Self-Regulatory Organizations; NASDAQ PHLX LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change to Proposed Rule Change To Modify Chapter VII Section B of the Exchange's Pricing Schedule, 23023-23026 [2016-08948]
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Federal Register / Vol. 81, No. 75 / Tuesday, April 19, 2016 / Notices
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE.,
Washington, DC 20549–1090.
All submissions should refer to File
Number SR–BatsBYX–2016–04. 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 the
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–
BatsBYX–2016–04 and should be
submitted on or before May 10, 2016.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.15
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016–08938 Filed 4–18–16; 8:45 am]
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BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–77613; File No. SR–Phlx–
2016–45]
Self-Regulatory Organizations;
NASDAQ PHLX LLC; Notice of Filing
and Immediate Effectiveness of
Proposed Rule Change to Proposed
Rule Change To Modify Chapter VII
Section B of the Exchange’s Pricing
Schedule
April 13, 2016.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on April 1,
2016, NASDAQ PHLX LLC (‘‘Phlx’’ or
‘‘Exchange’’) filed with the Securities
and Exchange Commission (‘‘SEC’’ or
‘‘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 Substance of
the Proposed Rule Change
The Exchange proposes to modify
Section B of the NASDAQ PHLX LLC
Pricing Schedule (‘‘Pricing Schedule’’)
in Chapter VII separately to identify
streaming quote interface (‘‘SQF’’) Purge
Ports and to set the fees applicable to
SQF Purge Ports. The Exchange also is
making technical, non-substantive
modifications to the certain existing
provisions in Chapter VII, Section B.
The text of the proposed rule change
is available on the Exchange’s Web site
at https://nasdaqomxphlx
.cchwallstreet.com/, at the principal
office of the Exchange, 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.
1 15
15 17
CFR 200.30–3(a)(12).
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CFR 240.19b–4.
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A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The purpose of the proposal is to
modify Chapter VII, Section B of the
Exchange’s Pricing Schedule separately
to identify SQF Purge Ports and to set
the fees applicable to SQF Purge Ports.
Active SQF Ports today allow purging,
however the Exchange does not
separately identify such ports or assess
a fee for SQF Purge Ports.
The SQF Port (known as ‘‘Active SQF
Port’’) 3 is an interface that enables
Specialists,4 Streaming Quote Traders
(‘‘SQTs’’) 5 and Remote Streaming Quote
Traders (‘‘RSQTs’’) 6 (together known as
‘‘Market Makers’’) to connect and send
quotes into the Exchange’s trading
system and receive certain information.7
Market Makers rely on data available
through Active SQF Ports to provide
them the necessary information for risk
control and risk management so that
they can perform market making
activities in a swift and meaningful way.
Active SQF Ports allow Market Makers
to access information such as execution
reports, execution report messages,
auction notifications, and
administrative data through a single
feed. Other data that is available
includes: (1) Options Auction
Notifications (e.g., opening imbalance,
market exhaust, PIXL or other
information); (2) Options Symbol
Directory Messages; (3) System Event
Messages (e.g., start of messages, start of
system hours, start of quoting, start of
opening); (4) Complex Order Strategy
Auction Notifications (COLA); (5)
Complex Order Strategy messages; (6)
Option Trading Action Messages (e.g.,
3 Current SQF Ports are known as ‘‘Active SQF
Ports’’ in the Pricing Schedule to signify that such
ports are fee liable when they receive inbound
quotes at any time within that month ($1,250 per
port per month up to a maximum of $42,000 per
month).
4 A Specialist is an Exchange member who is
registered as an options specialist. See Phlx Rule
1020(a).
5 An SQT is defined in Exchange Rule
1014(b)(ii)(A) as a Registered Options Trader
(‘‘ROT’’) who has received permission from the
Exchange to generate and submit option quotations
electronically in options to which such SQT is
assigned.
6 An RSQT is defined in Exchange Rule in
1014(b)(ii)(B) as an ROT that is a member or
member organization with no physical trading floor
presence who has received permission from the
Exchange to generate and submit option quotations
electronically in options to which such RSQT has
been assigned. An RSQT may only submit such
quotations electronically from off the floor of the
Exchange.
7 See Securities Exchange Act Release No. 63034
(October 4, 2010), 75 FR 62441 (October 8, 2010)
(SR–Phlx–2010–124).
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trading halts, resumption of trading);
and (7) Complex Strategy Trading
Action Messages (e.g., trading halts,
resumption of trading). In addition to
Active SQF Ports being used to send
quotes and to receive information
needed for market making activities,
Active SQF Ports now can be also used
for purging quotes. Such Active SQF
Ports enable Market Makers to
seamlessly manage their ability to
remove their quotes in a swift manner.
An Active Purge Port currently can be
configured as a ‘‘Purge-only’’ port
utilized for the sole purpose of purging
option interest from the Exchange’s
system and allowing entry of
underlying-level purges for a specified
range of options.8 Such dedicated ports
reduce the amount of data flowing
through Active SQF Ports. A purge of
options quoted on the SQF interface is
reported via a ‘‘Purge Notification’’
message that identifies who submitted
the purge and the underlying symbols.9
The proposed SQF Purge Ports are,
similar to the Active SQF Ports,
designed to assist Market Makers in the
management of, and risk control over,
their quotes, particularly if the Market
Makers are dealing with large numbers
of options. For example, if a Market
Maker detects market indications that
may influence the direction or bias of
his quotes the Market Maker may use
the proposed SQF Purge Port(s) to
reduce uncertainty and to manage risk
by purging all quotes in a number of
options seamlessly to avoid unintended
executions, while continuing to evaluate
the direction of the market.
