Self-Regulatory Organizations; Chicago Board Options Exchange, Incorporated; Notice of Filing of a Proposed Rule Change Relating to the Consolidated Audit Trail, 9916-9929 [2017-02555]

Agencies

• SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 82, Number 25 (Wednesday, February 8, 2017)]
[Notices]
[Pages 9916-9929]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-02555]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-79950; File No. SR-CBOE-2017-012]


Self-Regulatory Organizations; Chicago Board Options Exchange, 
Incorporated; Notice of Filing of a Proposed Rule Change Relating to 
the Consolidated Audit Trail

February 2, 2017.
    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 January 30, 2017, 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.\3\ 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.
    \3\ The Exchange originally filed this proposed rule change on 
January 17, 2017 under File No. SR-CBOE-2017-006, and the Exchange 
subsequently withdrew that filing on January 30, 2017 and filed this 
proposed rule change.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to adopt Chapter VI, Section F to implement 
the compliance rule (``Compliance Rule'') regarding the National Market 
System Plan Governing the Consolidated Audit Trail (the ``CAT NMS 
Plan'' or the ``Plan''). 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
    Bats BYX Exchange, Inc., Bats BZX Exchange, Inc., Bats EDGA 
Exchange, Inc., Bats EDGX Exchange, Inc., BOX Options Exchange LLC, C2 
Options Exchange, Incorporated, CBOE, Chicago Stock Exchange, Inc., 
Financial Industry Regulatory Authority, Inc. (``FINRA''), 
International Securities Exchange, LLC, Investors' Exchange LLC, ISE 
Gemini, LLC, ISE Mercury, LLC, Miami International Securities Exchange 
LLC, MIAX PEARL, LLC, NASDAQ BX, Inc., NASDAQ PHLX LLC, The NASDAQ 
Stock Market LLC, National Stock Exchange, Inc., New York Stock 
Exchange LLC, NYSE MKT LLC, and NYSE Arca, Inc. (collectively, the 
``Participants'') filed with the Commission, pursuant to Section 11A of 
the Act \4\ and Rule 608 of Regulation

[[Page 9917]]

NMS thereunder,\5\ the CAT NMS Plan.\6\ The Participants filed the Plan 
to comply with Rule 613 of Regulation NMS under the Act. The Plan was 
published for comment in the Federal Register on May 17, 2016,\7\ and 
approved by the Commission, as modified, on November 15, 2016.\8\
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    \4\ 15 U.S.C. 78k-1.
    \5\ 17 CFR 242.608.
    \6\ See Letter from the Participants to Brent J. Fields, 
Secretary, Commission, dated September 30, 2014; and Letter from 
Participants to Brent J. Fields, Secretary, Commission, dated 
February 27, 2015. On December 24, 2015, the Participants submitted 
an amendment to the CAT NMS Plan. See Letter from Participants to 
Brent J. Fields, Secretary, Commission, dated December 23, 2015.
    \7\ Securities Exchange Act Rel. No. 77724 (Apr. 27, 2016), 81 
FR 30614 (May 17, 2016).
    \8\ Securities Exchange Act Rel. No. 79318 (Nov. 15, 2016), 81 
FR 84696 (Nov. 23, 2016) (``Approval Order'').
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    The Plan is designed to create, implement and maintain a 
consolidated audit trail (``CAT'') that would capture customer and 
order event information for orders in NMS Securities and OTC Equity 
Securities, across all markets, from the time of order inception 
through routing, cancellation, modification, or execution in a single 
consolidated data source. Each Participant is required to enforce 
compliance by its Industry Members, as applicable, with the provisions 
of the Plan, by adopting a Compliance Rule applicable to their Industry 
Members.\9\ As is described more fully below, proposed Chapter VI, 
Section F sets forth the Compliance Rule to require Industry Members to 
comply with the provisions of the CAT NMS Plan. Proposed Section F 
includes twelve proposed Rules covering the following areas: (1) 
Definitions; (2) clock synchronization; (3) Industry Member Data 
reporting; (4) Customer information reporting; (5) Industry Member 
information reporting; (6) time stamps; (7) clock synchronization rule 
violations; (8) connectivity and data transmission; (9) development and 
testing; (10) recordkeeping; (11) timely, accurate and complete data; 
and (12) compliance dates. Each of these proposed Rules are discussed 
in detail below.
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    \9\ See SEC Rule 613(g)(1).
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(1) Definitions
    Proposed Rule 6.85 (Definitions) sets forth the definitions for the 
terms used in proposed Section F. Each of the defined terms in proposed 
Rule 6.85 is discussed in detail in this section.
(A) Account Effective Date
(i) Customer Information Approach
    SEC Rule 613 requires that numerous data elements be reported to 
the CAT to ensure there is sufficient information to create the 
lifecycle of an order, and provide regulators with sufficient detail 
about an order to perform their regulatory duties. Certain required 
elements are intended to ensure that the regulators can identify the 
Customer's associated with orders. For example, SEC Rule 
