SR–CBOE–2013–001), in which the Exchange proposed to list Mini Options on SPDR S&P 500 (‘‘SPY’’), Apple, Inc. (‘‘AAPL’’), SPDR Gold Trust (‘‘GLD’’), Google Inc. (‘‘GOOG’’) and Amazon.com Inc. (‘‘AMZN’’) (together, the ‘‘Mini Classes’’). SPY and GLD are Exchange-Traded Funds (‘‘ETFs’’) and AAPL, AMZN and GOOG are equity options. PO 00000 Frm 00068 Fmt 4703 Sfmt 4703 Volume Incentive Program (‘‘VIP’’). As noted earlier, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. This, coupled with the lower per-contract transaction fees charged to other market participants, makes it impractical to offer Trading Permit Holders (‘‘TPHs’’) a credit for Customer electronic Mini volume they transact. As there is no fee assessed to Customer Mini transactions, such transactions will not qualify towards the Exchange’s Customer Large Trade Discount. CBOE Market-Makers, DPMs, E–DPMs and LMMs (together, ‘‘CBOE MarketMakers’’) will be assessed a $0.02 fee for manual and electronic Mini transactions (including CFLEX AIM transactions). It is difficult to compare the proposed $0.02 amount to the amount assessed to CBOE Market-Makers for standard options transactions, as that amount can differ depending on which tier each CBOE Market-Maker reaches in the Liquidity Provider Sliding Scale (though it is less than 1⁄10 the fee assessed at the lowest tier of the Liquidity Provider Sliding Scale for standard options transactions).4 The Exchange wishes to assess such a fee of $0.02 to CBOE Market-Makers in order to encourage them to quote often and aggressively. In addition, a Marketing Fee collection of $0.02 for Penny Pilot Classes and $0.06 for all other classes (these amounts are slightly less than 1/10 of the charges incurred by CBOE Market-Makers for standard options contract transactions) will also apply under the same conditions under which a Marketing Fee collection applies to standard options contract transactions. Unlike for standard options contract transactions, no Hybrid Agency Liaison (‘‘HAL’’) Step-Up Rebate will be given to Market-Makers for Mini transactions. As noted earlier, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. This, coupled with the lower per-contract transaction fees charged, makes it impractical to offer CBOE Market-Makers the HAL Step-Up Rebate. As such, Minis shall be excluded from the HAL Step-Up Rebate. Mini transactions will also be excluded from counting towards the Liquidity Provider Sliding Scale (as the fee levels at all tiers in the Liquidity Provider Sliding Scale are all higher than the $0.02 fee for Market-Maker Mini transactions). Clearing Trading Permit Holder Proprietary orders will be assessed a $0.03 fee for manual and electronic 4 See CBOE Fees Schedule, ‘‘Liquidity Provider Sliding Scale’’ table. E:\FR\FM\04APN1.SGM 04APN1 wreier-aviles on DSK5TPTVN1PROD with NOTICES Federal Register / Vol. 78, No. 65 / Thursday, April 4, 2013 / Notices Mini transactions (including CFLEX AIM transactions). This fee amount is slightly more than 1⁄10 the amount assessed for standard options transactions for Clearing Trading Permit Holder Proprietary executions. As noted earlier, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options, and therefore, in some situations (including for Clearing Trading Permit Holder Proprietary orders), the Exchange must assess a Minis fee of more than 1⁄10 the amount assessed for standard options transactions. Mini volume will not count towards the CBOE Proprietary Products Sliding Scale for Clearing Trading Permit Holder Proprietary Orders (the ‘‘Proprietary Products Sliding Scale’’). As noted earlier, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. Further, as the measuring stick to determine whether a Clearing Trading Permit Holder reaches new tiers on the Proprietary Products Sliding Scale is the number of contracts traded, it would be difficult for the Exchange to count Mini contracts, since they effectively function as 1⁄10 of a regular standard options contract. Therefore, the Exchange does not wish to count Clearing Trading Permit Holder Proprietary orders towards the Proprietary Products Sliding Scale, and therefore Minis will be excluded from counting towards the Proprietary Products Sliding Scale. The Exchange proposes to count Mini fees towards the Clearing Trading Permit Holder Fee Cap in all products except SPX, SPXpm, SRO, VIX or other volatility indexes, OEX or XEO (the ‘‘Fee Cap’’) in the same manner that the Fee Cap applies to standard options transactions.5 This will help Clearing Trading Permit Holders to reach this cap on their fees. Further, since the Fee Cap is calculated based on fees, it makes sense to count Minis fees towards the Fee Cap. Further, the Exchange does recognize that Clearing Trading Permit Holders can be an important source of liquidity when they facilitate their own customers’ trading activity and, as such, the waiver of Clearing Trading Permit Holder Proprietary transaction fees, as described in Footnote 11 to the CBOE Fees Schedule, for facilitation orders 6 executed in AIM, open outcry, or as a 5 See CBOE Fees Schedule, Footnote 11, for more details on the Fee Cap. 6 ‘‘Facilitation orders’’ are defined for this purpose in Footnote 11 as ‘‘any paired order in which a Clearing Trading Permit Holder (F) origin code is contra to any other origin code, provided the same executing broker and clearing firm are on both sides of the order’’. VerDate Mar<15>2010 14:48 Apr 03, 2013 Jkt 229001 QCC or FLEX transaction, will continue to apply to facilitation orders in Minis. The Exchange also has caps on transaction fees that apply to merger strategies and short stock interest strategies as well as to reversals, conversions and jelly roll strategies (the ‘‘Strategy Caps’’).7 The Exchange proposes to count Mini fees towards the Strategy Caps in the same manner that the Strategy Caps apply to standard options transactions. This will help market participants reach these caps on their fees. Further, since the Strategy Caps are calculated based on fees, it makes sense to count Minis fees towards the Strategy Caps. Broker-Dealers and Non-Trading Permit Holder Market-Makers (‘‘Away Market-Makers’’) will be assessed a $0.04 fee for manual and electronic Mini transactions (including CFLEX AIM transactions). This fee amount is less than 1⁄10 the amount assessed for standard options transactions for electronic Broker-Dealer and NonTrading Permit Holder Market-Maker executions, though more than 1⁄10 the amount assessed for standard options transactions for manual Broker-Dealer and Non-Trading Permit Holder MarketMaker executions. The Exchange determined to establish a simple, flat fee for manual and electronic Broker-Dealer and Non-Trading Permit Holder MarketMaker Mini transactions, and the extent to which the Mini fee amount is more than 1⁄10 the amount assessed for standard options transactions for manual Broker-Dealer and Non-Trading Permit Holder Market-Maker executions is necessary to make up for the extent to which the Mini fee amount is less than 1⁄10 the amount assessed for standard options transactions for electronic Broker-Dealer and NonTrading Permit Holder Market-Maker executions. Professional, Voluntary Professional, and Joint Back-Office orders will be subject to a $0.03 fee for manual and electronic Mini transactions (including CFLEX AIM transactions). This amount is 1⁄10 the amount assessed for standard options transactions for electronic Professional, Voluntary Professional, and Joint Back-Office executions, though slightly more than 1⁄10 the amount assessed for standard options transactions for manual Professional, Voluntary Professional, and Joint BackOffice executions (which is $0.25). As noted earlier, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. As such, the Exchange 7 See CBOE Fees Schedule, Footnote 13, for more details on the Strategy Caps. PO 00000 Frm 00069 Fmt 4703 Sfmt 4703 20363 determined to base the Mini transaction fee amount for Professional, Voluntary Professional, and Joint Back-Office orders on the amount assessed for standard options transactions for electronic Professional, Voluntary Professional, and Joint Back-Office executions (also, the Exchange does not at this time wish to assess Mini transaction fees in sub-penny increments unless such fee amounts are also assessed in sub-penny increments for standard options transactions or the fee amounts for standard options are less than $0.05). The Exchange proposes to assess a $0.02 fee for all Mini Qualified Contingent Cross (‘‘QCC’’) transactions (except for Customer Mini QCC transactions, which, like other Customer Mini transactions, will be assessed a $0.00 fee). This fee amount is 1⁄10 of the $0.20 amount assessed for standard options QCC transactions (except for CBOE Market-Maker QCC transactions, which are subject to the Liquidity Provider Sliding Scale; $0.20 falls within the range of fees assessed under the Liquidity Provider Sliding Scale, and the Exchange desires to make determining Mini fees simple by merely assessing a flat, non-moving amount for Mini QCC fees). The Exchange proposes to assess a $0.02 fee for all Mini AIM Agency/ Primary orders (except Customer AIM Agency/Primary orders, which, like other Customer Mini transactions will be assessed a $0.00 fee).). This fee amount is 1⁄10 of the $0.20 amount assessed for standard options AIM Agency/Primary orders (except for CBOE Market-Maker AIM Agency/ Primary transactions, which are subject to the Liquidity Provider Sliding Scale; $0.20 falls within the range of fees assessed under the Liquidity Provider Sliding Scale, and the Exchange desires to make determining Mini fees simple by merely assessing a flat, non-moving amount for Mini AIM Agency/Primary fees). The Exchange proposes to assess a $0.01 fee for Clearing Trading Permit Holder Proprietary, Broker-Dealer, Away Market-Maker, and Professional/ Voluntary Professional/Joint Back-Office Mini AIM Contra executions. Standard options AIM Contra execution fees for these market participants are $0.05. While the $0.01 amount is more than 1⁄10 of the $0.05 amount assessed for standard options AIM Contra executions, the Exchange notes again that the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. Further, as the Exchange desires not to list and assess sub-penny fee increments on its E:\FR\FM\04APN1.SGM 04APN1 wreier-aviles on DSK5TPTVN1PROD with NOTICES 20364 Federal Register / Vol. 78, No. 65 / Thursday, April 4, 2013 / Notices main rate tables (in order to keep such tables simple), and as the nearest whole penny increment to 1⁄10 of $0.05 is $0.01, it makes sense to assess that amount. The Exchange proposes to assess a $0.02 fee for CBOE MarketMaker Mini AIM Contra executions. The Liquidity Provider Sliding Scale that applies fees to CBOE Market-Maker transactions (including AIM Contra executions), has a first fee tier of $0.25. A fee amount of $0.02 for Mini AIM Contra executions is less than 1⁄10 the amount that can be assessed to CBOE Market-Makers for standard options AIM Contra executions. The Exchange proposes to assess a fee of $0.00 for Customer Mini AIM Contra executions, as this is the amount assessed to all other Customer Mini executions. The statement in Footnote 18 that the AIM Contra Execution Fee will apply to AIM Contra executions ‘‘instead of the applicable standard transaction fee except if the applicable standard transaction fee is lower than $.05 per contract, in which case the applicable standard transaction fee will apply’’ will not apply to Minis, as the applicable standard transaction fees for Minis will be lower than $0.05 per contract. Currently, the Exchange assesses a $0.0085 per contract Options Regulatory Fee (‘‘ORF’’).8 The Exchange is proposing to charge the same rate for transactions in Mini options, $0.0085 per contract, since, as noted, the costs to the Exchange to process quotes, orders, trades and the necessary regulatory surveillance programs and procedures in Minis are the same as for standard option contracts. As such, the Exchange feels that it is appropriate to charge the ORF at the same rate as the standard option contract. The Exchange also assesses a DPM and Firm Designated Examining Authority Fee (the ‘‘DEA Fee’’) of $0.60 per $1,000 of gross revenue.9 Any revenue that comes from Mini trading would count towards the DEA Fee (as does other revenue). Similarly, because, as noted, the costs to the Exchange to process quotes, orders, trades and the necessary regulatory surveillance programs and procedures in Minis are the same as for standard option contracts, the Exchange will assess to Mini transactions the same PULSe Workstation Away-Market Routing, Away-Market Routing Intermediary, and CBOE/CBSX Routing fees (the ‘‘PULSe Workstation Fees’’),10 Trade Processing Services fees,11 and PAR Official Fees 12 as are assessed to standard options transactions. In order to comply with the Options Order Protection and Locked/Crossed Market Plan (the ‘‘Linkage Plan’’), the Exchange uses various means of accessing better priced interest located on other exchanges and assesses fees associated with the execution of orders routed to other exchanges.13 For Customers, these fees involve, to some extent, the passing-through of the actual transaction fee assessed by the exchange(s) to which the order was routed, while for non-Customers, a set amount is assessed. These fees are designed to help recover the Exchange’s costs in routing orders to other exchanges. The Exchange believes that the Options Clearing Corporation (‘‘OCC’’) and broker-dealers will be assessing the same charges for Minis as are assessed to standard options. Further, the Exchange’s costs for routing Minis through to other exchanges will be the same as the Exchange’s costs for routing standard options to other exchanges. As such, the Exchange intends apply to Mini options the same Linkage Fees structure as applies to standard options. The Exchange notes that participants can avoid the Linkage Fees in several ways. First, they can simply route to the exchange with the best priced interest. The Exchange, in recognition of the fact that markets can move while orders are in flight, also offers participants the ability to utilize order types that do not route to other exchanges. Specifically, the Immediateor-Cancel Order (‘‘IOC Order’’) is one such order that would never route to another exchange. For all these reasons, the Exchange believes it is reasonable to apply to Mini options the same Linkage Fees structure as applies to standard options. The Exchange has Order Router Subsidy (‘‘ORS’’) Programs that state that CBOE may enter into subsidy arrangements with Trading Permit Holders (‘‘TPHs’’) or broker-dealers that are not CBOE Trading Permit Holders (‘‘Non-CBOE TPHs’’) that provide certain routing functionalities to other CBOE TPHs, Non-CBOE TPHs and/or use such functionalities themselves. Under the ORS, participating TPHs or participating Non-CBOE TPHs (‘‘participants’’) will receive a payment from CBOE for every executed contract for orders routed to CBOE through that 8 See CBOE Fees Schedule, ‘‘Regulatory Fees’’ table. 