The Exchange proposes to amend
Chapter VII, Section B of the Exchange’s
Pricing Schedule to distinguish SQF
Purge Ports from Active SQF Ports and
to add a new monthly SQF Purge Port
fee. The Exchange is also making
technical, non-substantive changes to
Chapter VII, Section B to enhance
clarity and readability. These changes
are described in detail below.
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Change 1—SQF Purge Port Fees
The Exchange proposes new
subsection 4 of Chapter VII, Section B
to institute an SQF Purge Port Fee. The
proposed fee will be $500 per port per
month for each of the first five SQF
8 If a Market Maker wants to re-enter an option
contract after it was purged, the Market Maker is
required to specify a re-entry indicator on the first
quote following a purge.
9 For additional information regarding SQF Purge
Ports, as well as SQF generally, see https://
www.nasdaqtrader.com/content/technicalsupport/
specifications/TradingProducts/sqfnom2.0.pdf.
This document applies to the Exchange, to the
Nasdaq Options Market, and to the BX Options
Market, all of which are options exchanges of
Nasdaq, Inc.
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Purge Ports, and will be $100 per port
per month for each port thereafter. The
SQF Purge Port Fee will be applicable
to all Market Makers who elect to use
SQF Purge Ports on the Exchange. The
structure of the proposed SQF Purge
Port Fee is similar to that of the current
CTI 10 Port Fee, except that the SQF
Purge Port Fee is lower for the first five
ports.11 The following is an example of
the proposed new SQF Purge Port Fee:
A Participant that has three SQF Purge
Ports would, on a monthly basis, be fee
liable for $1,500 ($500 × 3). And a
Participant that has seven SQF Purge
Ports would, on a monthly basis, be fee
liable for $2,700 ($500 × 5 and $100 ×
2).
Change 2—Technical Modifications
The Exchange is also taking the
opportunity to enhance the clarity and
readability of Chapter VII, Section B of
the Pricing Schedule. First, the
Exchange is numbering each port fee in
a separate subsection. Second, the
Exchange is moving text from a footnote
to the body of the current Active SQF
Port Fee provision. Third, the Exchange
is adding missing words to clarify that
the current CTI Port Fee is per month.
Fourth, the Exchange is deleting
extraneous trademark language from the
Pricing Schedule. None of these changes
modifies the application of any existing
fee.
2. Statutory Basis
The Exchange believes that the
proposed rule change is consistent with
the provisions of Section 6 of the Act,12
in general, and with Section 6(b)(4) and
6(b)(5) of the Act,13 in particular, in that
it is designed to prevent fraudulent and
manipulative acts and practices, to
promote just and equitable principles of
trade, to foster cooperation and
coordination with persons engaged in
facilitating transactions in securities,
and to remove impediments to and
perfect the mechanism of a free and
open market and a national market
system. The Exchange also believes that
the proposed rule change provides for
the equitable allocation of reasonable
10 CTI offers real-time clearing trade updates. A
real-time clearing trade update is a message that is
sent to a member after an execution has occurred
and contains trade details. The message containing
the trade details is also simultaneously sent to The
Options Clearing Corporation.
11 Whereas the proposed SQF Purge Port Fee is
$500 per port, per month for each of the first five
ports and $100 per port per month for each port
thereafter, the CTI Port Fee is $650 per port, per
month for the first five ports and $100 per port per
month thereafter. See Phlx Pricing Schedule at
Chapter VII, Section B.
12 15 U.S.C. 78f.
13 15 U.S.C. 78f(b)(4) and (5).
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dues, fees and other charges among
members and issuers and other persons
using its facilities which the Exchange
operates or controls, and is not designed
to permit unfair discrimination between
customers, issuers, brokers, or dealers.
The Commission and the courts have
repeatedly expressed their preference
for competition over regulatory
intervention in determining prices,
products, and services in the securities
markets. In Regulation NMS, for
example, the Commission indicated that
market forces should generally
determine pricing because national
market system regulation ‘‘has been
remarkably successful in promoting
market competition in its broader forms
that are most important to investors and
listed companies.’’ 14 Likewise, in
NetCoalition v. Securities and Exchange
Commission 15 (‘‘NetCoalition’’) the D.C.
Circuit upheld the Commission’s use of
a market-based approach in evaluating
the fairness of market data fees against
a challenge claiming that Congress
mandated a cost-based approach.16 As
the court emphasized, the Commission
‘‘intended in Regulation NMS that
‘market forces, rather than regulatory
requirements’ play a role in determining
the market data . . . to be made
available to investors and at what
cost.’’ 17
Further, ‘‘[n]o one disputes that
competition for order flow is ‘fierce.’