613(c)(7)(i)(A) requires an Industry Member to report the ``Customer-
ID'' for each Customer for the original receipt or origination of an 
order. ``Customer-ID'' is defined in SEC Rule 613(j)(5) to mean ``with 
respect to a customer, a code that uniquely and consistently identifies 
such customer for purposes of providing data to the Central 
Repository.'' SEC Rule 613(c)(8) requires Industry Members to use the 
same Customer-ID for each Customer. The SEC granted the Participants 
exemptive relief to permit the use of an alternative approach to the 
requirement that an Industry Member report a Customer-ID for every 
Customer upon original receipt or origination.\10\ The alternative 
approach is called the Customer Information Approach.
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    \10\ See Securities Exchange Act Release No. 77265 (March 1, 
2016), 81 FR 11856 (March 7, 2016) (``Exemption Order''); see also 
Letter from Participants to Brent J. Fields, Secretary, Commission, 
dated January 30, 2015 at 12 (``Exemptive Request Letter''); and CAT 
NMS Plan at Appendix C, Section A.1(a)(iii).
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    Under the Customer Information Approach, the CAT NMS Plan would 
require each Industry Member to assign a unique Firm Designated ID to 
each Customer. As the Firm Designated ID, Industry Members would be 
permitted to use an account number or any other identifier defined by 
the firm, provided each identifier is unique across the firm for each 
business date (i.e., a single firm may not have multiple separate 
customers with the same identifier on any given date). Prior to their 
commencement of reporting to the CAT, Industry Members would submit an 
initial set of Customer information to the Central Repository, 
including the Firm Designated ID, Customer Identifying Information and 
Customer Account Information (which may include, as applicable, the 
Customer's name, address, date of birth, individual tax payer 
identifier number (``ITIN'')/social security number (``SSN''), 
individual's role in the account (e.g., primary holder, joint holder, 
guardian, trustee, person with power of attorney) and LEI and/or Larger 
Trader ID (``LTID'')). This process is referred to as the customer 
definition process.
    In accordance with the Customer Information Approach, Industry 
Members would be required to report only the Firm Designated ID for 
each new order submitted to the Central Repository, rather than the 
``Customer-ID'' with individual order events. Within the Central 
Repository, each Customer would be uniquely identified by identifiers 
or a combination of identifiers such as ITIN/SSN, date of birth, and as 
applicable, LEI and LTID. The Plan Processor would be required to use 
these unique identifiers to map orders to specific Customers across all 
Industry Members and Participants. To ensure information identifying a 
Customer is up to date, Industry Members would be required to submit to 
the Central Repository daily and periodic updates for reactivated 
accounts, newly established accounts, and revised Firm Designated IDs 
or associated reportable Customer information.
(ii) Definition of Account Effective Date
    In connection with the Customer Information Approach, Industry 
Members would be required to report Customer Account Information to the 
Central Repository. ``Customer Account Information'' is defined in SEC 
Rule 613(j)(4) to ``include, but not be limited to, account number, 
account type, customer type, date account opened, and large trader 
identifier (if applicable).'' Therefore, when reporting Customer 
Account Information, an Industry Member is required to report the date 
an account was opened. The Participants requested and received an 
exemption to allow an ``Account Effective Date'' to be reported in lieu 
of an account open date in certain limited circumstances. The 
definition of ``Account Effective Date'' as set forth in paragraph (a) 
of proposed Rule 6.85 describes those limited circumstances in which an 
Industry Member may report an ``Account Effective Date'' rather than 
the account open date. The proposed definition is the same as the 
definition of ``Account Effective Date'' set forth in Section 1.1 of 
the CAT NMS Plan, provided, however, that specific dates have replaced 
the descriptions of those dates set forth in Section 1.1 of the Plan.
    Specifically, paragraph (a)(i) defines ``Account Effective Date to 
mean, with regard to those circumstances in which an Industry Member 
has established a trading relationship with an institution but has not 
established an account with that institution: (A) When the trading 
relationship was established prior to November 15, 2018 for Industry 
Members other than Small Industry Members, or prior to November 15, 
2019 for Small Industry Members, either (1) the date the relationship 
identifier was established within the Industry Member; (2) the date 
when trading began (i.e., the date the first order was received) using 
the relevant relationship identifier; or (3) if both dates are 
available, the earlier date will be used to the extent that the dates 
differ; or (B) when the trading relationship was established on or 
after November 15,