9 See CBOE Fees Schedule, ‘‘Regulatory Fees’’ table for more details on the DEA Fee. 10 See CBOE Fees Schedule, ‘‘PULSe Workstation’’ section of the ‘‘Facility Fees’’ table. 11 See CBOE Fees Schedule, ‘‘Trade Processing Services’’ Table. 12 See CBOE Fees Schedule, ‘‘PAR Official Fees in All Other Classes’’ section of the ‘‘Floor Brokerage and PAR Official Fees’’ table. 13 See CBOE Fees Schedule, ‘‘Linkage Fees’’ table. VerDate Mar<15>2010 14:48 Apr 03, 2013 Jkt 229001 PO 00000 Frm 00070 Fmt 4703 Sfmt 4703 participant’s system to subsidize their costs associated with providing order routing functionalities.14 The Exchange offers a subsidy of $0.04 for the simple and complex ORS Programs ($0.03 for participants that elect for the Exchange to perform certain additional marketing services on the participant’s behalf (the ‘‘Marketing Service Election’’)). The Exchange proposes to offer subsidies for Minis under the ORS Programs that are 1⁄10 the amounts offered for standard options ($0.004 for simple and complex Minis, with $0.003 for Minis under the Marketing Service Election). Under the simple ORS Program, a participant may elect to have CBOE perform the service of billing other CBOE TPHs with respect to the use of the participant’s router (the ‘‘Billing Election’’). A participant that elects to have CBOE perform this service would pay CBOE a service fee of one percent of the fees collected by CBOE for that TPH. The Exchange proposes to apply the Billing Election to Minis in the same way it applies to standard options. For billing purposes, Minis fees will be rounded to the nearest $0.01 using standard rounding rules. 2. Statutory Basis The Exchange believes the proposed rule change is consistent with the Act and the rules and regulations thereunder applicable to the Exchange and, in particular, the requirements of Section 6(b) of the Act.15 Specifically, the Exchange believes the proposed rule change is consistent with Section 6(b)(4) of the Act,16 which requires that Exchange rules provide for the equitable allocation of reasonable dues, fees, and other charges among its Trading Permit Holders and other persons using its facilities. The Exchange noted earlier that, while Minis have a smaller exercise and assignment value due to the reduced number of shares to be delivered as compared to standard option contracts, and despite the smaller exercise and assignment value of a Mini, the cost to the Exchange to process quotes and orders in Minis, perform regulatory surveillance and retain quotes and orders for archival purposes is the same as for a standard contract. This leaves the Exchange in a position of trying to strike the right balance of fees applicable to Minis—too low and the costs of processing Mini quotes and orders will necessarily cause the Exchange to either raise fees for 14 See CBOE Fees Schedule, ‘‘Order Router Subsidy Programs’’ table for more details on the ORS Programs. 15 15 U.S.C. 78f(b). 16 15 U.S.C. 78f(b)(4). E:\FR\FM\04APN1.SGM 04APN1 wreier-aviles on DSK5TPTVN1PROD with NOTICES Federal Register / Vol. 78, No. 65 / Thursday, April 4, 2013 / Notices everyone or only for participants trading Minis; too high and participants may be deterred from trading Minis, leaving the Exchange less able to recoup costs associated with development of the product, which is designed to offer investors a way to take less risk in high dollar securities. Given these realities, the Exchange believes that adopting fees for Minis that are in some cases lower than standard contracts, and in other cases the same as for standard contracts, is appropriate, not unreasonable, not unfairly discriminatory and not burdensome on competition between participants, or between the Exchange and other exchanges in the listed options market place. In the case of most trade related charges, the Exchange has decided to offer lower per-contract fees to participants as part of trying to strike the right balance between recovering costs associated with trading Minis and encouraging use of the new Mini option contracts, which are designed to allow investors to reduce risk in high dollar underlying securities. The Exchange proposal to charge Customers $0.00 per contract is reasonable, as Customers have long traded for free all options on the Exchange. This $0.00 fee for Customer Mini executions attracts Customer order flow to the Exchange, which is beneficial to all other participants on the Exchange who generally seek to trade with Customer order flow and who benefit from the increased volume and trading opportunities. The proposed fee of $.00 per contract is the same fee charged to Customer orders in standard option contracts, which is an effective fee on the Exchange and has not been determined to be inequitable or unfairly discriminatory. Further, the options marketplace has a history of offering preferential pricing to Customers. Finally, NYSE Arca, Inc. (‘‘Arca’’) proposes to charge Customers $0.00 for some Customer Mini transactions.17 Therefore, the Exchange believes that the proposed Customer pricing for Minis is equitable and not unfairly discriminatory. The Exchange believes that excluding Customer Mini transactions from counting towards the VIP is reasonable, equitable and not unfairly discriminatory for the following reasons. First, as noted above, the Exchange’s cost to process quotes, orders and trades in Minis is the same as for standard options. Given the 17 See SR–NYSEArca–2013–25, available at https://www.nyse.com/nysenotices/nysearca/rulefilings/pdf?file_no=SR-NYSEArca-201325&seqnum=1 (the ‘‘Arca filing’’), page 5, which proposes to assess a fee of $0.00 for manual Customer executions in Minis. VerDate Mar<15>2010 14:48 Apr 03, 2013 Jkt 229001 overall lower expected revenues from Mini options, it is reasonable to exempt Mini option volumes from qualifying for the VIP credits paid on standard option contracts. It is also equitable, since paying the rebate on Mini option volumes would likely necessitate either reducing the VIP credits paid under the VIP, or raising other participant fees. It is not unfairly discriminatory, as it will apply equally to all Customer executions in Mini options. The Exchange believes that the proposal to assess to CBOE MarketMakers a $0.02 fee for manual and electronic Mini transactions (including CFLEX AIM transactions) is reasonable. It is difficult to compare the proposed $0.02 amount to the amount assessed to CBOE Market-Makers for standard options transactions, as that amount can differ depending on which tier each CBOE Market-Maker reaches in the Liquidity Provider Sliding Scale. However, $0.02 is less than 1⁄10 the fee assessed at the lowest tier of the Liquidity Provider Sliding Scale for standard options transactions. The Exchange believes that these CBOE Market-Maker Mini fees are equitable and not unfairly discriminatory for a number of reasons. First, they will apply equally to all CBOE Market-Makers. Second, the Exchange believes that it is equitable and not unfairly discriminatory to assess lower fee amounts to CBOE Market-Makers than to some other market participants because CBOE Market-Makers have obligations, such as quoting obligations, that other market participants do not possess. Further, these lower fees are intended to encourage Market-Makers to quote aggressively and more often, which provides more trading opportunities for all market participants. Finally, the proposed $0.02 CBOE Market-Maker fee for Minis is equivalent to Arca’s proposed NYSE Arca Market Maker Mini fee for manual executions, and significantly lower than Arca’s proposed Market Maker Mini fees for Taker electronic executions ($0.07 in Penny Pilot classes and $0.10 in nonPenny Pilot classes).18 The Exchange also believes that the proposal to assess to CBOE MarketMakers a Marketing Fee collection of $0.02 for Penny Pilot Classes and $0.06 for all other classes is reasonable, equitable and not unfairly discriminatory because these amounts are slightly less than 1⁄10 the amount assessed for standard options. The Exchange also believes that this proposed fee is equitable and not unfairly discriminatory because it will 18 See PO 00000 Arca filing, page 5. Frm 00071 Fmt 4703 Sfmt 4703 20365 apply to all CBOE Market-Makers. The Exchange believes that not providing the HAL Step-Up Rebate is reasonable because it merely prevents CBOE Market-Makers trading Minis from receiving a rebate; it does not impose another fee. The Exchange believes that it is equitable and not unfairly discriminatory to not provide the HAL Step-Up Rebate to CBOE Market-Makers trading Minis when the HAL Step-Up Rebate is provided to CBOE MarketMakers trading standard options products because, as stated previously, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. This, coupled with the lower per-contract transaction fees charged, makes it impractical to offer CBOE MarketMakers the HAL Step-Up Rebate. Further, no CBOE Market-Maker will receive the HAL Step-Up Rebate for Minis transactions. The Exchange believes that it is reasonable to not count Minis transactions towards the Liquidity Provider Sliding Scale because this merely prevents MarketMakers from being able to receive reduced fees; this does not impose a greater fee. The Exchange believes that this is equitable and not unfairly discriminatory because the amounts in the tiers of the Liquidity Provider Sliding Scale are all higher than the $0.02 fee for Market-Maker Mini transactions. Further, no Market-Maker Mini transactions will count towards or qualify for the Liquidity Provider Sliding Scale. The Exchange believes that assessing a $0.03 fee for manual and electronic Clearing Trading Permit Holder Proprietary Mini executions is reasonable because, while this amount is slightly more than 1⁄10 the amount assessed for standard options Clearing Trading Permit Holder Proprietary executions, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options, and therefore, in some situations (including for Clearing Trading Permit Holder Proprietary orders), the Exchange must assess a Minis fee of more than 1⁄10 the amount assessed for standard options transactions. This amount is still significantly less than the amount assessed for standard options Clearing Trading Permit Holder Proprietary executions, despite the fact that the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. The Exchange believes that this fee is equitable and not unfairly discriminatory because it will be assessed to all qualifying manual E:\FR\FM\04APN1.SGM 04APN1 wreier-aviles on DSK5TPTVN1PROD with NOTICES 20366 Federal Register / Vol. 78, No. 65 / Thursday, April 4, 2013 / Notices and electronic Clearing Trading Permit Holder Proprietary executions in Minis. Further, the Exchange believes it is equitable and not unfairly discriminatory to assess lower fees to Clearing Trading Permit Holder Proprietary executions than to those of other market participants (such as Broker-Dealers and Away MarketMakers) because Clearing Trading Permit Holders have a number of obligations (such as membership with the Options Clearing Corporation), significant regulatory burdens, and financial obligations, that other market participants do not need to take on. Finally, the amount of the proposed fees for Clearing Trading Permit Holder Proprietary executions in Minis is significantly lower than the $0.09 fee that is proposed to be assessed by Arca for Mini Firm manual executions and electronic Penny Pilot Taker executions (as well as significantly lower than Arca’s proposed $0.12 Taker fee for Firm Mini electronic non-Penny Pilot Taker executions).19 The Exchange believes that the proposal to not count Mini volume towards