. . . As the SEC explained, ‘[i]n the U.S.
national market system, buyers and
sellers of securities, and the brokerdealers that act as their order-routing
agents, have a wide range of choices of
where to route orders for execution’;
[and] ‘no exchange can afford to take its
market share percentages for granted’
because ‘no exchange possesses a
monopoly, regulatory or otherwise, in
the execution of order flow from broker
dealers.’ . . . .’’ 18 Although the court
and the SEC were discussing the cash
equities markets, the Exchange believes
that these views apply with equal force
to the options markets.
The Exchange believes that the
proposed rule change would promote
just and equitable principles of trade
and remove impediments to and perfect
the mechanism of a free and open
market because offering Market Makers
14 Securities Exchange Act Release No. 51808 at
37499 (‘‘Regulation NMS Adopting Release’’ at
Securities Exchange Release No. 34–51808 (June 29,
2005), 70 FR 37496 (File No. S7–10–04)).
15 NetCoalition v. Securities and Exchange
Commission, No. 09–1042 (D.C. Cir. 2010).
16 See id. at 534–535.
17 See id. at 537.
18 See id. at 539 (quoting Securities Exchange
Release No. 59039 (December 2, 2008), 73 FR 74770
(December 9, 2008) (SR–NYSEArca–2006–21) at 73
FR at 74782–74783).
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designated SQF Purge Ports would
enhance Market Makers’ ability to
manage quotes, quote traffic, and their
quoting obligations,19 which would, in
turn, improve their risk controls to the
benefit of all market participants. The
Exchange believes that the SQF Purge
Ports would foster cooperation and
coordination with persons engaged in
facilitating transactions in securities
because designating SQF Purge Ports for
purges only, and making it clear in the
Pricing Schedule that such ports are
available,20 may encourage better use of
such dedicated ports. This may,
concurrent with the Active SQF Ports
that carry quote and other information
necessary for market making activities,
enable more efficient, as well as fair and
reasonable, use of Market Makers’
resources. Because SQF Purge Ports, as
the name suggests, are only available for
purging and not for activities such as
order or quote entry, the SQF Purge
Ports are not designed to permit unfair
discrimination but rather are designed
to enable Market Makers to manage their
quoting risk and meet their heightened
quoting obligations that other market
participants are not subject to, which, in
turn, benefits all market participants.
The Exchange believes that its
proposal should facilitate the ability of
the Exchange to recoup some costs
associated with SQF Purge Ports as well
as provide, maintain, and improve SQF
Purge Ports. The Exchange believes the
proposed change is reasonable,
equitable and not unfairly
discriminatory for the following
reasons.
Change 1—SQF Purge Port Fees
The Exchange believes that its
proposal to institute a $500 per port per
month fee for each of the first 5 SQF
Purge Ports and $100 per port per
month for each port thereafter is
reasonable because it would allow the
Exchange to recoup technology costs.
The proposed SQF Purge Port Fee
reflects the desire of the Exchange to
recoup the costs of maintaining ports.
The SQF Purge Port Fee is reasonable
because it enables the Exchange to
offset, in part, its costs associated with
making such ports available, including
costs based on software and hardware
enhancements and resources dedicated
to development, quality assurance, and
support. The structure of the Exchange’s
SQF Purge Port Fee is similar to that of
19 See Rule 1014 titled ‘‘Obligations and
Restrictions Applicable to Specialists and
Registered Options Traders.’’
20 As discussed, SQF Purge Ports will be fee liable
on a monthly basis (and not only when such ports
are active), which will help the Exchange to recoup
the cost of these ports.
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the current CTI Port Fee, except that the
SQF Purge Port Fee is lower for the first
five ports.21 In addition, the SQF Purge
Port Fee is in line with costs for ports
at other options exchanges.22 The SQF
Purge Port Fee is also reasonable
because it reflects a structure that is not
novel in the options markets but rather,
as a gradated fee, is similar to that of
other options exchanges and
competitive with what is offered by
other exchanges.
Moreover, SQF Purge Ports allow
Market Makers to better rely on data
available through Active SQF Ports to
provide them the necessary information
for risk control and risk management so
that they can perform market making
activities in a swift and meaningful way.
The Exchange believes that the
progressive nature of the proposed new
SQF Purge Port Fees for Market Makers
is reasonable. While the proposed SQF
Purge Port Fees will be assessed at $500
for the first five SQF Purge Ports, for
more than five ports the fees will be
assessed at only $100 per SQF Purge
Port per month.23 Market Makers on the
Exchange are valuable market
participants that provide liquidity in the
marketplace and incur costs unlike
other market participants because
Market Makers add value through
continuous quoting 24 and the
commitment of capital. Market Makers
provide a critical liquidity function
across thousands of individual option
put and call series, a function no other
market participants are obligated to
perform.
The Exchange believes that
establishing the proposed SQF Purge
Port Fee is equitable and not unfairly
discriminatory in that it will apply
uniformly to all similarly situated
market participants. All Market Makers
21 Whereas the proposed SQF Purge Port Fee is
$500 per port per month for each of the first five
ports and $100 per port per month for each port
thereafter, the Phlx CTI Port Fee is $650 per port
per month for the first five ports and $100 per port
per month thereafter. NOM and BX Options CTI
Port Fees are simply $650 and $200, respectively.
See NOM Chapter XV, Section 3(b) and BX Chapter
XV, Section 3(b).