[[Page 9918]]

2018 for Industry Members other than Small Industry Members, or on or 
after November 15, 2019 for Small Industry Members, the date the 
Industry Member established the relationship identifier, which would be 
no later than the date the first order was received.
    Paragraph (a)(ii) states that an ``Account Effective Date'' means, 
where an Industry Member changes back office providers or clearing 
firms prior to November 15, 2018 for Industry Members other than Small 
Industry Members, or prior to November 15, 2019 for Small Industry 
Members, the date an account was established at the relevant Industry 
Member, either directly or via transfer.
    Paragraph (a)(iii) states that an ``Account Effective Date'' means, 
where an Industry Member acquires another Industry Member prior to 
November 15, 2018 for Industry Members other than Small Industry 
Members, or prior to November 15, 2019 for Small Industry Members, the 
date an account was established at the relevant Industry Member, either 
directly or via transfer.
    Paragraph (a)(iv) states that ``Account Effective Date'' means, 
where there are multiple dates associated with an account established 
prior to November 15, 2018 for Industry Members other than Small 
Industry Members, or prior to November 15, 2019 for Small Industry 
Members, the earliest available date.
    Paragraph (a)(v) states that an ``Account Effective Date'' means, 
with regard to Industry Member proprietary accounts established prior 
to November 15, 2018 for Industry Members other than Small Industry 
Members, or prior to November 15, 2019 for Small Industry Members: (A) 
The date established for the account in the Industry Member or in a 
system of the Industry Member or (B) the date when proprietary trading 
began in the account (i.e., the date on which the first orders were 
submitted from the account). With regard to paragraphs (a)(ii) through 
(v), the Account Effective Date will be no later than the date trading 
occurs at the Industry Member or in the Industry Member's system.
(B) Active Account
    Under the Customer Information Approach, Industry Members are 
required to report Customer Identifying Information and Customer 
Account Information for only those accounts that are active. This will 
alleviate the need for Industry Members to update such information for 
non-active accounts, but still ensure that the Central Repository will 
collect audit trail data for Customer accounts that have any Reportable 
Events. Accordingly, paragraph (b) of proposed Rule 6.85 defines an 
``Active Account'' as an account that has had activity in Eligible 
Securities within the last six months. This is the same definition as 
set forth in Section 1.1 of the CAT NMS Plan.
(C) Allocation Report
(i) Allocation Report Approach
    SEC Rule 613(c)(7)(vi)(A) requires each Industry Member to record 
and report to the Central Repository ``the account number for any 
subaccounts to which the execution is allocated (in whole or in 
part).'' The SROs requested and received from the SEC exemptive relief 
from SEC Rule 613 for an alternative to this approach (``Allocation 
Report Approach''). The Allocation Report Approach would permit 
Industry Members to record and report to the Central Repository an 
Allocation Report that includes, among other things, the Firm 
Designated ID for any account(s) to which executed shares are allocated 
when an execution is allocated in whole or part in lieu of requiring 
the reporting of the account number for any subaccount to which an 
execution is allocated, as is required by SEC Rule 613.\11\ Under SEC 
Rule 613, regulators would be able to link the subaccount to which an 
allocation was made to a specific order. In contrast, under the 
Allocation Report Approach, regulators would only be able to link an 
allocation to the account to which it was made, and not to a specific 
order.
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    \11\ See Exemptive Request Letter at 26-27; and Exemption Order.
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(ii) Definition of Allocation Report
    To assist in implementing the Allocation Report Approach, paragraph 
(c) of proposed Rule 6.85 defines an ``Allocation Report.'' 
Specifically, an ``Allocation Report'' means a report made to the 
Central Repository by an Industry Member that identifies the Firm 
Designated ID for any account(s), including subaccount(s), to which 
executed shares are allocated and provides the security that has been 
allocated, the identifier of the firm reporting the allocation, the 
price per share of shares allocated, the side of shares allocated, the 
number of shares allocated to each account, and the time of the 
allocation; provided, for the avoidance of doubt, any such Allocation 
Report shall not be required to be linked to particular orders or 
executions. This is the same definition as set forth in Section 1.1 of 
the CAT NMS Plan.
(D) Business Clock
    To create the required audit trail, Industry Members are required 
to record the date and time of various Reportable Events to the Central 
Repository. Industry Members will use ``Business Clocks'' to record 
such dates and times. Accordingly, paragraph (d) of proposed Rule 6.85 
defines the term ``Business Clock'' as a clock used to record the date 
and time of any Reportable Event required to be reported under proposed 
Section F. This is the same definition as set forth in Section 1.1 of 
the CAT NMS Plan, except CBOE proposes to replace the phrase ``under 
SEC Rule 613'' at the end of the definition in Section 1.1 of the Plan 
with the phrase ``under this Rule Series.'' This change is intended to 
recognize that the Industry Members' obligations with regard to the CAT 
are set forth in proposed Section F.
(E) CAT
    Paragraph (e) of proposed Rule 6.85 defines the term ``CAT'' to 
mean the consolidated audit trail contemplated by SEC Rule 613. This is 
the same definition as set forth in Section 1.1 of the CAT NMS Plan.
(F) CAT NMS Plan
    Paragraph (f) of proposed Rule 6.85 defines the term ``CAT NMS 
Plan'' to mean the National Market System Plan Governing the 
Consolidated Audit Trail, as amended from time to time.
(G) CAT-Order-ID
(i) Daisy Chain Approach
    Under the CAT NMS Plan, the Daisy Chain Approach is used to link 
and reconstruct the complete lifecycle of each Reportable Event in CAT. 
According to this Approach, Industry Members assign their own 
identifiers to each order event. Within the Central Repository, the 
Plan Processor later replaces the identifier provided by the Industry 
Member for each Reportable Event with a single identifier, called the 
CAT Order-ID, for all order events pertaining to the same order. This 
CAT Order-ID is used to link the Reportable Events related to the same 
order.
(ii) Definition of CAT-Order-ID
    To implement the Daisy Chain Approach, paragraph (g) of proposed 
Rule 6.85 defines the term ``CAT-Order-ID.'' The term ``CAT-Order-ID'' 
is defined to mean a unique order identifier or series of unique order 
identifiers that allows the Central Repository to efficiently and 
accurately link all Reportable Events for an order, and all orders that 
result from the aggregation or disaggregation of such

[[Page 9919]]