the Proprietary Products Sliding Scale is reasonable in light of the Exchange’s desire to fund the costs associated with Minis with revenues only from those participants who trade them. As noted earlier, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. Including Mini volume towards the Proprietary Products Sliding Scale might necessitate raising costs for other market participants; therefore, the Exchange believes that the exclusion of Minis from the Proprietary Products Sliding Scale is both reasonable and equitable. Because this exclusion will apply to all Clearing Trading Permit Holder Proprietary Mini orders, the Exchange believes that it is equitable and not unfairly discriminatory. Further, as the measuring stick to determine whether a Clearing Trading Permit Holder reaches new tiers on the Proprietary Products Sliding Scale is the number of contracts traded, it would be difficult for the Exchange to count Mini contracts, since they effectively function as 1⁄10 of a regular standard options contract. The Exchange believes that the proposal to count Minis fees towards the Fee Cap is reasonable because it will help Clearing Trading Permit Holders to reach this cap on their fees. Further, since the Fee Cap is calculated based on fees, it makes sense to count Minis fees towards the Fee Cap. The Exchange believes this is equitable and not unfairly discriminatory because Minis fees will count towards the Fee Cap in the same manner that standard options transaction fees count towards the Fee Cap. Further, Arca proposes to exclude Minis fees from its $75,000 per month cap on Firm Proprietary fees,20 making the Exchange’s proposal to count Minis fees towards the Fee Cap competitively advantageous and more attractive to market participants. The Exchange believes that the proposal to count Minis fees towards the Strategy Caps is reasonable because it will help market participants to reach these caps on their fees. Further, since the Strategy Caps are calculated based on fees, it makes sense to count Minis fees towards the Strategy Caps. The Exchange believes this is equitable and not unfairly discriminatory because Minis fees will count towards the Strategy Caps in the same manner that standard options transaction fees count towards the Strategy Caps. Further, Arca proposes to exclude Minis fees from its Limit of Fees on Options Strategy Executions, which is a similar program to the Exchange’s Strategy Caps,21 making the Exchange’s proposal to count Minis fees towards the Strategy Caps competitively advantageous and more attractive to market participants. The Exchange believes that the proposal to waive Clearing Trading Permit Holder Proprietary transaction fees for Mini facilitation orders executed in AIM, open outcry, or as a QCC or FLEX transaction is reasonable because it will exempt such orders from being assessed fees. The Exchange believes that this is equitable and not unfairly discriminatory because such orders are exempt from fees for standard options transactions. Further, the Exchange recognizes that Clearing Trading Permit Holders can be an important source of liquidity when they facilitate their own customers’ trading activity. Such trades add transparency and promote price discovery to the benefit of all market participants. Moreover, the exemption from fees for Mini facilitation orders executed in AIM, open outcry, or as a QCC or FLEX transaction will apply to all such orders. The Exchange believes that the proposed $0.04 fee for Broker-Dealers and Away Market-Makers for manual and electronic Mini transactions (including CFLEX AIM transactions) is reasonable. This fee amount is significantly less than the fee assessed for standard options contracts, and indeed is less than 1⁄10 the amount assessed for standard options 20 See 19 See Arca filing, page 5. VerDate Mar<15>2010 14:48 Apr 03, 2013 21 See Jkt 229001 PO 00000 Arca filing, page 8. Arca filing, page 9. Frm 00072 Fmt 4703 transactions for electronic Broker-Dealer and Non-Trading Permit Holder MarketMaker executions, though more than 1⁄10 the amount assessed for standard options transactions for manual BrokerDealer and Non-Trading Permit Holder Market-Maker executions. The Exchange determined to establish a simple, flat fee for manual and electronic Broker-Dealer and Non-Trading Permit Holder MarketMaker Mini transactions, and the extent to which the Mini fee amount is more than 1⁄10 the amount assessed for standard options transactions for manual Broker-Dealer and Non-Trading Permit Holder Market-Maker executions is necessary to make up for the extent to which the Mini fee amount is less than 1⁄10 the amount assessed for standard options transactions for electronic Broker-Dealer and NonTrading Permit Holder Market-Maker executions, as well as to account for the fact that, as noted earlier, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. In this regard, the proposed fee amount is reasonable and also equitable in that it allows the Exchange to offer this innovative product to investors without raising fees for other investors who may have no interest in trading Minis. Further, the Exchange believes this fee is equitable and not unfairly discriminatory because it will apply to all Broker-Dealers and Away Market-Makers. Also, the Exchange believes that it is equitable and not unfairly discriminatory to assess higher fees to Broker-Dealers and Away Market-Makers because they do not have some of the obligations that other market participants, such as CBOE Market-Makers and Clearing Trading Permit Holders, may have. Finally, the proposed $0.04 fee amount is significantly lower than the $0.09 fee proposed by Arca for Mini Broker Dealer manual executions and electronic Penny Pilot Taker executions (as well as significantly lower than Arca’s proposed $0.12 Broker Dealer Taker fee for Mini electronic non-Penny Pilot Taker executions).22 The Exchange believes that the proposal to assess Professional, Voluntary Professional, and Joint BackOffice orders a $0.03 fee for manual and electronic Mini transactions (including CFLEX AIM transactions) is reasonable. This amount is 1⁄10 the amount assessed for standard options transactions for electronic Professional, Voluntary Professional, and Joint Back-Office executions, though slightly more than 1⁄10 the amount assessed for standard options transactions for manual 22 See Sfmt 4703 E:\FR\FM\04APN1.SGM Arca filing, page 5. 04APN1 wreier-aviles on DSK5TPTVN1PROD with NOTICES Federal Register / Vol. 78, No. 65 / Thursday, April 4, 2013 / Notices Professional, Voluntary Professional, and Joint Back-Office executions (which is $0.25). As noted earlier, the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. As such, the Exchange determined to base the Mini transaction fee amount for Professional, Voluntary Professional, and Joint Back-Office orders on the amount assessed for standard options transactions for electronic Professional, Voluntary Professional, and Joint Back-Office executions. Further, this amount is significantly less than the amount assessed for Professional, Voluntary Professional, and Joint Back-Office executions for standard options. In this regard, the proposed fee amount is reasonable and also equitable in that it allows the Exchange to offer this innovative product to investors without raising fees for other investors who may have no interest in trading Minis. The Exchange believes that this proposed fee is equitable and not unfairly discriminatory because it will be assessed to all Professional, Voluntary Professional, and Joint Back-Office Mini transactions. The Exchange believes that the proposal to assess a $0.02 fee for all Mini QCC transactions (except for Customer Mini QCC transactions, which, like other Customer Mini transactions, will be assessed a $0.00 fee) is reasonable, equitable and not unfairly discriminatory because this fee amount is 1⁄10 of the $0.20 amount assessed for standard options QCC transactions (except for CBOE MarketMaker QCC transactions, which are subject to the Liquidity Provider Sliding Scale; $0.20 falls within the range of fees assessed under the Liquidity Provider Sliding Scale, and the Exchange desires to make determining Mini fees simple by merely assessing a flat, non-moving amount for Mini QCC fees). The Exchange further believes that it is equitable and not unfairly discriminatory to assess a $0.02 fee for all Mini QCC transactions (except Customer Mini QCC transactions) because all market participants will be paying this same amount (except for Customers) for Mini QCC transactions. The Exchange believes that it is equitable and not unfairly discriminatory to assess a $0.00 fee for Customer Mini QCC transactions because this is the same amount being assessed to other Customer Mini transactions, and because this $0.00 fee for Customer Mini executions attracts Customer order flow to the Exchange, which is beneficial to all other participants on the Exchange who VerDate Mar<15>2010 14:48 Apr 03, 2013 Jkt 229001 generally seek to trade with Customer order flow and who benefit from the increased volume and trading opportunities. Further, the proposed fee of $.00 per contract is the same fee charged to Customer QCC orders in standard option contracts, which is an effective fee on the Exchange and has not been determined to be inequitable or unfairly discriminatory. Also, the options marketplace has a history of offering preferential pricing to Customers. Finally, the proposed Mini QCC fee amounts are significantly lower than the $0.05 fee (per side) for Mini QCCs proposed by Arca.23 The Exchange believes that the proposal to assess a $0.02 fee for all Mini AIM Agency/Primary transactions (except for Customer Mini AIM Agency/ Primary transactions, which, like other Customer Mini transactions will be assessed a $0.00 fee) is reasonable, equitable and not unfairly discriminatory because this fee amount is 1⁄10 of the $0.20 amount assessed for standard options AIM Agency/Primary transactions (except for CBOE MarketMaker AIM Agency/Primary transactions, which are subject to the Liquidity Provider Sliding Scale; $0.20 falls within the range of fees assessed under the Liquidity Provider Sliding Scale, and the Exchange desires to make determining Mini fees simple by merely assessing a flat, non-moving amount for Mini AIM Agency/Primary fees). The Exchange further believes that it is equitable and not unfairly discriminatory to assess a $0.02 fee for all Mini AIM Agency/Primary transactions (except Customer Mini AIM Agency/Primary transactions) because all market participants will be paying this same amount (except for Customers) for Mini AIM Agency/ Primary transactions. The Exchange believes that it is equitable and not unfairly discriminatory to assess a $0.00 fee for Customer Mini AIM Agency/ Primary transactions because this is the same amount being assessed to other Customer Mini transactions, and because this $0.00 fee for Customer Mini executions attracts Customer order flow to the Exchange, which is beneficial to all other participants on the Exchange who generally seek to trade with Customer order flow and who benefit from the increased volume and trading opportunities. Further, the proposed fee of $.00 per contract is the same fee charged to Customer AIM Agency/Primary orders in standard option contracts, which is an effective fee on the Exchange and has not been determined to be inequitable or unfairly 23 See PO 00000 Arca filing, page 6. Frm 00073 Fmt 4703 Sfmt 4703 20367 discriminatory. Finally, the options marketplace has a history of offering preferential pricing to Customers. The Exchange believes the proposal to assess a $0.01 fee for Clearing Trading Permit Holder Proprietary, BrokerDealer, Away Market-Maker, and Professional/Voluntary Professional/ Joint Back-Office Mini AIM Contra executions is reasonable, equitable and not unfairly discriminatory because, while the $0.01 amount is more than 1⁄10 of the $0.05 amount assessed for standard options AIM Contra executions, the Exchange notes again that the cost to the Exchange to process quotes, orders and trades in Minis is the same as for standard options. Further, as the Exchange desires not to list and assess sub-penny fee increments on its main rate tables (in order to keep such tables simple), and as the nearest whole penny increment to 1⁄10 of $0.05 is $0.01, it makes sense to assess that amount. The Exchange believes that the proposal to assess a $0.02 fee for CBOE Market-Maker Mini AIM Contra executions is reasonable, equitable and not unfairly discriminatory because the Liquidity Provider Sliding Scale that applies fees to CBOE Market-Maker transactions (including AIM Contra executions), has a first fee tier of $0.25. A fee amount of $0.02 for Mini AIM Contra executions is less than 1⁄10 the amount that can be assessed to CBOE Market-Makers for standard options AIM Contra executions. The Exchange believes that it is reasonable, equitable and not unfairly discriminatory to assess a $0.00 fee for Customer Mini AIM Contra transactions because this is the same amount being assessed to other Customer Mini transactions, and because this $0.00 fee for Customer Mini executions attracts Customer order flow to the Exchange, which is beneficial to all other participants on the Exchange who generally seek to trade with Customer order flow and who benefit from the increased volume and