22 See NOM Pricing Schedule (port fees $650 or
$750 per port). See also C2 Options Exchange,
Incorporated (‘‘C2’’) (generally assesses port fees
$500 to $1,000 depending on connectivity levels);
and NYSE AMEX Options (‘‘AMEX’’) fees (assesses
a Quote Takedown Port of $450 per port per month
in excess of the number of order/quote entry ports
utilized.)
23 Upon effectiveness of this proposal, a Market
Maker that has three SQF Purge Ports would, on a
monthly basis, be fee liable for $1,500 ($500 × 3).
And a Participant that has seven SQF Purge Ports
would, on a monthly basis, be fee liable for $2,700
($500 × 5 plus $100 × 2).
24 See Rule 1014 titled ‘‘Obligations and
Restrictions Applicable to Specialists and
Registered Options Traders.’’
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that use SQF Purge Ports will be
assessed the SQF Purge Port Fee in the
same way. Market Makers who do not
wish to acquire a dedicated SQF Purge
Port can continue to use their Active
SQF Port for purging their quotes
without requiring a new SQF Purge
Port. Having the SQF Purge Port to
purge gives Market Makers choices in
their preferred technical configuration
with the exchange.
Change 2—Technical Modifications
The Exchange believes that the
proposed technical modifications are
fair and reasonable in that they do not
impact the application of existing fees
but simply enhance clarity and
readability. Nor are the proposed
technical modifications discriminatory
in any respect.
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 not
necessary or appropriate in furtherance
of the purposes of the Act. Specifically,
the Exchange does not believe that its
proposal to make changes to Chapter
VII, Section B to add new SQF Purge
Port Fees will impose any undue burden
on competition, as discussed below.
The Exchange operates in a highly
competitive market in which many
sophisticated and knowledgeable
market participants can and do send
order flow to competing exchanges if
they deem fee levels at a particular
exchange to be excessive. Additionally,
new competitors have entered the
market and still others are reportedly
entering the market shortly. These
market forces ensure that the Exchange’s
fees remain competitive with the fee
structures at other trading platforms. In
that sense, the Exchange’s proposal is
actually pro-competitive because it
enables the Exchange to propose
offering dedicated purge ports, SQF
Purge Ports, to the benefit of Market
Makers.
The Exchange does not believe that
the proposed rule change will impose
any undue burden on competition not
necessary or appropriate in furtherance
of the purposes of the Act. In terms of
inter-market competition, the Exchange
notes that it operates in a highly
competitive market in which market
participants can readily favor competing
venues if they deem fee levels at a
particular venue to be excessive, or
rebate opportunities available at other
venues to be more favorable. In such an
environment, the Exchange must
continually adjust its fees to remain
competitive with other exchanges and
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with alternative trading systems that
have been exempted from compliance
with the statutory standards applicable
to exchanges. Because competitors are
free to modify their own fees in
response, and because market
participants may readily adjust their
order routing practices, the Exchange
believes that the degree to which fee
changes in this market may impose any
burden on competition is extremely
limited. Moreover, in terms of intramarket competition, the Exchange notes
that the proposed assessment of an SQF
Purge Port Fee will be applied
uniformly to all Market Makers that use
such ports but should have no undue
burden on any particular group of users.
The proposal is designed to ensure a fair
and reasonable use of Exchange
resources by allowing the Exchange to
recoup for certain of its connectivity
costs, while continuing to offer
competitive rates to participants.
Furthermore, in this instance the
proposed SQF Purge Port Fee does not
impose a burden on competition
because the Exchange’s execution and
routing services are completely
voluntary and subject to extensive
competition both from other exchanges
and from off-exchange venues. If the
changes proposed herein are
unattractive to market participants, it is
likely that the Exchange will lose
market share and revenue as
participants choose to abandon ports.
Accordingly, the Exchange does not
believe that the proposed changes will
impair the ability of members or
competing order execution venues to
maintain their competitive standing in
the financial markets. Additionally, the
changes proposed herein are procompetitive to the extent that they
continue to allow the Exchange to
promote and maintain order executions.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were either
solicited or received.
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III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule
change does not: (i) Significantly affect
the protection of investors or the public
interest; (ii) impose any significant
burden on competition; and (iii) become
operative for 30 days from the date on
which it was filed, or such shorter time
as the Commission may designate, it has
become effective pursuant to Section
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19(b)(3)(A)(iii) of the Act 25 and Rule
19b–4(f)(6) thereunder.26 The Exchange
believes the rule change qualifies for
immediate effectiveness as a ‘‘noncontroversial’’ rule change under Rule
19b–4(f)(6) of the Act.
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: (i) Necessary or appropriate in
the public interest; (ii) for the protection
of investors; or (iii) otherwise in
furtherance of the purposes of the Act.
If the Commission takes such action, the
Commission shall institute proceedings
to determine whether the proposed rule
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:
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–Phlx–2016–45 on the subject line.
Paper Comments
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE.,
Washington, DC 20549–1090.
All submissions should refer to File
Number SR–Phlx–2016–45. 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 the
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–Phlx–
2016–45 and should be submitted on or
before May 10, 2016.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.27
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016–08948 Filed 4–18–16; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–77606; File No. SR–
BatsEDGA–2016–03]
Self-Regulatory Organizations; Bats
EDGA Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Adopt Rule
8.17 To Provide a Process for an
Expedited Suspension Proceeding and
Rule 12.15 To Prohibit Layering and
Spoofing
April 13, 2016.