order. This is the same definition as set forth in SEC Rule 613(j)(1), 
and Section 1.1 of the CAT NMS Plan defines ``CAT-Order-ID'' by 
reference to SEC Rule 613(j)(1).
(H) CAT Reporting Agent
    The CAT NMS Plan permits an Industry Member to use a third party, 
such as a vendor, to report the required data to the Central Repository 
on behalf of the Industry Member.\12\ Such a third party, referred to 
in this proposed Section F as a ``CAT Reporting Agent,'' would be one 
type of a Data Submitter, that is, a party that submits data to the 
Central Repository. Paragraph (h) of proposed Rule 6.85 defines the 
term ``CAT Reporting Agent'' to mean a Data Submitter that is a third 
party that enters into an agreement with an Industry Member pursuant to 
which the CAT Reporting Agent agrees to fulfill such Industry Member's 
obligations under proposed Section F.
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    \12\ Appendix C, Section A.1(a) of the CAT NMS Plan.
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    This definition is based on FINRA's definition of a ``Reporting 
Agent'' as set forth in FINRA's rule related to its Order Audit Trail 
System (``OATS''). Specifically, FINRA Rule 7410(n) defines a 
``Reporting Agent'' as a third party that enters into any agreement 
with a member pursuant to which the Reporting Agent agrees to fulfill 
such member's reporting obligations under Rule 7450. The Reporting 
Agent for OATS fulfills a similar role to the CAT Reporting Agent.
(I) Central Repository
    Paragraph (i) of proposed Rule 6.85 defines the term ``Central 
Repository'' to mean the repository responsible for the receipt, 
consolidation, and retention of all information reported to the CAT 
pursuant to SEC Rule 613 and the CAT NMS Plan. This is the same 
definition as set forth in Section 1.1 of the CAT NMS Plan, except CBOE 
uses the phrase ``CAT NMS Plan'' in place of the phrase ``this 
Agreement.''
(J) Compliance Threshold
    Paragraph (j) of proposed Rule 6.85 defines the term ``Compliance 
Threshold'' as having the meaning set forth in proposed Rule 6.95(d). 
This definition has the same substantive meaning as the definition set 
forth in Section 1.1 of the CAT NMS Plan. As discussed in detail below 
with regard to proposed Rule 6.95(d), each Industry Member is required 
to meet a separate compliance threshold which will be an Industry 
Member-specific rate that may be used as the basis for further review 
or investigation into the Industry Member's performance with regard to 
the CAT. This Industry Member-specific rate is the ``Compliance 
Threshold.''
(K) Customer
    Industry Members are required to submit to the Central Repository 
certain information related to their Customers, including Customer 
Identifying Information and Customer Account Information, as well as 
data related to their Customer's Reportable Events. Accordingly, 
paragraph (k) of proposed Rule 6.85 proposes to define the term 
``Customer.'' Specifically, the term ``Customer'' would be defined to 
mean: (i) The account holder(s) of the account at an Industry Member 
originating the order; and (ii) any person from whom the Industry 
Member is authorized to accept trading instructions for such account, 
if different from the account holder(s). This is the same definition as 
set forth in SEC Rule 613(j)(3), except CBOE proposes to replace the 
references to a registered broker-dealer or broker-dealer with a 
reference to an Industry Member for consistency of terms used in 
proposed Section F. CBOE also notes that Section 1.1 of the CAT NMS 
Plan defines ``Customer'' by reference to SEC Rule 613(j)(3).
(L) Customer Account Information
    As discussed above, under the Customer Information Approach, 
Industry Members are required to report Customer Account Information to 
the Central Repository as part of the customer definition process. 
Accordingly, CBOE proposes to define the term ``Customer Account 
Information'' to clarify what customer information would need to be 
reported to the Central Repository.
    Paragraph (l) of proposed Rule 6.85 defines the term ``Customer 
Account Information'' to include, in part, account number, account 
type, customer type, date account opened, and large trader identifier 
(if applicable). Proposed Rule 6.85(l), however, provides an 
alternative definition of ``Customer Account Information'' in two 
limited circumstances. First, in those circumstances in which an 
Industry Member has established a trading relationship with an 
institution but has not established an account with that institution, 
the Industry Member will: (i) Provide the Account Effective Date in 
lieu of the ``date account opened''; (ii) provide the relationship 
identifier in lieu of the ``account number''; and (iii) identify the 
``account type'' as a ``relationship.'' Second, in those circumstances 
in which the relevant account was established prior to November 15, 
2018 for Industry Members other than Small Industry Members, or prior 
to November 15, 2019 for Small Industry Members, and no ``date account 
opened'' is available for the account, the Industry Member will provide 
the Account Effective Date in the following circumstances: (i) Where an 
Industry Member changes back office providers or clearing firms and the 
date account opened is changed to the date the account was opened on 
the new back office/clearing firm system; (ii) where an Industry Member 
acquires another Industry Member and the date account opened is changed 
to the date the account was opened on the post-merger back office/
clearing firm system; (iii) where there are multiple dates associated 
with an account in an Industry Member's system, and the parameters of 
each date are determined by the individual Industry Member; and (iv) 
where the relevant account is an Industry Member proprietary account. 
The proposed definition is the same as the definition of ``Customer 
Account Information'' set forth in Section 1.1 of the CAT NMS Plan, 
provided, however, that specific dates have replaced the descriptions 
of those dates set forth in Section 1.1 of the Plan.
(M) Customer Identifying Information
    As discussed above, under the Customer Information Approach, 
Industry Members are required to report Customer Identifying 
Information to the Central Repository as part of the customer 
definition process. Accordingly, CBOE proposes to define the term 
``Customer Account Information'' to clarify what Customer information 
would need to be reported to the Central Repository.
    Paragraph (m) of proposed Rule 6.85 defines the term ``Customer 
Identifying Information'' to mean information of sufficient detail to 
identify a Customer. With respect to individuals, ``Customer 
Identifying Information'' includes, but is not limited to: Name, 
address, date of birth, individual tax payer identification number 
(``ITIN'')/social security number (``SSN''), individual's role in the 
account (e.g., primary holder, joint holder, guardian, trustee, person 
with the power of attorney). With respect to legal entities, ``Customer 
Identifying Information'' includes, but is not limited to, name, 
address, Employer Identification Number (``EIN'')/Legal Entity 
Identifier (``LEI'') or other comparable common entity identifier, if 
applicable. The definition further notes that an Industry Member that 
has an LEI for a Customer must submit the Customer's LEI in addition to 
other information of sufficient detail to

[[Page 9920]]