trading opportunities. Further, the proposed fee of $.00 per contract is the same fee charged to Customer AIM Contra orders in standard option contracts, which is an effective fee on the Exchange and has not been determined to be inequitable or unfairly discriminatory. Finally, the options marketplace has a history of offering preferential pricing to Customers. The Exchange believes that it is equitable and not unfairly discriminatory to apply different Mini AIM Contra fees to different market participants for the reasons described above. Finally, the Exchange believes that the proposed Mini AIM Contra fees are equitable and E:\FR\FM\04APN1.SGM 04APN1 wreier-aviles on DSK5TPTVN1PROD with NOTICES 20368 Federal Register / Vol. 78, No. 65 / Thursday, April 4, 2013 / Notices not unfairly discriminatory because all market participants within the same market participant category will be assessed the same fee amounts (meaning that all for Clearing Trading Permit Holder Proprietary orders, BrokerDealers, Away Market-Makers, and Professional/Voluntary Professional/ Joint Back-Office orders will be assessed a $0.01 fee, all CBOE Market-Makers will be assessed a $0.02 fee, and all Customers will be assessed a $0.00 fee). The Exchange believes that the proposal to assess the same ORF amount to Minis as are assessed to standard options is reasonable because, as noted, the costs to the Exchange to process quotes, orders, trades and the necessary regulatory surveillance programs and procedures in Minis are the same as for standard option contracts. As such, the Exchange feels that it is appropriate to charge the ORF at the same rate as the standard option contract. Further, the Exchange notes that the cost to perform surveillance to ensure compliance with various Exchange and industry-wide rules is no different for a Mini option than it is for a standard option contract. Reducing the ORF for Mini options could result in a higher ORF for standard options. As such, the Exchange currently believes that the appropriate approach is to treat both Minis and standard options the same with respect to the amount of the ORF that is being charged. The proposed ORF for Minis is equitable and not unfairly discriminatory because the same ORF amount is currently assessed to standard options. Further, all Minis will be assessed the ORF. The Exchange believes that it is reasonable, equitable and not unfairly discriminatory to count revenue from Mini trading towards a DPM or Firm’s DEA Fee because revenue from Mini trading is revenue, and other revenue counts towards the DEA Fee. The Exchange also believes that this is equitable and not unfairly discriminatory because it will apply to all market participants to whom the DEA Fee apply. The Exchange believes that subjecting Minis to the same amounts as standard options for purposes of PULSe Workstation Fees, Trade Processing Services fees and PAR Official fees is reasonable because the costs of operating and maintaining the PULSe Workstations, Trade Processing Services and PAR workstations for Mini transactions are the same as for standard options transactions. This is equitable and not unfairly discriminatory because the same fee amounts will be assessed for Minis as for standard options, and because such fees will apply to all Mini transactions. VerDate Mar<15>2010 14:48 Apr 03, 2013 Jkt 229001 The Exchange believes that its proposal to treat Mini options the same as standard options for purposes of the Linkage Fees is reasonable, equitable and not unfairly discriminatory for the following reasons. The Linkage Fees are designed to help recover the Exchange’s costs in routing orders to other exchanges. The Exchange believes that the OCC and broker-dealers will be assessing the same charges for Minis as are assessed to standard options. Further, the Exchange’s costs for routing Minis through to other exchanges will be the same as the Exchange’s costs for routing standard options to other exchanges. As such, the Exchange believes that it makes sense apply to Mini options the same Linkage Fees structure as applies to standard options. The Exchange notes that participants can avoid the Linkage Fees in several ways. First, they can simply route to the exchange with the best priced interest. The Exchange, in recognition of the fact that markets can move while orders are in flight, also offers participants the ability to utilize order types that do not route to other exchanges. Specifically, the IOC Order is one such order that would never route to another exchange. For all these reasons, the Exchange believes it is reasonable and equitable to apply to Mini options the same Linkage Fees structure as applies to standard options. Further, the Exchange believes that it is equitable and not unfairly discriminatory to treat Mini options the same as standard options for purposes of the Linkage Fees for that tautological reason; Mini options will be treated the same as standard options for the purposes of Linkage Fees. Finally, since the Linkage Fees will apply to all participants in Minis as they apply for standard options, and because such Linkage Fees have not previously been found to be unreasonable, inequitable or unfairly discriminatory, the Exchange believes this to be the case for Minis as well. The Exchange believes that the Mini ORS Program subsidy amounts proposed are reasonable, equitable and not unfairly discriminatory because they are 1⁄10 the amounts that apply to standard options. The Exchange believes that applying the Billing Election to Minis in the same manner that it applies to standard options is reasonable, equitable and not unfairly discriminatory for that tautological reason; it will apply to Minis in the same manner that it applies to standard options. The Exchange also believes that the proposed adaptations to the ORS Programs for Minis is equitable and not unfairly discriminatory because such PO 00000 Frm 00074 Fmt 4703 Sfmt 4703 adaptations will apply to all participants. B. Self-Regulatory Organization’s Statement on Burden on Competition The Exchange does not believe that the proposed rule change will impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. The proposed changes are designed to provide greater specificity and precision within the Fee Schedule with respect to the fees applicable to Minis. The Exchange believes that adopting fees for Minis that are in some cases lower than for standard contracts, but in other cases the same as for standard contracts, strikes the appropriate balance between fees applicable to standard contracts versus fees applicable to Minis, and will not impose a burden on competition among various market participants on the Exchange not necessary or appropriate in furtherance of the purposes of the Act. To the extent that the Exchange proposes assessing different fee amounts to different Exchange market participants, the Exchange believes that such differing assessments will not impose an unnecessary burden on intramarket competition due to the different natures of such market participants and different obligations imposed on such market participants (as described above). Further, in the cases in which some market participants are assessed lower fee amounts than others, the Exchange often does so with the intention of attracting greater trading from those market participants, and the increased volume and trading opportunities benefits all market participants. The Exchange believes that the proposed fees structure for Mini options will not impose an unnecessary burden on intermarket competition. The Exchange has shown in a number of places in this proposed rule change that the Exchange’s fees are at least competitive with, if not preferable to, comparable fees at other exchanges. As such, the Exchange believes that the proposed fees structure for Minis will increase intermarket competition, which benefits all market participants. To the extent that market participants on other exchanges may be attracted to trade on CBOE by the proposed fees structure for Mini options, they are always welcome to become market participants on CBOE. As Minis are a new product being introduced into the listed options marketplace, the Exchange is unable at this time to absolutely determine the impact that the fees and rebates proposed herein will have on trading in E:\FR\FM\04APN1.SGM 04APN1 Federal Register / Vol. 78, No. 65 / Thursday, April 4, 2013 / Notices Minis. That said, however, the Exchange believes that the rates proposed for Minis would not impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. Finally, the Exchange notes that it operates in a highly competitive market in which market participants can readily favor competing venues. In such an environment, the Exchange must continually review, and consider adjusting, its fees and credits to remain competitive with other exchanges. For the reasons described above, the Exchange believes that the proposed rule change reflects this competitive environment. C. Self-Regulatory Organization’s Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others The Exchange neither solicited nor received comments on the proposed rule change. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The foregoing rule change has become effective pursuant to Section 19(b)(3)(A) of the Act 24 and paragraph (f) of Rule 19b–4 25 thereunder. At any time within 60 days of the filing of the proposed rule change, the Commission summarily may temporarily suspend such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission will institute proceedings to determine whether the proposed rule change should be approved or disapproved. IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: wreier-aviles on DSK5TPTVN1PROD with NOTICES Electronic Comments 25 17 U.S.C. 78s(b)(3)(A). C.F.R. [sic] 240.19b–4(f). VerDate Mar<15>2010 17:39 Apr 03, 2013 • Send paper comments in triplicate to Elizabeth M. Murphy, Secretary, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549–1090. All submissions should refer to File Number SR–CBOE–2013–038. This file number should be included on the subject line if email is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission’s Internet Web site (https://www.sec.gov/ rules/sro.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for Web site viewing and printing in the Commission’s Public Reference Room, 100 F Street NE, Washington, DC 20549 on official business days between the hours of 10:00 a.m. and 3:00 p.m. Copies of such filing also will be available for inspection and copying at the principal office of the Exchange. All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR–CBOE– 2013–038, and should be submitted on or before April 25, 2013. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.26 Kevin M. O’Neill, Deputy Secretary. [FR Doc. 2013–07884 Filed 4–3–13; 8:45 am] BILLING CODE 8011–01–P SMALL BUSINESS ADMINISTRATION [Disaster Declaration #13523 and #13524] • Use the Commission’s Internet comment form (https://www.sec.gov/ rules/sro.shtml); or • Send an email to rulecomments@sec.gov. Please include File Number SR–CBOE–2013–038 on the subject line. 24 15 Paper Comments for the State of South Carolina dated 03/ 29/2013. Incident: Windsor Green Condo Complex Fire. Incident Period: 03/16/2013. Effective Date: 03/29/2013. Physical Loan Application Deadline Date: 05/28/2013. Economic Injury (Eidl) Loan Application Deadline Date: 12/30/2013. ADDRESSES: Submit completed loan applications to: U.S. Small Business Administration, Processing and Disbursement Center, 14925 Kingsport Road, Fort Worth, TX 76155. FOR FURTHER INFORMATION CONTACT: Alan Escobar, Office of Disaster Assistance, U.S. Small Business Administration, 409 3rd Street SW., Suite 6050, Washington, DC 20416. SUPPLEMENTARY INFORMATION: Notice is hereby given that as a result of the Administrator’s disaster declaration, applications for disaster loans may be filed at the address listed above or other locally announced locations. The following areas have been determined to be adversely affected by the disaster: Primary Counties: Horry. Contiguous Counties: South Carolina: Dillon, Georgetown, Marion. North Carolina: Brunswick, Columbus, Robeson. The Interest Rates are: Percent For Physical Damage: Homeowners With Credit Available Elsewhere Homeowners Without .................................. Credit Available Elsewhere Businesses With Credit Available ........................................ Elsewhere Businesses Without Credit Available Elsewhere ... Non-Profit Organizations With Credit Available Elsewhere ... Non-Profit Organizations Without Credit Available Elsewhere ..................................... For Economic Injury: Businesses & Small Agricultural Cooperatives Without Credit Available Elsewhere NonProfit Organizations Without Credit Available Elsewhere ... 3.375 1.688 6.000 4.000 2.875 4.000 2.875 South Carolina Disaster #SC–00021 U.S. Small Business Administration. ACTION: Notice. AGENCY: This is a notice of an Administrative declaration of a disaster SUMMARY: 26 17 Jkt 229001 20369 PO 00000 CFR 200.30–3(a)(12). Frm 00075 Fmt 4703 Sfmt 4703 The number assigned to this disaster for physical damage is 13523 5 and for economic injury is 13524 0. The States which received an EIDL Declaration # are South Carolina, North Carolina. (Catalog of Federal Domestic Assistance Numbers 59002 and 59008) E:\FR\FM\04APN1.SGM 04APN1