Pursuant to section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on March 31,
2016, Bats EDGA Exchange, Inc. (the
‘‘Exchange’’ or ‘‘EDGA’’) filed with the
Securities and Exchange Commission
(‘‘SEC’’ or ‘‘Commission’’) the proposed
rule change as described in Items I and
II 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 Substance of
the Proposed Rule Change
The Exchange filed a proposal to
adopt a new rule to clearly prohibit
disruptive quoting and trading activity
on the Exchange, as further described
below. Further, the Exchange proposes
to amend Exchange Rules to permit the
Exchange to take prompt action to
27 17
25 15
U.S.C. 78s(b)(3)(a)(iii).
26 17 CFR 240.19b–4(f)(6).
PO 00000
Frm 00063
Fmt 4703
Sfmt 4703
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
E:\FR\FM\19APN1.SGM
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Agencies
[Federal Register Volume 81, Number 75 (Tuesday, April 19, 2016)]
[Notices]
[Pages 23023-23026]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-08948]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-77613; File No. SR-Phlx-2016-45]
Self-Regulatory Organizations; NASDAQ PHLX LLC; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change to Proposed Rule
Change To Modify Chapter VII Section B of the Exchange's Pricing
Schedule
April 13, 2016.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on April 1, 2016, NASDAQ PHLX LLC (``Phlx'' or ``Exchange'') filed with
the Securities and Exchange Commission (``SEC'' or ``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 Substance
of the Proposed Rule Change
The Exchange proposes to modify Section B of the NASDAQ PHLX LLC
Pricing Schedule (``Pricing Schedule'') in Chapter VII separately to
identify streaming quote interface (``SQF'') Purge Ports and to set the
fees applicable to SQF Purge Ports. The Exchange also is making
technical, non-substantive modifications to the certain existing
provisions in Chapter VII, Section B.
The text of the proposed rule change is available on the Exchange's
Web site at https://nasdaqomxphlx .cchwallstreet.com/, at the principal
office of the Exchange, 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 purpose of the proposal is to modify Chapter VII, Section B of
the Exchange's Pricing Schedule separately to identify SQF Purge Ports
and to set the fees applicable to SQF Purge Ports. Active SQF Ports
today allow purging, however the Exchange does not separately identify
such ports or assess a fee for SQF Purge Ports.
The SQF Port (known as ``Active SQF Port'') \3\ is an interface
that enables Specialists,\4\ Streaming Quote Traders (``SQTs'') \5\ and
Remote Streaming Quote Traders (``RSQTs'') \6\ (together known as
``Market Makers'') to connect and send quotes into the Exchange's
trading system and receive certain information.\7\ Market Makers rely
on data available through Active SQF Ports to provide them the
necessary information for risk control and risk management so that they
can perform market making activities in a swift and meaningful way.
Active SQF Ports allow Market Makers to access information such as
execution reports, execution report messages, auction notifications,
and administrative data through a single feed. Other data that is
available includes: (1) Options Auction Notifications (e.g., opening
imbalance, market exhaust, PIXL or other information); (2) Options
Symbol Directory Messages; (3) System Event Messages (e.g., start of
messages, start of system hours, start of quoting, start of opening);
(4) Complex Order Strategy Auction Notifications (COLA); (5) Complex
Order Strategy messages; (6) Option Trading Action Messages (e.g.,
[[Page 23024]]
trading halts, resumption of trading); and (7) Complex Strategy Trading
Action Messages (e.g., trading halts, resumption of trading). In
addition to Active SQF Ports being used to send quotes and to receive
information needed for market making activities, Active SQF Ports now
can be also used for purging quotes. Such Active SQF Ports enable
Market Makers to seamlessly manage their ability to remove their quotes
in a swift manner.
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\3\ Current SQF Ports are known as ``Active SQF Ports'' in the
Pricing Schedule to signify that such ports are fee liable when they
receive inbound quotes at any time within that month ($1,250 per
port per month up to a maximum of $42,000 per month).
\4\ A Specialist is an Exchange member who is registered as an
options specialist. See Phlx Rule 1020(a).
\5\ An SQT is defined in Exchange Rule 1014(b)(ii)(A) as a
Registered Options Trader (``ROT'') who has received permission from
the Exchange to generate and submit option quotations electronically
in options to which such SQT is assigned.
\6\ An RSQT is defined in Exchange Rule in 1014(b)(ii)(B) as an
ROT that is a member or member organization with no physical trading
floor presence who has received permission from the Exchange to
generate and submit option quotations electronically in options to
which such RSQT has been assigned. An RSQT may only submit such
quotations electronically from off the floor of the Exchange.
\7\ See Securities Exchange Act Release No. 63034 (October 4,
2010), 75 FR 62441 (October 8, 2010) (SR-Phlx-2010-124).