identify the Customer. This is the same definition as set forth in 
Section 1.1 of the CAT NMS Plan.
(N) Data Submitter
    The CAT NMS Plan uses the term ``Data Submitter'' to refer to any 
person that reports data to the Central Repository.\13\ Such Data 
Submitters may include those entities that are required to submit data 
to the Central Repository (e.g., national securities exchanges, 
national securities associations and Industry Members), third-parties 
that may submit data to the CAT on behalf of CAT Reporters (i.e., CAT 
Reporting Agents), and outside parties that are not required to submit 
data to the CAT but from which the CAT may receive data (e.g., 
securities information processors (``SIPs'')). To include this term in 
proposed Section F, CBOE proposes to define ``Data Submitter'' in 
paragraph (n) of proposed Rule 6.85. Specifically, paragraph (n) of 
proposed Rule 6.85 defines a ``Data Submitter'' to mean any person that 
reports data to the Central Repository, including national securities 
exchanges, national securities associations, broker-dealers, the SIPs 
for the CQS, CTA and the UTP Plans and the Plan for Reporting of 
Consolidated Options Last Sale Reports and Quotation Information 
(``OPRA''), and certain other vendors or third parties that may submit 
data to the Central Repository on behalf of Industry Members.
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    \13\ Appendix C, Section A.1(a) of the CAT NMS Plan.
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(O) Eligible Security
    The reporting requirements of proposed Section F only apply to 
Reportable Events in Eligible Securities. Currently, an Eligible 
Security includes NMS Securities and OTC Equity Securities. 
Accordingly, paragraph (o) of proposed Rule 6.85 defines the term 
``Eligible Security'' to include: (i) All NMS Securities; and (ii) all 
OTC Equity Securities. The terms ``NMS Securities'' and ``OTC Equity 
Securities'' are defined, in turn, below. This is the same definition 
as set forth in Section 1.1 of the CAT NMS Plan.
(P) Error Rate
(i) Maximum Error Rate
    Under the CAT NMS Plan, the Operating Committee sets the maximum 
Error Rate that the Central Repository would tolerate from an Industry 
Member reporting data to the Central Repository.\14\ The Operating 
Committee reviews and resets the maximum Error Rate, at least 
annually.\15\ If an Industry Member reports CAT data to the Central 
Repository with errors such that their error percentage exceeds the 
maximum Error Rate, then such Industry Member would not be in 
compliance with the CAT NMS Plan or Rule 613.\16\ As such, CBOE or the 
SEC ``may [sic] take appropriate action against an Industry Member for 
failing to comply with its CAT reporting obligations.\17\ The CAT NMS 
Plan sets the initial Error Rate at 5%.\18\ It is anticipated that the 
maximum Error Rate will be reviewed and lowered by the Operating 
Committee once Industry Members begin to report to the Central 
Repository.\19\
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    \14\ Section 6.5(d)(i) of the CAT NMS Plan.
    \15\ Appendix C, Section A.3(b) of the CAT NMS Plan.
    \16\ Appendix C, Section A.3(b) of the CAT NMS Plan; Rule 
613(g)-(h).
    \17\ Appendix C, Section A.3(b) of the CAT NMS Plan.
    \18\ Section 6.5(d)(i) of the CAT NMS Plan.
    \19\ Appendix C, Section A.3(b) of the CAT NMS Plan.
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    The CAT NMS Plan requires the Plan Processor to: (1) Measure and 
report errors every business day; (2) provide Industry Members daily 
statistics and error reports as they become available, including a 
description of such errors; (3) provide monthly reports to Industry 
Members that detail an Industry Member's performance and comparison 
statistics; (4) define educational and support programs for Industry 
Members to minimize Error Rates; and (5) identify, daily, all Industry 
Members exceeding the maximum allowable Error Rate. To timely correct 
data-submitted errors to the Central Repository, the CAT NMS Plan 
requires that the Central Repository receive and process error 
corrections at all times. Further, the CAT NMS Plan requires that 
Industry Members be able to submit error corrections to the Central 
Repository through a web-interface or via bulk uploads or file 
submissions, and that the Plan Processor, subject to the Operating 
Committee's approval, support the bulk replacement of records and the 
reprocessing of such records. The Participants, furthermore, require 
that the Plan Processor identify Industry Member data submission errors 
based on the Plan Processor's validation processes.\20\
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    \20\ Approval Order at 84718.
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(ii) Definition of Error Rate
    To implement the requirements of the CAT NMS Plan related to the 
Error Rate, CBOE proposes to define the term ``Error Rate'' in proposed 
Rule 6.85. Paragraph (p) of proposed Rule 6.85 defines the term ``Error 
Rate'' to mean the percentage of Reportable Events collected by the 
Central Repository in which the data reported does not fully and 
accurately reflect the order event that occurred in the market. This is 
the same definition as set forth in SEC Rule 613(j)(6), and Section 1.1 
of the CAT NMS Plan defines ``Error Rate'' by reference to SEC Rule 
613(j)(6).
(Q) Firm Designated ID
    As discussed above, under the Customer Information Approach, the 
CAT NMS Plan would require each Industry Member to assign a unique Firm 
Designated ID to each Customer. Industry Members would be permitted to 
use as the Firm Designated ID an account number or any other identifier 
defined by the firm, provided each identifier is unique across the firm 
for each business date (i.e., a single firm may not have multiple 
separate customers with the same identifier on any given date). 
Industry Members would be required to report only the Firm Designated 
ID for each new order submitted to the Central Repository, rather than 
the ``Customer-ID'' with individual order events. Accordingly, CBOE 
proposes to define the term ``Firm Designated ID'' in proposed Rule 
6.85. Specifically, paragraph (q) of proposed Rule 6.85 defines the 
term ``Firm Designated ID'' to mean a unique identifier for each 
trading account designated by Industry Members for purposes of 
providing data to the Central Repository, where each such identifier is 
unique among all identifiers from any given Industry Member for each 
business date. This is the same definition as set forth in Section 1.1 
of the CAT NMS Plan. Industry Members would be permitted to use an 
account number or any other identifier defined by the firm, provided 
each identifier is unique across the firm for each business date (i.e., 
a single firm may not have multiple separate customers with the same 
identifier on any given date).
(R) Industry Member
    Paragraph (r) of proposed Rule 6.85 defines the term ``Industry 
Member'' to mean a member of a national securities exchange or a member 
of a national securities association.'' This is the same definition as 
set forth in Section 1.1 of the CAT NMS Plan.
(S) Industry Member Data
    Paragraph (s) of proposed Rule 6.85 states that the term ``Industry 
Member Data'' has the meaning set forth in Rule 6.87(a)(ii). This 
definition has the same substantive meaning as the definition set forth 
in Section 1.1 of the CAT NMS Plan. The definition of ``Industry

[[Page 9921]]