Agencies

SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 78, Number 65 (Thursday, April 4, 2013)]
[Notices]
[Pages 20362-20369]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2013-07884]



[[Page 20362]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-69258; File No. SR-CBOE-2013-038]


Self-Regulatory Organizations; Chicago Board Options Exchange, 
Incorporated; Notice of Filing and Immediate Effectiveness of a 
Proposed Rule Change To Amend the Fees Schedule

March 29, 2013.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on March 18, 2013, Chicago Board Options Exchange, Incorporated 
(the ``Exchange'' or ``CBOE'') filed with the Securities and Exchange 
Commission (the ``Commission'') the proposed rule change as described 
in Items I, II, and III below, which Items have been prepared by the 
Exchange. The Commission is publishing this notice to solicit comments 
on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of the 
Substance of the Proposed Rule Change

    The Exchange proposes to amend its Fees Schedule. The text of the 
proposed rule change is available on the Exchange's Web site  (https://www.cboe.com/AboutCBOE/CBOELegalRegulatoryHome.aspx), at the Exchange's 
Office of the Secretary, and at the Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the Exchange included statements 
concerning the purpose of and basis for the proposed rule change and 
discussed any comments it received on the proposed rule change. The 
text of these statements may be examined at the places specified in 
Item IV below. The Exchange has prepared summaries, set forth in 
sections A, B, and C below, of the most significant aspects of such 
statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange recently amended CBOE rules to enable the listing and 
trading of option contracts overlying 10 shares of a security (``Mini 
options'', or ``Minis'').\3\ Because the regular per-contract unit of 
trading for the five options classes (SPY, AAPL, GLD, GOOG, and AMZN) 
on which the Exchange has proposed listing Minis is 100 shares, a Mini 
effectively functions as \1/10\ of a regular options contract 
(generally speaking). The Exchange hereby proposes to adopt fees for 
the trading of Minis (all fees referenced herein are per-contract 
unless otherwise stated).
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    \3\ See Securities Exchange Act Release No. 68656 (January 15, 
2013), 78 FR 4526 (January 22, 2013) (SR-CBOE-2013-001), in which 
the Exchange proposed to list Mini Options on SPDR S&P 500 
(``SPY''), Apple, Inc. (``AAPL''), SPDR Gold Trust (``GLD''), Google 
Inc. (``GOOG'') and Amazon.com Inc. (``AMZN'') (together, the ``Mini 
Classes''). SPY and GLD are Exchange-Traded Funds (``ETFs'') and 
AAPL, AMZN and GOOG are equity options.
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    Minis have a smaller exercise and assignment value due to the 
reduced number of shares they deliver as compared to standard option 
contracts. As such, the Exchange is proposing generally lower per 
contract fees as compared to standard option contracts, with some 
exceptions to be fully described below. Despite the smaller exercise 
and assignment value of a Mini, the cost to the Exchange to process 
quotes and orders in Minis, perform regulatory surveillance and retain 
quotes and orders for archival purposes is the same as a for a standard 
contract. This leaves the Exchange in a position of trying to strike 
the right balance of fees applicable to Minis--too low and the costs of 
processing Mini quotes and orders will necessarily cause the Exchange 
to either raise fees for everyone or only for participants trading 
Minis; too high and participants may be deterred from trading Minis, 
leaving the Exchange less able to recoup costs associated with 
development of the product, which is designed to offer investors a way 
to take less risk in high-dollar securities. The Exchange, therefore, 
believes that adopting fees for Minis that are in some cases lower than 
fees for standard contracts, and in other cases the same as for 
standard contracts, is appropriate, not unreasonable, not unfairly 
discriminatory and not burdensome on competition between participants, 
or between the Exchange and other exchanges in the listed options 
marketplace.
    Under the proposed fees structure for Minis, Customers will be 
assessed no fees for Mini transactions, just as no Customer fees are 
assessed for transactions in the standard-sized Mini Classes. Mini 
volume will be excluded from counting towards the Exchange's Volume 
Incentive Program (``VIP''). As noted earlier, the cost to the Exchange 
to process quotes, orders and trades in Minis is the same as for 
standard options. This, coupled with the lower per-contract transaction 
fees charged to other market participants, makes it impractical to 
offer Trading Permit Holders (``TPHs'') a credit for Customer 
electronic Mini volume they transact. As there is no fee assessed to 
Customer Mini transactions, such transactions will not qualify towards 
the Exchange's Customer Large Trade Discount.
    CBOE Market-Makers, DPMs, E-DPMs and LMMs (together, ``CBOE Market-
Makers'') will be assessed a $0.02 fee for manual and electronic Mini 
transactions (including CFLEX AIM transactions). It is difficult to 
compare the proposed $0.02 amount to the amount assessed to CBOE 
Market-Makers for standard options transactions, as that amount can 
differ depending on which tier each CBOE Market-Maker reaches in the 
Liquidity Provider Sliding Scale (though it is less than \1/10\ the fee 
assessed at the lowest tier of the Liquidity Provider Sliding Scale for 
standard options transactions).\4\ The Exchange wishes to assess such a 
fee of $0.02 to CBOE Market-Makers in order to encourage them to quote 
often and aggressively.
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    \4\ See CBOE Fees Schedule, ``Liquidity Provider Sliding Scale'' 
table.
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    In addition, a Marketing Fee collection of $0.02 for Penny Pilot 
Classes and $0.06 for all other classes (these amounts are slightly 
less than 1/10 of the charges incurred by CBOE Market-Makers for 
standard options contract transactions) will also apply under the same 
conditions under which a Marketing Fee collection applies to standard 
options contract transactions. Unlike for standard options contract 
transactions, no Hybrid Agency Liaison (``HAL'') Step-Up Rebate will be 
given to Market-Makers for Mini transactions. As noted earlier, the 
cost to the Exchange to process quotes, orders and trades in Minis is 
the same as for standard options. This, coupled with the lower per-
contract transaction fees charged, makes it impractical to offer CBOE 
Market-Makers the HAL Step-Up Rebate. As such, Minis shall be excluded 
from the HAL Step-Up Rebate. Mini transactions will also be excluded 
from counting towards the Liquidity Provider Sliding Scale (as the fee 
levels at all tiers in the Liquidity Provider Sliding Scale are all 
higher than the $0.02 fee for Market-Maker Mini transactions).
    Clearing Trading Permit Holder Proprietary orders will be assessed 
a $0.03 fee for manual and electronic

[[Page 20363]]

Mini transactions (including CFLEX AIM transactions). This fee amount 
is slightly more than \1/10\ the amount assessed for standard options 
transactions for Clearing Trading Permit Holder Proprietary executions. 
As noted earlier, the cost to the Exchange to process quotes, orders 
and trades in Minis is the same as for standard options, and therefore, 
in some situations (including for Clearing Trading Permit Holder 
Proprietary orders), the Exchange must assess a Minis fee of more than 
\1/10\ the amount assessed for standard options transactions. Mini 
volume will not count towards the CBOE Proprietary Products Sliding 
Scale for Clearing Trading Permit Holder Proprietary Orders (the 
``Proprietary Products Sliding Scale''). As noted earlier, the cost to 
the Exchange to process quotes, orders and trades in Minis is the same 
as for standard options. Further, as the measuring stick to determine 
whether a Clearing Trading Permit Holder reaches new tiers on the 
Proprietary Products Sliding Scale is the number of contracts traded, 
it would be difficult for the Exchange to count Mini contracts, since 
they effectively function as \1/10\ of a regular standard options 
contract. Therefore, the Exchange does not wish to count Clearing 
Trading Permit Holder Proprietary orders towards the Proprietary 
Products Sliding Scale, and therefore Minis will be excluded from 
counting towards the Proprietary Products Sliding Scale.
    The Exchange proposes to count Mini fees towards the Clearing 
Trading Permit Holder Fee Cap in all products except SPX, SPXpm, SRO, 
VIX or other volatility indexes, OEX or XEO (the ``Fee Cap'') in the 
same manner that the Fee Cap applies to standard options 
transactions.\5\ This will help Clearing Trading Permit Holders to 
reach this cap on their fees. Further, since the Fee Cap is calculated 
based on fees, it makes sense to count Minis fees towards the Fee Cap. 
Further, the Exchange does recognize that Clearing Trading Permit 
Holders can be an important source of liquidity when they facilitate 
their own customers' trading activity and, as such, the waiver of 
Clearing Trading Permit Holder Proprietary transaction fees, as 
described in Footnote 11 to the CBOE Fees Schedule, for facilitation 
orders \6\ executed in AIM, open outcry, or as a QCC or FLEX 
transaction, will continue to apply to facilitation orders in Minis.
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    \5\ See CBOE Fees Schedule, Footnote 11, for more details on the 
Fee Cap.
    \6\ ``Facilitation orders'' are defined for this purpose in 
Footnote 11 as ``any paired order in which a Clearing Trading Permit 
Holder (F) origin code is contra to any other origin code, provided 
the same executing broker and clearing firm are on both sides of the 
order''.
---------------------------------------------------------------------------

    The Exchange also has caps on transaction fees that apply to merger 
strategies and short stock interest strategies as well as to reversals, 
conversions and jelly roll strategies (the ``Strategy Caps'').\7\ The 
Exchange proposes to count Mini fees towards the Strategy Caps in the 
same manner that the Strategy Caps apply to standard options 
transactions. This will help market participants reach these caps on 
their fees. Further, since the Strategy Caps are calculated based on 
fees, it makes sense to count Minis fees towards the Strategy Caps.
---------------------------------------------------------------------------

    \7\ See CBOE Fees Schedule, Footnote 13, for more details on the 
Strategy Caps.
---------------------------------------------------------------------------

    Broker-Dealers and Non-Trading Permit Holder Market-Makers (``Away 
Market-Makers'') will be assessed a $0.04 fee for manual and electronic 
Mini transactions (including CFLEX AIM transactions). This fee amount 
is less than \1/10\ the amount assessed for standard options 
transactions for electronic Broker-Dealer and Non-Trading Permit Holder 
Market-Maker executions, though more than \1/10\ the amount assessed 
for standard options transactions for manual Broker-Dealer and Non-
Trading Permit Holder Market-Maker executions. The Exchange determined 
to establish a simple, flat fee for manual and electronic Broker-Dealer 
and Non-Trading Permit Holder Market-Maker Mini transactions, and the 
extent to which the Mini fee amount is more than \1/10\ the amount 
assessed for standard options transactions for manual Broker-Dealer and 
Non-Trading Permit Holder Market-Maker executions is necessary to make 
up for the extent to which the Mini fee amount is less than \1/10\ the 
amount assessed for standard options transactions for electronic 
Broker-Dealer and Non-Trading Permit Holder Market-Maker executions.
    Professional, Voluntary Professional, and Joint Back-Office orders 
will be subject to a $0.03 fee for manual and electronic Mini 
transactions (including CFLEX AIM transactions). This amount is \1/10\ 
the amount assessed for standard options transactions for electronic 
Professional, Voluntary Professional, and Joint Back-Office executions, 
though slightly more than \1/10\ the amount assessed for standard 
options transactions for manual Professional, Voluntary Professional, 
and Joint Back-Office executions (which is $0.25). As noted earlier, 
the cost to the Exchange to process quotes, orders and trades in Minis 
is the same as for standard options. As such, the Exchange determined 
to base the Mini transaction fee amount for Professional, Voluntary 
Professional, and Joint Back-Office orders on the amount assessed for 
standard options transactions for electronic Professional, Voluntary 
Professional, and Joint Back-Office executions (also, the Exchange does 
not at this time wish to assess Mini transaction fees in sub-penny 
increments unless such fee amounts are also assessed in sub-penny 
increments for standard options transactions or the fee amounts for 
standard options are less than $0.05).
    The Exchange proposes to assess a $0.02 fee for all Mini Qualified 
Contingent Cross (``QCC'') transactions (except for Customer Mini QCC 
transactions, which, like other Customer Mini transactions, will be 
assessed a $0.00 fee). This fee amount is \1/10\ of the $0.20 amount 
assessed for standard options QCC transactions (except for CBOE Market-
Maker QCC transactions, which are subject to the Liquidity Provider 
Sliding Scale; $0.20 falls within the range of fees assessed under the 
Liquidity Provider Sliding Scale, and the Exchange desires to make 
determining Mini fees simple by merely assessing a flat, non-moving 
amount for Mini QCC fees).
    The Exchange proposes to assess a $0.02 fee for all Mini AIM 
Agency/Primary orders (except Customer AIM Agency/Primary orders, 
which, like other Customer Mini transactions will be assessed a $0.00 
fee).). This fee amount is \1/10\ of the $0.20 amount assessed for 
standard options AIM Agency/Primary orders (except for CBOE Market-
Maker AIM Agency/Primary transactions, which are subject to the 
Liquidity Provider Sliding Scale; $0.20 falls within the range of fees 
assessed under the Liquidity Provider Sliding Scale, and the Exchange 
desires to make determining Mini fees simple by merely assessing a 
flat, non-moving amount for Mini AIM Agency/Primary fees).
    The Exchange proposes to assess a $0.01 fee for Clearing Trading 
Permit Holder Proprietary, Broker-Dealer, Away Market-Maker, and 
Professional/Voluntary Professional/Joint Back-Office Mini AIM Contra 
executions. Standard options AIM Contra execution fees for these market 
participants are $0.05. While the $0.01 amount is more than \1/10\ of 
the $0.05 amount assessed for standard options AIM Contra executions, 
the Exchange notes again that the cost to the Exchange to process 
quotes, orders and trades in Minis is the same as for standard options. 
Further, as the Exchange desires not to list and assess sub-penny fee 
increments on its