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An Active Purge Port currently can be configured as a ``Purge-
only'' port utilized for the sole purpose of purging option interest
from the Exchange's system and allowing entry of underlying-level
purges for a specified range of options.\8\ Such dedicated ports reduce
the amount of data flowing through Active SQF Ports. A purge of options
quoted on the SQF interface is reported via a ``Purge Notification''
message that identifies who submitted the purge and the underlying
symbols.\9\
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\8\ If a Market Maker wants to re-enter an option contract after
it was purged, the Market Maker is required to specify a re-entry
indicator on the first quote following a purge.
\9\ For additional information regarding SQF Purge Ports, as
well as SQF generally, see https://www.nasdaqtrader.com/content/technicalsupport/specifications/TradingProducts/sqfnom2.0.pdf. This
document applies to the Exchange, to the Nasdaq Options Market, and
to the BX Options Market, all of which are options exchanges of
Nasdaq, Inc.
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The proposed SQF Purge Ports are, similar to the Active SQF Ports,
designed to assist Market Makers in the management of, and risk control
over, their quotes, particularly if the Market Makers are dealing with
large numbers of options. For example, if a Market Maker detects market
indications that may influence the direction or bias of his quotes the
Market Maker may use the proposed SQF Purge Port(s) to reduce
uncertainty and to manage risk by purging all quotes in a number of
options seamlessly to avoid unintended executions, while continuing to
evaluate the direction of the market.
The Exchange proposes to amend Chapter VII, Section B of the
Exchange's Pricing Schedule to distinguish SQF Purge Ports from Active
SQF Ports and to add a new monthly SQF Purge Port fee. The Exchange is
also making technical, non-substantive changes to Chapter VII, Section
B to enhance clarity and readability. These changes are described in
detail below.
Change 1--SQF Purge Port Fees
The Exchange proposes new subsection 4 of Chapter VII, Section B to
institute an SQF Purge Port Fee. The proposed fee will be $500 per port
per month for each of the first five SQF Purge Ports, and will be $100
per port per month for each port thereafter. The SQF Purge Port Fee
will be applicable to all Market Makers who elect to use SQF Purge
Ports on the Exchange. The structure of the proposed SQF Purge Port Fee
is similar to that of the current CTI \10\ Port Fee, except that the
SQF Purge Port Fee is lower for the first five ports.\11\ The following
is an example of the proposed new SQF Purge Port Fee: A Participant
that has three SQF Purge Ports would, on a monthly basis, be fee liable
for $1,500 ($500 x 3). And a Participant that has seven SQF Purge Ports
would, on a monthly basis, be fee liable for $2,700 ($500 x 5 and $100
x 2).
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\10\ CTI offers real-time clearing trade updates. A real-time
clearing trade update is a message that is sent to a member after an
execution has occurred and contains trade details. The message
containing the trade details is also simultaneously sent to The
Options Clearing Corporation.
\11\ Whereas the proposed SQF Purge Port Fee is $500 per port,
per month for each of the first five ports and $100 per port per
month for each port thereafter, the CTI Port Fee is $650 per port,
per month for the first five ports and $100 per port per month
thereafter. See Phlx Pricing Schedule at Chapter VII, Section B.
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Change 2--Technical Modifications
The Exchange is also taking the opportunity to enhance the clarity
and readability of Chapter VII, Section B of the Pricing Schedule.
First, the Exchange is numbering each port fee in a separate
subsection. Second, the Exchange is moving text from a footnote to the
body of the current Active SQF Port Fee provision. Third, the Exchange
is adding missing words to clarify that the current CTI Port Fee is per
month. Fourth, the Exchange is deleting extraneous trademark language
from the Pricing Schedule. None of these changes modifies the
application of any existing fee.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with the provisions of Section 6 of the Act,\12\ in general, and with
Section 6(b)(4) and 6(b)(5) of the Act,\13\ in particular, in that it
is designed to prevent fraudulent and manipulative acts and practices,
to promote just and equitable principles of trade, to foster
cooperation and coordination with persons engaged in facilitating
transactions in securities, and to remove impediments to and perfect
the mechanism of a free and open market and a national market system.
The Exchange also believes that the proposed rule change provides for
the equitable allocation of reasonable dues, fees and other charges
among members and issuers and other persons using its facilities which
the Exchange operates or controls, and is not designed to permit unfair
discrimination between customers, issuers, brokers, or dealers.
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\12\ 15 U.S.C. 78f.
\13\ 15 U.S.C. 78f(b)(4) and (5).
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The Commission and the courts have repeatedly expressed their
preference for competition over regulatory intervention in determining
prices, products, and services in the securities markets. In Regulation
NMS, for example, the Commission indicated that market forces should
generally determine pricing because national market system regulation
``has been remarkably successful in promoting market competition in its
broader forms that are most important to investors and listed
companies.'' \14\ Likewise, in NetCoalition v. Securities and Exchange
Commission \15\ (``NetCoalition'') the D.C. Circuit upheld the
Commission's use of a market-based approach in evaluating the fairness
of market data fees against a challenge claiming that Congress mandated
a cost-based approach.\16\ As the court emphasized, the Commission
``intended in Regulation NMS that `market forces, rather than
regulatory requirements' play a role in determining the market data . .
. to be made available to investors and at what cost.'' \17\
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\14\ Securities Exchange Act Release No. 51808 at 37499
(``Regulation NMS Adopting Release'' at Securities Exchange Release
No. 34-51808 (June 29, 2005), 70 FR 37496 (File No. S7-10-04)).