Member Data'' is discussed more fully in the discussion below regarding 
proposed Rule 6.87(a)(ii).
(T) Initial Plan Processor
    Paragraph (t) of proposed Rule 6.85 defines the term ``Initial Plan 
Processor'' to mean the first Plan Processor selected by the Operating 
Committee in accordance with SEC Rule 613, Section 6.1 of the CAT NMS 
Plan and the National Market System Plan Governing the Process for 
Selecting a Plan Processor and Developing a Plan for the Consolidated 
Audit Trail. This is the same definition as set forth in Section 1.1 of 
the CAT NMS Plan, although the proposed definition uses the full name 
of the ``Selection Plan.''
(U) Listed Option or Option
    The CAT NMS Plan and proposed Section F applies to Eligible 
Securities, which includes NMS Securities, which, in turn, includes 
Listed Options. Certain requirements of proposed Section F apply 
specifically to Listed Options. Accordingly, paragraph (u) of proposed 
Rule 6.85 defines the term ``Listed Option'' or ``Option.'' 
Specifically, paragraph (u) of proposed Rule 6.85 states that the term 
``Listed Option'' or ``Option'' has the meaning set forth in SEC Rule 
600(b)(35) of Regulation NMS. SEC Rule 600(b)(35), in turn, defines a 
listed option as ``any option traded on a registered national 
securities exchange or automated facility of a national securities 
association.'' CBOE notes that the proposed definition of ``Listed 
Option'' is the same definition as the definition set forth in Section 
1.1 of the CAT NMS Plan.
(V) Manual Order Event
(i) Manual Order Event Approach
    The CAT NMS Plan sets forth clock synchronization and timestamp 
requirements for Industry Members, which reflect exemptions for Manual 
Order Events granted by the Commission.\21\ Specifically, the Plan 
requires Industry Members to record and report the time of each 
Reportable Event using timestamps reflecting current industry standards 
(which must be at least to the millisecond) or, if an Industry Member's 
order handling and execution system uses timestamps in increments finer 
than milliseconds, such finer increments, when reporting to the Central 
Repository. For Manual Order Events, however, the Plan provides that 
such events must be recorded in increments up to and including one 
second, provided that Industry Members record and report the time the 
event is captured electronically in an order handling and execution 
system (i.e., electronic capture time) in milliseconds. In addition, 
Industry Members are required to synchronize their respective Business 
Clocks (other than such Business Clocks used solely for Manual Order 
Events) at a minimum to within 50 milliseconds of the time maintained 
by the National Institute of Standards and Technology (``NIST''), and 
maintain such a synchronization. Each Industry Members is required to 
synchronize their Business Clocks used solely for Manual Order Events, 
however, at a minimum to within one second of the time maintained by 
the NIST.
---------------------------------------------------------------------------

    \21\ Exemption Order.
---------------------------------------------------------------------------

(ii) Definition of Manual Order Event
    In order to clarify what a Manual Order Event is for clock 
synchronization and time stamp purposes, CBOE proposes to define the 
term ``Manual Order Event'' in proposed Rule 6.85. Specifically, 
paragraph (v) of proposed Rule 6.85 defines the term ``Manual Order 
Event'' to mean a non-electronic communication of order-related 
information for which Industry Members must record and report the time 
of the event. This is the same definition as set forth in Section 1.1 
of the CAT NMS Plan.
(W) Material Terms of the Order
    Proposed Rule 6.87 requires Industry Members to record and report 
to the Central Repository Material Terms of the Order with certain 
Reportable Events (e.g., for the original receipt or origination of an 
order, for the routing of an order). Accordingly, CBOE proposes to 
define the term ``Material Terms of the Order'' in proposed Rule 6.85. 
Specifically, paragraph (w) of proposed Rule 6.85 defines the term 
``Material Terms of the Order'' to include: The NMS Security or OTC 
Equity Security symbol; security type; price (if applicable); size 
(displayed and non-displayed); side (buy/sell); order type; if a sell 
order, whether the order is long, short, short exempt; \22\ open/close 
indicator (except on transactions in equities); time in force (if 
applicable); if the order is for a Listed Option, option type (put/
call), option symbol or root symbol, underlying symbol, strike price, 
expiration date, and open/close (except on market maker quotations; 
\23\) and any special handling instructions. This is the same 
definition as set forth in Section 1.1 of the CAT NMS Plan.
---------------------------------------------------------------------------

    \22\ The Exchange notes identification of a sell order as long, 
short, or short exempt does not apply to Option transactions. The 
Exchange may work with the Operating Committee to seek an amendment 
to the Plan to reflect this.
    \23\ The Exchange notes its rules do not require market-makers 
to identify certain orders, in addition to quotations, as open/
close. See Rule 6.51(d). The Exchange may work with the Operating 
Committee to seek an amendment to the Plan to reflect this.
---------------------------------------------------------------------------

(X) NMS Security
    NMS Securities are one of the types of Eligible Securities for the 
CAT. Therefore, CBOE proposes to define the term ``NMS Security'' in 
proposed Rule 6.85. Specifically, paragraph (x) of proposed Rule 6.85 
defines the term ``NMS Security'' to mean any security or class of 
securities for which transaction reports are collected, processed, and 
made available pursuant to an effective transaction reporting plan, or 
an effective national market system plan for reporting transactions in 
Listed Options. This is the same definition as set forth in Section 1.1 
of the CAT NMS Plan.
(Y) NMS Stock
    Under the CAT NMS Plan, the Operating Committee may establish 
different Trading Days for NMS Stocks (as defined in SEC Rule 
600(b)(47)), Listed Options, OTC Equity Securities, and any other 
securities that are included as Eligible Securities from time to time. 
Accordingly, CBOE proposes to define the term ``NMS Stock'' in 
paragraph (y) of proposed Rule 6.85(y) to mean any NMS Security other 
than an option. This is the same definition as set forth in SEC Rule 
600(b)(47) of Regulation NMS.
(Z) Operating Committee
    Paragraph (z) of proposed Rule 6.85 defines the term ``Operating 
Committee'' to mean the governing body of the CAT NMS, LLC designated 
as such and described in Article IV of the CAT NMS Plan. This is the 
same definition as set forth in Section 1.1 of the CAT NMS Plan, except 
CBOE proposes to use the phrase ``CAT NMS LLC'' in place of the phrase 
``the Company'' for clarity.
(AA) Options Market Maker
(i) Options Market Maker Quote Exemption
    SEC Rule 613(c)(7) provides that the CAT NMS Plan must require each 
Industry Member to record and electronically report to the Central 
Repository details for each order and each reportable event, including 
the routing and modification or cancellation of an order. SEC Rule 
613(j)(8) defines ``order'' to include ``any bid or offer.'' Therefore, 
under SEC Rule 613, the details for each Options Market Maker quotation 
must be reported to the