[[Page 20364]]

main rate tables (in order to keep such tables simple), and as the 
nearest whole penny increment to \1/10\ of $0.05 is $0.01, it makes 
sense to assess that amount. The Exchange proposes to assess a $0.02 
fee for CBOE Market-Maker Mini AIM Contra executions. The Liquidity 
Provider Sliding Scale that applies fees to CBOE Market-Maker 
transactions (including AIM Contra executions), has a first fee tier of 
$0.25. A fee amount of $0.02 for Mini AIM Contra executions is less 
than \1/10\ the amount that can be assessed to CBOE Market-Makers for 
standard options AIM Contra executions. The Exchange proposes to assess 
a fee of $0.00 for Customer Mini AIM Contra executions, as this is the 
amount assessed to all other Customer Mini executions. The statement in 
Footnote 18 that the AIM Contra Execution Fee will apply to AIM Contra 
executions ``instead of the applicable standard transaction fee except 
if the applicable standard transaction fee is lower than $.05 per 
contract, in which case the applicable standard transaction fee will 
apply'' will not apply to Minis, as the applicable standard transaction 
fees for Minis will be lower than $0.05 per contract.
    Currently, the Exchange assesses a $0.0085 per contract Options 
Regulatory Fee (``ORF'').\8\ The Exchange is proposing to charge the 
same rate for transactions in Mini options, $0.0085 per contract, 
since, as noted, the costs to the Exchange to process quotes, orders, 
trades and the necessary regulatory surveillance programs and 
procedures in Minis are the same as for standard option contracts. As 
such, the Exchange feels that it is appropriate to charge the ORF at 
the same rate as the standard option contract. The Exchange also 
assesses a DPM and Firm Designated Examining Authority Fee (the ``DEA 
Fee'') of $0.60 per $1,000 of gross revenue.\9\ Any revenue that comes 
from Mini trading would count towards the DEA Fee (as does other 
revenue).
---------------------------------------------------------------------------

    \8\ See CBOE Fees Schedule, ``Regulatory Fees'' table.
    \9\ See CBOE Fees Schedule, ``Regulatory Fees'' table for more 
details on the DEA Fee.
---------------------------------------------------------------------------

    Similarly, because, as noted, the costs to the Exchange to process 
quotes, orders, trades and the necessary regulatory surveillance 
programs and procedures in Minis are the same as for standard option 
contracts, the Exchange will assess to Mini transactions the same PULSe 
Workstation Away-Market Routing, Away-Market Routing Intermediary, and 
CBOE/CBSX Routing fees (the ``PULSe Workstation Fees''),\10\ Trade 
Processing Services fees,\11\ and PAR Official Fees \12\ as are 
assessed to standard options transactions.
---------------------------------------------------------------------------

    \10\ See CBOE Fees Schedule, ``PULSe Workstation'' section of 
the ``Facility Fees'' table.
    \11\ See CBOE Fees Schedule, ``Trade Processing Services'' 
Table.
    \12\ See CBOE Fees Schedule, ``PAR Official Fees in All Other 
Classes'' section of the ``Floor Brokerage and PAR Official Fees'' 
table.
---------------------------------------------------------------------------

    In order to comply with the Options Order Protection and Locked/
Crossed Market Plan (the ``Linkage Plan''), the Exchange uses various 
means of accessing better priced interest located on other exchanges 
and assesses fees associated with the execution of orders routed to 
other exchanges.\13\ For Customers, these fees involve, to some extent, 
the passing-through of the actual transaction fee assessed by the 
exchange(s) to which the order was routed, while for non-Customers, a 
set amount is assessed. These fees are designed to help recover the 
Exchange's costs in routing orders to other exchanges. The Exchange 
believes that the Options Clearing Corporation (``OCC'') and broker-
dealers will be assessing the same charges for Minis as are assessed to 
standard options. Further, the Exchange's costs for routing Minis 
through to other exchanges will be the same as the Exchange's costs for 
routing standard options to other exchanges. As such, the Exchange 
intends apply to Mini options the same Linkage Fees structure as 
applies to standard options. The Exchange notes that participants can 
avoid the Linkage Fees in several ways. First, they can simply route to 
the exchange with the best priced interest. The Exchange, in 
recognition of the fact that markets can move while orders are in 
flight, also offers participants the ability to utilize order types 
that do not route to other exchanges. Specifically, the Immediate-or-
Cancel Order (``IOC Order'') is one such order that would never route 
to another exchange. For all these reasons, the Exchange believes it is 
reasonable to apply to Mini options the same Linkage Fees structure as 
applies to standard options.
---------------------------------------------------------------------------

    \13\ See CBOE Fees Schedule, ``Linkage Fees'' table.
---------------------------------------------------------------------------

    The Exchange has Order Router Subsidy (``ORS'') Programs that state 
that CBOE may enter into subsidy arrangements with Trading Permit 
Holders (``TPHs'') or broker-dealers that are not CBOE Trading Permit 
Holders (``Non-CBOE TPHs'') that provide certain routing 
functionalities to other CBOE TPHs, Non-CBOE TPHs and/or use such 
functionalities themselves. Under the ORS, participating TPHs or 
participating Non-CBOE TPHs (``participants'') will receive a payment 
from CBOE for every executed contract for orders routed to CBOE through 
that participant's system to subsidize their costs associated with 
providing order routing functionalities.\14\ The Exchange offers a 
subsidy of $0.04 for the simple and complex ORS Programs ($0.03 for 
participants that elect for the Exchange to perform certain additional 
marketing services on the participant's behalf (the ``Marketing Service 
Election'')). The Exchange proposes to offer subsidies for Minis under 
the ORS Programs that are \1/10\ the amounts offered for standard 
options ($0.004 for simple and complex Minis, with $0.003 for Minis 
under the Marketing Service Election). Under the simple ORS Program, a 
participant may elect to have CBOE perform the service of billing other 
CBOE TPHs with respect to the use of the participant's router (the 
``Billing Election''). A participant that elects to have CBOE perform 
this service would pay CBOE a service fee of one percent of the fees 
collected by CBOE for that TPH. The Exchange proposes to apply the 
Billing Election to Minis in the same way it applies to standard 
options. For billing purposes, Minis fees will be rounded to the 
nearest $0.01 using standard rounding rules.
---------------------------------------------------------------------------

    \14\ See CBOE Fees Schedule, ``Order Router Subsidy Programs'' 
table for more details on the ORS Programs.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with 
the Act and the rules and regulations thereunder applicable to the 
Exchange and, in particular, the requirements of Section 6(b) of the 
Act.\15\ Specifically, the Exchange believes the proposed rule change 
is consistent with Section 6(b)(4) of the Act,\16\ which requires that 
Exchange rules provide for the equitable allocation of reasonable dues, 
fees, and other charges among its Trading Permit Holders and other 
persons using its facilities.
---------------------------------------------------------------------------

    \15\ 15 U.S.C. 78f(b).
    \16\ 15 U.S.C. 78f(b)(4).
---------------------------------------------------------------------------

    The Exchange noted earlier that, while Minis have a smaller 
exercise and assignment value due to the reduced number of shares to be 
delivered as compared to standard option contracts, and despite the 
smaller exercise and assignment value of a Mini, the cost to the 
Exchange to process quotes and orders in Minis, perform regulatory 
surveillance and retain quotes and orders for archival purposes is the 
same as for a standard contract. This leaves the Exchange in a position 
of trying to strike the right balance of fees applicable to Minis--too 
low and the costs of processing Mini quotes and orders will necessarily 
cause the Exchange to either raise fees for

[[Page 20365]]

everyone or only for participants trading Minis; too high and 
participants may be deterred from trading Minis, leaving the Exchange 
less able to recoup costs associated with development of the product, 
which is designed to offer investors a way to take less risk in high 
dollar securities. Given these realities, the Exchange believes that 
adopting fees for Minis that are in some cases lower than standard 
contracts, and in other cases the same as for standard contracts, is 
appropriate, not unreasonable, not unfairly discriminatory and not 
burdensome on competition between participants, or between the Exchange 
and other exchanges in the listed options market place. In the case of 
most trade related charges, the Exchange has decided to offer lower 
per-contract fees to participants as part of trying to strike the right 
balance between recovering costs associated with trading Minis and 
encouraging use of the new Mini option contracts, which are designed to 
allow investors to reduce risk in high dollar underlying securities.
    The Exchange proposal to charge Customers $0.00 per contract is 
reasonable, as Customers have long traded for free all options on the 
Exchange. This $0.00 fee for Customer Mini executions attracts Customer 
order flow to the Exchange, which is beneficial to all other 
participants on the Exchange who generally seek to trade with Customer 
order flow and who benefit from the increased volume and trading 
opportunities. The proposed fee of $.00 per contract is the same fee 
charged to Customer orders in standard option contracts, which is an 
effective fee on the Exchange and has not been determined to be 
inequitable or unfairly discriminatory. Further, the options 
marketplace has a history of offering preferential pricing to 
Customers. Finally, NYSE Arca, Inc. (``Arca'') proposes to charge 
Customers $0.00 for some Customer Mini transactions.\17\ Therefore, the 
Exchange believes that the proposed Customer pricing for Minis is 
equitable and not unfairly discriminatory.
---------------------------------------------------------------------------

    \17\ See SR-NYSEArca-2013-25, available at https://www.nyse.com/nysenotices/nysearca/rule-filings/pdf?file_no=SR-NYSEArca-2013-25&seqnum=1 (the ``Arca filing''), page 5, which proposes to assess 
a fee of $0.00 for manual Customer executions in Minis.
---------------------------------------------------------------------------

    The Exchange believes that excluding Customer Mini transactions 
from counting towards the VIP is reasonable, equitable and not unfairly 
discriminatory for the following reasons. First, as noted above, the 
Exchange's cost to process quotes, orders and trades in Minis is the 
same as for standard options. Given the overall lower expected revenues 
from Mini options, it is reasonable to exempt Mini option volumes from 
qualifying for the VIP credits paid on standard option contracts. It is 
also equitable, since paying the rebate on Mini option volumes would 
likely necessitate either reducing the VIP credits paid under the VIP, 
or raising other participant fees. It is not unfairly discriminatory, 
as it will apply equally to all Customer executions in Mini options.
    The Exchange believes that the proposal to assess to CBOE Market-
Makers a $0.02 fee for manual and electronic Mini transactions 
(including CFLEX AIM transactions) is reasonable. It is difficult to 
compare the proposed $0.02 amount to the amount assessed to CBOE 
Market-Makers for standard options transactions, as that amount can 
differ depending on which tier each CBOE Market-Maker reaches in the 
Liquidity Provider Sliding Scale. However, $0.02 is less than \1/10\ 
the fee assessed at the lowest tier of the Liquidity Provider Sliding 
Scale for standard options transactions. The Exchange believes that 
these CBOE Market-Maker Mini fees are equitable and not unfairly 
discriminatory for a number of reasons. First, they will apply equally 
to all CBOE Market-Makers. Second, the Exchange believes that it is 
equitable and not unfairly discriminatory to assess lower fee amounts 
to CBOE Market-Makers than to some other market participants because 
CBOE Market-Makers have obligations, such as quoting obligations, that 
other market participants do not possess. Further, these lower fees are 
intended to encourage Market-Makers to quote aggressively and more 
often, which provides more trading opportunities for all market 
participants. Finally, the proposed $0.02 CBOE Market-Maker fee for 
Minis is equivalent to Arca's proposed NYSE Arca Market Maker Mini fee 
for manual executions, and significantly lower than Arca's proposed 
Market Maker Mini fees for Taker electronic executions ($0.07 in Penny 
Pilot classes and $0.10 in non-Penny Pilot classes).\18\
---------------------------------------------------------------------------

    \18\ See Arca filing, page 5.
---------------------------------------------------------------------------