\15\ NetCoalition v. Securities and Exchange Commission, No. 09-
1042 (D.C. Cir. 2010).
\16\ See id. at 534-535.
\17\ See id. at 537.
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Further, ``[n]o one disputes that competition for order flow is
`fierce.' . . . As the SEC explained, `[i]n the U.S. national market
system, buyers and sellers of securities, and the broker-dealers that
act as their order-routing agents, have a wide range of choices of
where to route orders for execution'; [and] `no exchange can afford to
take its market share percentages for granted' because `no exchange
possesses a monopoly, regulatory or otherwise, in the execution of
order flow from broker dealers.' . . . .'' \18\ Although the court and
the SEC were discussing the cash equities markets, the Exchange
believes that these views apply with equal force to the options
markets.
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\18\ See id. at 539 (quoting Securities Exchange Release No.
59039 (December 2, 2008), 73 FR 74770 (December 9, 2008) (SR-
NYSEArca-2006-21) at 73 FR at 74782-74783).
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The Exchange believes that the proposed rule change would promote
just and equitable principles of trade and remove impediments to and
perfect the mechanism of a free and open market because offering Market
Makers
[[Page 23025]]
designated SQF Purge Ports would enhance Market Makers' ability to
manage quotes, quote traffic, and their quoting obligations,\19\ which
would, in turn, improve their risk controls to the benefit of all
market participants. The Exchange believes that the SQF Purge Ports
would foster cooperation and coordination with persons engaged in
facilitating transactions in securities because designating SQF Purge
Ports for purges only, and making it clear in the Pricing Schedule that
such ports are available,\20\ may encourage better use of such
dedicated ports. This may, concurrent with the Active SQF Ports that
carry quote and other information necessary for market making
activities, enable more efficient, as well as fair and reasonable, use
of Market Makers' resources. Because SQF Purge Ports, as the name
suggests, are only available for purging and not for activities such as
order or quote entry, the SQF Purge Ports are not designed to permit
unfair discrimination but rather are designed to enable Market Makers
to manage their quoting risk and meet their heightened quoting
obligations that other market participants are not subject to, which,
in turn, benefits all market participants.
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\19\ See Rule 1014 titled ``Obligations and Restrictions
Applicable to Specialists and Registered Options Traders.''
\20\ As discussed, SQF Purge Ports will be fee liable on a
monthly basis (and not only when such ports are active), which will
help the Exchange to recoup the cost of these ports.
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The Exchange believes that its proposal should facilitate the
ability of the Exchange to recoup some costs associated with SQF Purge
Ports as well as provide, maintain, and improve SQF Purge Ports. The
Exchange believes the proposed change is reasonable, equitable and not
unfairly discriminatory for the following reasons.
Change 1--SQF Purge Port Fees
The Exchange believes that its proposal to institute a $500 per
port per month fee for each of the first 5 SQF Purge Ports and $100 per
port per month for each port thereafter is reasonable because it would
allow the Exchange to recoup technology costs. The proposed SQF Purge
Port Fee reflects the desire of the Exchange to recoup the costs of
maintaining ports. The SQF Purge Port Fee is reasonable because it
enables the Exchange to offset, in part, its costs associated with
making such ports available, including costs based on software and
hardware enhancements and resources dedicated to development, quality
assurance, and support. The structure of the Exchange's SQF Purge Port
Fee is similar to that of the current CTI Port Fee, except that the SQF
Purge Port Fee is lower for the first five ports.\21\ In addition, the
SQF Purge Port Fee is in line with costs for ports at other options
exchanges.\22\ The SQF Purge Port Fee is also reasonable because it
reflects a structure that is not novel in the options markets but
rather, as a gradated fee, is similar to that of other options
exchanges and competitive with what is offered by other exchanges.
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\21\ Whereas the proposed SQF Purge Port Fee is $500 per port
per month for each of the first five ports and $100 per port per
month for each port thereafter, the Phlx CTI Port Fee is $650 per
port per month for the first five ports and $100 per port per month
thereafter. NOM and BX Options CTI Port Fees are simply $650 and
$200, respectively. See NOM Chapter XV, Section 3(b) and BX Chapter
XV, Section 3(b).
\22\ See NOM Pricing Schedule (port fees $650 or $750 per port).
See also C2 Options Exchange, Incorporated (``C2'') (generally
assesses port fees $500 to $1,000 depending on connectivity levels);
and NYSE AMEX Options (``AMEX'') fees (assesses a Quote Takedown
Port of $450 per port per month in excess of the number of order/
quote entry ports utilized.)
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Moreover, SQF Purge Ports allow Market Makers to better rely on
data available through Active SQF Ports to provide them the necessary
information for risk control and risk management so that they can
perform market making activities in a swift and meaningful way. The
Exchange believes that the progressive nature of the proposed new SQF
Purge Port Fees for Market Makers is reasonable. While the proposed SQF
Purge Port Fees will be assessed at $500 for the first five SQF Purge
Ports, for more than five ports the fees will be assessed at only $100
per SQF Purge Port per month.\23\ Market Makers on the Exchange are
valuable market participants that provide liquidity in the marketplace
and incur costs unlike other market participants because Market Makers
add value through continuous quoting \24\ and the commitment of
capital. Market Makers provide a critical liquidity function across
thousands of individual option put and call series, a function no other
market participants are obligated to perform.