[[Page 9922]]

Central Repository by both the Options Market Maker and the options 
exchange to which it routes its quote.
    The SROs, however, requested and received exemptive relief from SEC 
Rule 613 so that the CAT NMS Plan may permit Options Market Maker 
quotes to be reported to the Central Repository by the relevant options 
exchange in lieu of requiring that such reporting be done by both the 
options exchange and the Options Market Maker, as is required by SEC 
Rule 613.\24\ In accordance with the exemptive relief, Options Market 
Makers would be required to report to the options exchange the time at 
which a quote in a Listed Option is sent to the options exchange. Such 
time information also will be reported to the Central Repository by the 
options exchange in lieu of reporting by the Options Market Maker
---------------------------------------------------------------------------

    \24\ See Exemptive Request Letter at 2, and Exemption Order.
---------------------------------------------------------------------------

(ii) Definition of Options Market Maker
    To implement the requirements related to Option Market Maker 
quotes, CBOE proposes to define the term ``Options Market Maker'' in 
proposed Rule 6.85. Specifically, paragraph (aa) of proposed Rule 6.85 
defines the term ``Options Market Makers'' to mean a broker-dealer 
registered with an exchange for the purpose of making markets in 
options contracts traded on the exchange. This is the same definition 
as set forth in Section 1.1 of the CAT NMS Plan.
(BB) Order
    Section F requires each Industry Member to record and 
electronically report to the Central Repository certain details for 
each order. Accordingly, CBOE proposes to define the term ``Order'' in 
proposed Rule 6.85. Specifically, paragraph (bb) of proposed Rule 6.85 
defines the term ``Order,'' with respect to Eligible Securities, to 
include: (i) Any order received by an Industry Member from any person; 
(ii) any order originated by an Industry Member; or (iii) any bid or 
offer. This is the same definition as set forth in SEC Rule 613(j)(8), 
except CBOE proposes to replace the phrase ``member of a national 
securities exchange or national securities association'' with the term 
``Industry Member.'' CBOE notes that Section 1.1 of the CAT NMS Plan 
defines ``Order'' by reference to SEC Rule 613(j)(8).
(CC) OTC Equity Security
    OTC Equity Securities are one of the types of Eligible Securities 
for the CAT. Therefore, CBOE proposes to define the term ``OTC Equity 
Security'' in proposed Rule 6.85. Specifically, paragraph (cc) of 
proposed Rule 6.85 defines the term ``OTC Equity Security'' to mean any 
equity security, other than an NMS Security, subject to prompt last 
sale reporting rules of a registered national securities association 
and reported to one of such association's equity trade reporting 
facilities. This is the same definition as set forth in Section 1.1 of 
the CAT NMS Plan.
(DD) Participant
    Paragraph (dd) of proposed Rule 6.85 defines the term 
``Participant'' to mean each Person identified as such in Exhibit A of 
the CAT NMS Plan, as amended, in such Person's capacity as a 
Participant in CAT NMS, LLC. This is the same definition in substance 
as set forth in Section 1.1 of the CAT NMS Plan.
(EE) Person
    Paragraph (ee) of proposed Rule 6.85 defines the term ``Person'' to 
mean any individual, partnership, limited liability company, 
corporation, joint venture, trust, business trust, cooperative or 
association and any heirs, executors, administrators, legal 
representatives, successors and assigns of such Person where the 
context so permits. This is the same definition as set forth in Section 
1.1 of the CAT NMS Plan.
(FF) Plan Processor
    Paragraph (ff) of proposed Rule 6.85 defines the term ``Plan 
Processor'' to mean the Initial Plan Processor or any other Person 
selected by the Operating Committee pursuant to SEC Rule 613 and 
Sections 4.3(b)(i) and 6.1 of the CAT NMS Plan, and with regard to the 
Initial Plan Processor, the National Market System Plan Governing the 
Process for Selecting a Plan Processor and Developing a Plan for the 
Consolidated Audit Trail, to perform the CAT processing functions 
required by SEC Rule 613 and set forth in the CAT NMS Plan.
(GG) Received Industry Member Data
    Paragraph (gg) of proposed Rule 6.85 states that the term 
``Received Industry Member Data'' has the meaning set forth in proposed 
Rule 6.87(a)(ii). This definition has the same substantive meaning as 
the definition set forth in Section 1.1 of the CAT NMS Plan. The 
definition of ``Received Industry Member Data'' is discussed more fully 
in the discussion below regarding proposed Rule 6.87(a)(ii).
(HH) Recorded Industry Member Data
    Paragraph (hh) of proposed Rule 6.85 states that the term 
``Recorded Industry Member Data'' has the meaning set forth in proposed 
Rule 6.87(a)(i). This definition has the same substantive meaning as 
the definition set forth in Section 1.1 of the CAT NMS Plan. The 
definition of ``Recorded Industry Member Data'' is discussed more fully 
in the discussion below regarding proposed Rule 6.87(a)(i).
(II) Reportable Event
    Proposed Section F requires each Industry Member to record and 
electronically report to the Central Repository certain details for 
each Reportable Event. To clarify these requirements, CBOE proposes to 
define the term ``Reportable Event'' in proposed Rule 6.85. 
Specifically, paragraph (ii) of proposed Rule 6.85 states that the term 
``Reportable Event'' includes, but is not limited to, the original 
receipt or origination, modification, cancellation, routing, execution 
(in whole or in part) and allocation of an order, and receipt of a 
routed order. This is the same definition as set forth in Section 1.1 
of the CAT NMS Plan.
(JJ) SRO
    Paragraph (jj) of proposed Rule 6.85 defines the term ``SRO'' to 
mean any self-regulatory organization within the meaning of Section 
3(a)(26) of the Exchange Act. This is the same definition as set forth 
in Section 1.1 of the CAT NMS Plan.
(KK) SRO-Assigned Market Participant Identifier
(i) Existing Identifier Approach
    The SROs requested and received exemptive relief from SEC Rule 613 
so that the CAT NMS Plan may permit the Existing Identifier Approach, 
which would allow an Industry Member to report an existing SRO-Assigned 
Market Participant Identifier in lieu of requiring the reporting of a 
universal CAT-Reporter-ID (that is, a code that uniquely and 
consistently identifies an Industry Member for purposes of providing 
data to the Central Repository).\25\ The CAT NMS Plan reflects the 
``Existing Identifier Approach'' for purposes of identifying each 
Industry Member associated with an order or Reportable Event. Under the 
Existing Identifier Approach, Industry Members are required to record 
and report to the Central Repository an SRO-