    The Exchange also believes that the proposal to assess to CBOE 
Market-Makers a Marketing Fee collection of $0.02 for Penny Pilot 
Classes and $0.06 for all other classes is reasonable, equitable and 
not unfairly discriminatory because these amounts are slightly less 
than \1/10\ the amount assessed for standard options. The Exchange also 
believes that this proposed fee is equitable and not unfairly 
discriminatory because it will apply to all CBOE Market-Makers. The 
Exchange believes that not providing the HAL Step-Up Rebate is 
reasonable because it merely prevents CBOE Market-Makers trading Minis 
from receiving a rebate; it does not impose another fee. The Exchange 
believes that it is equitable and not unfairly discriminatory to not 
provide the HAL Step-Up Rebate to CBOE Market-Makers trading Minis when 
the HAL Step-Up Rebate is provided to CBOE Market-Makers trading 
standard options products because, as stated previously, the cost to 
the Exchange to process quotes, orders and trades in Minis is the same 
as for standard options. This, coupled with the lower per-contract 
transaction fees charged, makes it impractical to offer CBOE Market-
Makers the HAL Step-Up Rebate. Further, no CBOE Market-Maker will 
receive the HAL Step-Up Rebate for Minis transactions. The Exchange 
believes that it is reasonable to not count Minis transactions towards 
the Liquidity Provider Sliding Scale because this merely prevents 
Market-Makers from being able to receive reduced fees; this does not 
impose a greater fee. The Exchange believes that this is equitable and 
not unfairly discriminatory because the amounts in the tiers of the 
Liquidity Provider Sliding Scale are all higher than the $0.02 fee for 
Market-Maker Mini transactions. Further, no Market-Maker Mini 
transactions will count towards or qualify for the Liquidity Provider 
Sliding Scale.
    The Exchange believes that assessing a $0.03 fee for manual and 
electronic Clearing Trading Permit Holder Proprietary Mini executions 
is reasonable because, while this amount is slightly more than \1/10\ 
the amount assessed for standard options Clearing Trading Permit Holder 
Proprietary executions, the cost to the Exchange to process quotes, 
orders and trades in Minis is the same as for standard options, and 
therefore, in some situations (including for Clearing Trading Permit 
Holder Proprietary orders), the Exchange must assess a Minis fee of 
more than \1/10\ the amount assessed for standard options transactions. 
This amount is still significantly less than the amount assessed for 
standard options Clearing Trading Permit Holder Proprietary executions, 
despite the fact that the cost to the Exchange to process quotes, 
orders and trades in Minis is the same as for standard options. The 
Exchange believes that this fee is equitable and not unfairly 
discriminatory because it will be assessed to all qualifying manual

[[Page 20366]]

and electronic Clearing Trading Permit Holder Proprietary executions in 
Minis. Further, the Exchange believes it is equitable and not unfairly 
discriminatory to assess lower fees to Clearing Trading Permit Holder 
Proprietary executions than to those of other market participants (such 
as Broker-Dealers and Away Market-Makers) because Clearing Trading 
Permit Holders have a number of obligations (such as membership with 
the Options Clearing Corporation), significant regulatory burdens, and 
financial obligations, that other market participants do not need to 
take on. Finally, the amount of the proposed fees for Clearing Trading 
Permit Holder Proprietary executions in Minis is significantly lower 
than the $0.09 fee that is proposed to be assessed by Arca for Mini 
Firm manual executions and electronic Penny Pilot Taker executions (as 
well as significantly lower than Arca's proposed $0.12 Taker fee for 
Firm Mini electronic non-Penny Pilot Taker executions).\19\
---------------------------------------------------------------------------

    \19\ See Arca filing, page 5.
---------------------------------------------------------------------------

    The Exchange believes that the proposal to not count Mini volume 
towards the Proprietary Products Sliding Scale is reasonable in light 
of the Exchange's desire to fund the costs associated with Minis with 
revenues only from those participants who trade them. As noted earlier, 
the cost to the Exchange to process quotes, orders and trades in Minis 
is the same as for standard options. Including Mini volume towards the 
Proprietary Products Sliding Scale might necessitate raising costs for 
other market participants; therefore, the Exchange believes that the 
exclusion of Minis from the Proprietary Products Sliding Scale is both 
reasonable and equitable. Because this exclusion will apply to all 
Clearing Trading Permit Holder Proprietary Mini orders, the Exchange 
believes that it is equitable and not unfairly discriminatory. Further, 
as the measuring stick to determine whether a Clearing Trading Permit 
Holder reaches new tiers on the Proprietary Products Sliding Scale is 
the number of contracts traded, it would be difficult for the Exchange 
to count Mini contracts, since they effectively function as \1/10\ of a 
regular standard options contract.
    The Exchange believes that the proposal to count Minis fees towards 
the Fee Cap is reasonable because it will help Clearing Trading Permit 
Holders to reach this cap on their fees. Further, since the Fee Cap is 
calculated based on fees, it makes sense to count Minis fees towards 
the Fee Cap. The Exchange believes this is equitable and not unfairly 
discriminatory because Minis fees will count towards the Fee Cap in the 
same manner that standard options transaction fees count towards the 
Fee Cap. Further, Arca proposes to exclude Minis fees from its $75,000 
per month cap on Firm Proprietary fees,\20\ making the Exchange's 
proposal to count Minis fees towards the Fee Cap competitively 
advantageous and more attractive to market participants.
---------------------------------------------------------------------------

    \20\ See Arca filing, page 8.
---------------------------------------------------------------------------

    The Exchange believes that the proposal to count Minis fees towards 
the Strategy Caps is reasonable because it will help market 
participants to reach these caps on their fees. Further, since the 
Strategy Caps are calculated based on fees, it makes sense to count 
Minis fees towards the Strategy Caps. The Exchange believes this is 
equitable and not unfairly discriminatory because Minis fees will count 
towards the Strategy Caps in the same manner that standard options 
transaction fees count towards the Strategy Caps. Further, Arca 
proposes to exclude Minis fees from its Limit of Fees on Options 
Strategy Executions, which is a similar program to the Exchange's 
Strategy Caps,\21\ making the Exchange's proposal to count Minis fees 
towards the Strategy Caps competitively advantageous and more 
attractive to market participants.
---------------------------------------------------------------------------

    \21\ See Arca filing, page 9.
---------------------------------------------------------------------------

    The Exchange believes that the proposal to waive Clearing Trading 
Permit Holder Proprietary transaction fees for Mini facilitation orders 
executed in AIM, open outcry, or as a QCC or FLEX transaction is 
reasonable because it will exempt such orders from being assessed fees. 
The Exchange believes that this is equitable and not unfairly 
discriminatory because such orders are exempt from fees for standard 
options transactions. Further, the Exchange recognizes that Clearing 
Trading Permit Holders can be an important source of liquidity when 
they facilitate their own customers' trading activity. Such trades add 
transparency and promote price discovery to the benefit of all market 
participants. Moreover, the exemption from fees for Mini facilitation 
orders executed in AIM, open outcry, or as a QCC or FLEX transaction 
will apply to all such orders.
    The Exchange believes that the proposed $0.04 fee for Broker-
Dealers and Away Market-Makers for manual and electronic Mini 
transactions (including CFLEX AIM transactions) is reasonable. This fee 
amount is significantly less than the fee assessed for standard options 
contracts, and indeed is less than \1/10\ the amount assessed for 
standard options transactions for electronic Broker-Dealer and Non-
Trading Permit Holder Market-Maker executions, though more than \1/10\ 
the amount assessed for standard options transactions for manual 
Broker-Dealer and Non-Trading Permit Holder Market-Maker executions. 
The Exchange determined to establish a simple, flat fee for manual and 
electronic Broker-Dealer and Non-Trading Permit Holder Market-Maker 
Mini transactions, and the extent to which the Mini fee amount is more 
than \1/10\ the amount assessed for standard options transactions for 
manual Broker-Dealer and Non-Trading Permit Holder Market-Maker 
executions is necessary to make up for the extent to which the Mini fee 
amount is less than \1/10\ the amount assessed for standard options 
transactions for electronic Broker-Dealer and Non-Trading Permit Holder 
Market-Maker executions, as well as to account for the fact that, as 
noted earlier, the cost to the Exchange to process quotes, orders and 
trades in Minis is the same as for standard options. In this regard, 
the proposed fee amount is reasonable and also equitable in that it 
allows the Exchange to offer this innovative product to investors 
without raising fees for other investors who may have no interest in 
trading Minis. Further, the Exchange believes this fee is equitable and 
not unfairly discriminatory because it will apply to all Broker-Dealers 
and Away Market-Makers. Also, the Exchange believes that it is 
equitable and not unfairly discriminatory to assess higher fees to 
Broker-Dealers and Away Market-Makers because they do not have some of 
the obligations that other market participants, such as CBOE Market-
Makers and Clearing Trading Permit Holders, may have. Finally, the 
proposed $0.04 fee amount is significantly lower than the $0.09 fee 
proposed by Arca for Mini Broker Dealer manual executions and 
electronic Penny Pilot Taker executions (as well as significantly lower 
than Arca's proposed $0.12 Broker Dealer Taker fee for Mini electronic 
non-Penny Pilot Taker executions).\22\
---------------------------------------------------------------------------

    \22\ See Arca filing, page 5.
---------------------------------------------------------------------------

    The Exchange believes that the proposal to assess Professional, 
Voluntary Professional, and Joint Back-Office orders a $0.03 fee for 
manual and electronic Mini transactions (including CFLEX AIM 
transactions) is reasonable. This amount is \1/10\ the amount assessed 
for standard options transactions for electronic Professional, 
Voluntary Professional, and Joint Back-Office executions, though 
slightly more than \1/10\ the amount assessed for standard options 
transactions for manual

[[Page 20367]]

Professional, Voluntary Professional, and Joint Back-Office executions 
(which is $0.25). As noted earlier, the cost to the Exchange to process 
quotes, orders and trades in Minis is the same as for standard options. 
As such, the Exchange determined to base the Mini transaction fee 
amount for Professional, Voluntary Professional, and Joint Back-Office 
orders on the amount assessed for standard options transactions for 
electronic Professional, Voluntary Professional, and Joint Back-Office 
executions. Further, this amount is significantly less than the amount 
assessed for Professional, Voluntary Professional, and Joint Back-
Office executions for standard options. In this regard, the proposed 
fee amount is reasonable and also equitable in that it allows the 
Exchange to offer this innovative product to investors without raising 
fees for other investors who may have no interest in trading Minis. The 
Exchange believes that this proposed fee is equitable and not unfairly 
discriminatory because it will be assessed to all Professional, 
Voluntary Professional, and Joint Back-Office Mini transactions.
    The Exchange believes that the proposal to assess a $0.02 fee for 
all Mini QCC transactions (except for Customer Mini QCC transactions, 
which, like other Customer Mini transactions, will be assessed a $0.00 
fee) is reasonable, equitable and not unfairly discriminatory because 
this fee amount is \1/10\ of the $0.20 amount assessed for standard 
options QCC transactions (except for CBOE Market-Maker QCC 
transactions, which are subject to the Liquidity Provider Sliding 
Scale; $0.20 falls within the range of fees assessed under the 
Liquidity Provider Sliding Scale, and the Exchange desires to make 
determining Mini fees simple by merely assessing a flat, non-moving 
amount for Mini QCC fees). The Exchange further believes that it is 
equitable and not unfairly discriminatory to assess a $0.02 fee for all 
Mini QCC transactions (except Customer Mini QCC transactions) because 
all market participants will be paying this same amount (except for 
Customers) for Mini QCC transactions. The Exchange believes that it is 
equitable and not unfairly discriminatory to assess a $0.00 fee for 
Customer Mini QCC transactions because this is the same amount being 
assessed to other Customer Mini transactions, and because this $0.00 
fee for Customer Mini executions attracts Customer order flow to the 
Exchange, which is beneficial to all other participants on the Exchange 
who generally seek to trade with Customer order flow and who benefit 
from the increased volume and trading opportunities. Further, the 
proposed fee of $.00 per contract is the same fee charged to Customer 
QCC orders in standard option contracts, which is an effective fee on 
the Exchange and has not been determined to be inequitable or unfairly 
discriminatory. Also, the options marketplace has a history of offering 
preferential pricing to Customers. Finally, the proposed Mini QCC fee 
amounts are significantly lower than the $0.05 fee (per side) for Mini 
QCCs proposed by Arca.\23\
---------------------------------------------------------------------------