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\23\ Upon effectiveness of this proposal, a Market Maker that
has three SQF Purge Ports would, on a monthly basis, be fee liable
for $1,500 ($500 x 3). And a Participant that has seven SQF Purge
Ports would, on a monthly basis, be fee liable for $2,700 ($500 x 5
plus $100 x 2).
\24\ See Rule 1014 titled ``Obligations and Restrictions
Applicable to Specialists and Registered Options Traders.''
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The Exchange believes that establishing the proposed SQF Purge Port
Fee is equitable and not unfairly discriminatory in that it will apply
uniformly to all similarly situated market participants. All Market
Makers that use SQF Purge Ports will be assessed the SQF Purge Port Fee
in the same way. Market Makers who do not wish to acquire a dedicated
SQF Purge Port can continue to use their Active SQF Port for purging
their quotes without requiring a new SQF Purge Port. Having the SQF
Purge Port to purge gives Market Makers choices in their preferred
technical configuration with the exchange.
Change 2--Technical Modifications
The Exchange believes that the proposed technical modifications are
fair and reasonable in that they do not impact the application of
existing fees but simply enhance clarity and readability. Nor are the
proposed technical modifications discriminatory in any respect.
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 not necessary or appropriate in
furtherance of the purposes of the Act. Specifically, the Exchange does
not believe that its proposal to make changes to Chapter VII, Section B
to add new SQF Purge Port Fees will impose any undue burden on
competition, as discussed below.
The Exchange operates in a highly competitive market in which many
sophisticated and knowledgeable market participants can and do send
order flow to competing exchanges if they deem fee levels at a
particular exchange to be excessive. Additionally, new competitors have
entered the market and still others are reportedly entering the market
shortly. These market forces ensure that the Exchange's fees remain
competitive with the fee structures at other trading platforms. In that
sense, the Exchange's proposal is actually pro-competitive because it
enables the Exchange to propose offering dedicated purge ports, SQF
Purge Ports, to the benefit of Market Makers.
The Exchange does not believe that the proposed rule change will
impose any undue burden on competition not necessary or appropriate in
furtherance of the purposes of the Act. In terms of inter-market
competition, the Exchange notes that it operates in a highly
competitive market in which market participants can readily favor
competing venues if they deem fee levels at a particular venue to be
excessive, or rebate opportunities available at other venues to be more
favorable. In such an environment, the Exchange must continually adjust
its fees to remain competitive with other exchanges and
[[Page 23026]]
with alternative trading systems that have been exempted from
compliance with the statutory standards applicable to exchanges.
Because competitors are free to modify their own fees in response, and
because market participants may readily adjust their order routing
practices, the Exchange believes that the degree to which fee changes
in this market may impose any burden on competition is extremely
limited. Moreover, in terms of intra-market competition, the Exchange
notes that the proposed assessment of an SQF Purge Port Fee will be
applied uniformly to all Market Makers that use such ports but should
have no undue burden on any particular group of users. The proposal is
designed to ensure a fair and reasonable use of Exchange resources by
allowing the Exchange to recoup for certain of its connectivity costs,
while continuing to offer competitive rates to participants.
Furthermore, in this instance the proposed SQF Purge Port Fee does
not impose a burden on competition because the Exchange's execution and
routing services are completely voluntary and subject to extensive
competition both from other exchanges and from off-exchange venues. If
the changes proposed herein are unattractive to market participants, it
is likely that the Exchange will lose market share and revenue as
participants choose to abandon ports. Accordingly, the Exchange does
not believe that the proposed changes will impair the ability of
members or competing order execution venues to maintain their
competitive standing in the financial markets. Additionally, the
changes proposed herein are pro-competitive to the extent that they
continue to allow the Exchange to promote and maintain order
executions.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were either solicited or received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule change does not: (i)
Significantly affect the protection of investors or the public
interest; (ii) impose any significant burden on competition; and (iii)
become operative for 30 days from the date on which it was filed, or
such shorter time as the Commission may designate, it has become
effective pursuant to Section 19(b)(3)(A)(iii) of the Act \25\ and Rule
19b-4(f)(6) thereunder.\26\ The Exchange believes the rule change
qualifies for immediate effectiveness as a ``non-controversial'' rule
change under Rule 19b-4(f)(6) of the Act.
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\25\ 15 U.S.C. 78s(b)(3)(a)(iii).
\26\ 17 CFR 240.19b-4(f)(6).
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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: (i)
Necessary or appropriate in the public interest; (ii) for the
protection of investors; or (iii) otherwise in furtherance of the
purposes of the Act. If the Commission takes such action, the
Commission shall institute proceedings to determine whether the
proposed rule 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:
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-Phlx-2016-45 on the subject line.
Paper Comments
Send paper comments in triplicate to Secretary, Securities
and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090.
All submissions should refer to File Number SR-Phlx-2016-45. 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 the 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-Phlx-2016-45 and should be
submitted on or before May 10, 2016.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\27\
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\27\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-08948 Filed 4-18-16; 8:45 am]
BILLING CODE 8011-01-P