    \23\ See Arca filing, page 6.
---------------------------------------------------------------------------

    The Exchange believes that the proposal to assess a $0.02 fee for 
all Mini AIM Agency/Primary transactions (except for Customer Mini AIM 
Agency/Primary transactions, which, like other Customer Mini 
transactions will be assessed a $0.00 fee) is reasonable, equitable and 
not unfairly discriminatory because this fee amount is \1/10\ of the 
$0.20 amount assessed for standard options AIM Agency/Primary 
transactions (except for CBOE Market-Maker AIM Agency/Primary 
transactions, which are subject to the Liquidity Provider Sliding 
Scale; $0.20 falls within the range of fees assessed under the 
Liquidity Provider Sliding Scale, and the Exchange desires to make 
determining Mini fees simple by merely assessing a flat, non-moving 
amount for Mini AIM Agency/Primary fees). The Exchange further believes 
that it is equitable and not unfairly discriminatory to assess a $0.02 
fee for all Mini AIM Agency/Primary transactions (except Customer Mini 
AIM Agency/Primary transactions) because all market participants will 
be paying this same amount (except for Customers) for Mini AIM Agency/
Primary transactions. The Exchange believes that it is equitable and 
not unfairly discriminatory to assess a $0.00 fee for Customer Mini AIM 
Agency/Primary transactions because this is the same amount being 
assessed to other Customer Mini transactions, and because this $0.00 
fee for Customer Mini executions attracts Customer order flow to the 
Exchange, which is beneficial to all other participants on the Exchange 
who generally seek to trade with Customer order flow and who benefit 
from the increased volume and trading opportunities. Further, the 
proposed fee of $.00 per contract is the same fee charged to Customer 
AIM Agency/Primary orders in standard option contracts, which is an 
effective fee on the Exchange and has not been determined to be 
inequitable or unfairly discriminatory. Finally, the options 
marketplace has a history of offering preferential pricing to 
Customers.
    The Exchange believes the proposal to assess a $0.01 fee for 
Clearing Trading Permit Holder Proprietary, Broker-Dealer, Away Market-
Maker, and Professional/Voluntary Professional/Joint Back-Office Mini 
AIM Contra executions is reasonable, equitable and not unfairly 
discriminatory because, while the $0.01 amount is more than \1/10\ of 
the $0.05 amount assessed for standard options AIM Contra executions, 
the Exchange notes again that the cost to the Exchange to process 
quotes, orders and trades in Minis is the same as for standard options. 
Further, as the Exchange desires not to list and assess sub-penny fee 
increments on its main rate tables (in order to keep such tables 
simple), and as the nearest whole penny increment to \1/10\ of $0.05 is 
$0.01, it makes sense to assess that amount. The Exchange believes that 
the proposal to assess a $0.02 fee for CBOE Market-Maker Mini AIM 
Contra executions is reasonable, equitable and not unfairly 
discriminatory because the Liquidity Provider Sliding Scale that 
applies fees to CBOE Market-Maker transactions (including AIM Contra 
executions), has a first fee tier of $0.25. A fee amount of $0.02 for 
Mini AIM Contra executions is less than \1/10\ the amount that can be 
assessed to CBOE Market-Makers for standard options AIM Contra 
executions. The Exchange believes that it is reasonable, equitable and 
not unfairly discriminatory to assess a $0.00 fee for Customer Mini AIM 
Contra transactions because this is the same amount being assessed to 
other Customer Mini transactions, and because this $0.00 fee for 
Customer Mini executions attracts Customer order flow to the Exchange, 
which is beneficial to all other participants on the Exchange who 
generally seek to trade with Customer order flow and who benefit from 
the increased volume and trading opportunities. Further, the proposed 
fee of $.00 per contract is the same fee charged to Customer AIM Contra 
orders in standard option contracts, which is an effective fee on the 
Exchange and has not been determined to be inequitable or unfairly 
discriminatory. Finally, the options marketplace has a history of 
offering preferential pricing to Customers. The Exchange believes that 
it is equitable and not unfairly discriminatory to apply different Mini 
AIM Contra fees to different market participants for the reasons 
described above. Finally, the Exchange believes that the proposed Mini 
AIM Contra fees are equitable and

[[Page 20368]]

not unfairly discriminatory because all market participants within the 
same market participant category will be assessed the same fee amounts 
(meaning that all for Clearing Trading Permit Holder Proprietary 
orders, Broker-Dealers, Away Market-Makers, and Professional/Voluntary 
Professional/Joint Back-Office orders will be assessed a $0.01 fee, all 
CBOE Market-Makers will be assessed a $0.02 fee, and all Customers will 
be assessed a $0.00 fee).
    The Exchange believes that the proposal to assess the same ORF 
amount to Minis as are assessed to standard options is reasonable 
because, as noted, the costs to the Exchange to process quotes, orders, 
trades and the necessary regulatory surveillance programs and 
procedures in Minis are the same as for standard option contracts. As 
such, the Exchange feels that it is appropriate to charge the ORF at 
the same rate as the standard option contract. Further, the Exchange 
notes that the cost to perform surveillance to ensure compliance with 
various Exchange and industry-wide rules is no different for a Mini 
option than it is for a standard option contract. Reducing the ORF for 
Mini options could result in a higher ORF for standard options. As 
such, the Exchange currently believes that the appropriate approach is 
to treat both Minis and standard options the same with respect to the 
amount of the ORF that is being charged. The proposed ORF for Minis is 
equitable and not unfairly discriminatory because the same ORF amount 
is currently assessed to standard options. Further, all Minis will be 
assessed the ORF. The Exchange believes that it is reasonable, 
equitable and not unfairly discriminatory to count revenue from Mini 
trading towards a DPM or Firm's DEA Fee because revenue from Mini 
trading is revenue, and other revenue counts towards the DEA Fee. The 
Exchange also believes that this is equitable and not unfairly 
discriminatory because it will apply to all market participants to whom 
the DEA Fee apply.
    The Exchange believes that subjecting Minis to the same amounts as 
standard options for purposes of PULSe Workstation Fees, Trade 
Processing Services fees and PAR Official fees is reasonable because 
the costs of operating and maintaining the PULSe Workstations, Trade 
Processing Services and PAR workstations for Mini transactions are the 
same as for standard options transactions. This is equitable and not 
unfairly discriminatory because the same fee amounts will be assessed 
for Minis as for standard options, and because such fees will apply to 
all Mini transactions.
    The Exchange believes that its proposal to treat Mini options the 
same as standard options for purposes of the Linkage Fees is 
reasonable, equitable and not unfairly discriminatory for the following 
reasons. The Linkage Fees are designed to help recover the Exchange's 
costs in routing orders to other exchanges. The Exchange believes that 
the OCC and broker-dealers will be assessing the same charges for Minis 
as are assessed to standard options. Further, the Exchange's costs for 
routing Minis through to other exchanges will be the same as the 
Exchange's costs for routing standard options to other exchanges. As 
such, the Exchange believes that it makes sense apply to Mini options 
the same Linkage Fees structure as applies to standard options. The 
Exchange notes that participants can avoid the Linkage Fees in several 
ways. First, they can simply route to the exchange with the best priced 
interest. The Exchange, in recognition of the fact that markets can 
move while orders are in flight, also offers participants the ability 
to utilize order types that do not route to other exchanges. 
Specifically, the IOC Order is one such order that would never route to 
another exchange. For all these reasons, the Exchange believes it is 
reasonable and equitable to apply to Mini options the same Linkage Fees 
structure as applies to standard options. Further, the Exchange 
believes that it is equitable and not unfairly discriminatory to treat 
Mini options the same as standard options for purposes of the Linkage 
Fees for that tautological reason; Mini options will be treated the 
same as standard options for the purposes of Linkage Fees. Finally, 
since the Linkage Fees will apply to all participants in Minis as they 
apply for standard options, and because such Linkage Fees have not 
previously been found to be unreasonable, inequitable or unfairly 
discriminatory, the Exchange believes this to be the case for Minis as 
well.
    The Exchange believes that the Mini ORS Program subsidy amounts 
proposed are reasonable, equitable and not unfairly discriminatory 
because they are \1/10\ the amounts that apply to standard options. The 
Exchange believes that applying the Billing Election to Minis in the 
same manner that it applies to standard options is reasonable, 
equitable and not unfairly discriminatory for that tautological reason; 
it will apply to Minis in the same manner that it applies to standard 
options. The Exchange also believes that the proposed adaptations to 
the ORS Programs for Minis is equitable and not unfairly discriminatory 
because such adaptations will apply to all participants.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act. The proposed changes are 
designed to provide greater specificity and precision within the Fee 
Schedule with respect to the fees applicable to Minis.
    The Exchange believes that adopting fees for Minis that are in some 
cases lower than for standard contracts, but in other cases the same as 
for standard contracts, strikes the appropriate balance between fees 
applicable to standard contracts versus fees applicable to Minis, and 
will not impose a burden on competition among various market 
participants on the Exchange not necessary or appropriate in 
furtherance of the purposes of the Act. To the extent that the Exchange 
proposes assessing different fee amounts to different Exchange market 
participants, the Exchange believes that such differing assessments 
will not impose an unnecessary burden on intramarket competition due to 
the different natures of such market participants and different 
obligations imposed on such market participants (as described above). 
Further, in the cases in which some market participants are assessed 
lower fee amounts than others, the Exchange often does so with the 
intention of attracting greater trading from those market participants, 
and the increased volume and trading opportunities benefits all market 
participants.
    The Exchange believes that the proposed fees structure for Mini 
options will not impose an unnecessary burden on intermarket 
competition. The Exchange has shown in a number of places in this 
proposed rule change that the Exchange's fees are at least competitive 
with, if not preferable to, comparable fees at other exchanges. As 
such, the Exchange believes that the proposed fees structure for Minis 
will increase intermarket competition, which benefits all market 
participants. To the extent that market participants on other exchanges 
may be attracted to trade on CBOE by the proposed fees structure for 
Mini options, they are always welcome to become market participants on 
CBOE.
    As Minis are a new product being introduced into the listed options 
marketplace, the Exchange is unable at this time to absolutely 
determine the impact that the fees and rebates proposed herein will 
have on trading in

[[Page 20369]]

Minis. That said, however, the Exchange believes that the rates 
proposed for Minis would not impose any burden on competition that is 
not necessary or appropriate in furtherance of the purposes of the Act.
    Finally, the Exchange notes that it operates in a highly 
competitive market in which market participants can readily favor 
competing venues. In such an environment, the Exchange must continually 
review, and consider adjusting, its fees and credits to remain 
competitive with other exchanges. For the reasons described above, the 
Exchange believes that the proposed rule change reflects this 
competitive environment.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    The Exchange neither solicited nor received comments on the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The foregoing rule change has become effective pursuant to Section 
19(b)(3)(A) of the Act \24\ and paragraph (f) of Rule 19b-4 \25\ 
thereunder. At any time within 60 days of the filing of the proposed 
rule change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission will institute proceedings to 
determine whether the proposed rule change should be approved or 
disapproved.
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    \24\ 15 U.S.C. 78s(b)(3)(A).
    \25\ 17 C.F.R. [sic] 240.19b-4(f).
---------------------------------------------------------------------------

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (https://www.sec.gov/rules/sro.shtml); or
     Send an email to rule-comments@sec.gov. Please include 
File Number SR-CBOE-2013-038 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy, 
Secretary, Securities and Exchange Commission, 100 F Street NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number SR-CBOE-2013-038. This file 
number should be included on the subject line if email is used. To help 
the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (https://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE, 
Washington, DC 20549 on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of such filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-CBOE-2013-038, and should be 
submitted on or before April 25, 2013.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\26\
---------------------------------------------------------------------------

    \26\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-07884 Filed 4-3-13; 8:45 am]
BILLING CODE 8011-01-P

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