[[Page 9923]]

Assigned Market Participant Identifier for orders and certain 
Reportable Events to be used by the Central Repository to assign a 
unique CAT-Reporter-ID to identify Industry Members.
---------------------------------------------------------------------------

    \25\ See Exemptive Request Letter at 19, and Exemption Order.
---------------------------------------------------------------------------

    For the Central Repository to link the SRO-Assigned Market 
Participant Identifier to the CAT-Reporter-ID, each SRO will submit to 
the Central Repository, on a daily basis, all SRO-Assigned Market 
Participant Identifiers used by its Industry Members, as well as 
information to identify each such Industry Member, including CRD number 
and LEI, if the SRO has collected such LEI of the Industry Member. 
Additionally, each Industry Member is required to submit to the Central 
Repository the CRD number of the Industry Member as well as the LEI of 
the Industry Member (if the Industry Member has an LEI). The Plan 
Processor will use this information to assign a CAT-Reporter-ID to each 
Industry Member for internal use within the Central Repository.
(ii) Definition of SRO-Assigned Market Participant Identifier
    To implement the Existing Identifier Approach, CBOE proposes to 
define the term ``SRO-Assigned Market Participant Identifier'' in 
proposed Rule 6.85. Specifically, paragraph (kk) of proposed Rule 6.85 
defines the term ``SRO-Assigned Market Participant Identifier'' to mean 
an identifier assigned to an Industry Member by an SRO or an identifier 
used by a Participant. This is the same definition as set forth in 
Section 1.1 of the CAT NMS Plan. For example, an Industry Member would 
be permitted to use any existing SRO-Assigned Market Participant 
Identifier (e.g., FINRA MPID, NASDAQ MPID, NYSE Mnemonic, CBOE User 
Acronym and CHX Acronym) when reporting order information to the 
Central Repository.
(LL) Small Industry Member
    The requirements of proposed Section F differ to some extent for 
Small Industry Members versus Industry Members other than Small 
Industry Members. For example, the compliance dates for reporting data 
to the CAT are different for Small Industry Members versus other 
Industry Members. Accordingly, to clarify the requirements that apply 
to which Industry Members, CBOE proposes to define the term ``Small 
Industry Member'' in proposed Rule 6.85. Specifically, paragraph (ll) 
of proposed Rule 6.85 defines the term ``Small Industry Member'' to 
mean an Industry Member that qualifies as a small broker-dealer as 
defined in Rule 0-10(c) under the Act. This is the same in substance as 
the definition of ``Small Industry Member'' as set forth in Section 1.1 
of the CAT NMS Plan. Specifically, Section 1.1 of the CAT NMS Plan 
defines a ``Small Industry Member'' as ``an Industry Member that 
qualifies as a small broker-dealer as defined in SEC Rule 613.'' The 
definition of a small broker-dealer under SEC Rule 613, in turn, is a 
small broker-dealer as defined in SEC Rule 0-10(c).
(MM) Trading Day
    Proposed Rule 6.87(b) establishes the deadlines for reporting 
certain data to the Central Repository using the term ``Trading Day.'' 
Accordingly, CBOE proposes to define the term ``Trading Day'' in 
proposed Rule 6.85. Specifically, paragraph (mm) of proposed Rule 6.85 
states that the term ``Trading Day'' shall have the meaning as is 
determined by the Operating Committee. For the avoidance of doubt, the 
Operating Committee may establish different Trading Days for NMS Stocks 
(as defined in SEC Rule 600(b)(47), Listed Options, OTC Equity 
Securities, and any other securities that are included as Eligible 
Securities from time to time.
(2) Clock Synchronization
    SEC Rule 613(d)(1) under Regulation NMS requires Industry Members 
to synchronize their Business Clocks to the time maintained by the 
National Institute of Standards and Technology (``NIST''), consistent 
with industry standards. To comply with this provision, Section 6.8 of 
the Plan sets forth the clock synchronization requirements for Industry 
Members.\26\ To implement these provisions with regard to its Industry 
Members, CBOE proposes Rule 6.86 (Clock Synchronization) to require its 
Industry Members to comply with the clock synchronization requirements 
of the Plan.
---------------------------------------------------------------------------

    \26\ In addition, Section 6.7(a)(ii) of the Plan sets forth the 
timeline for CAT Reporters to comply with the clock synchronization 
requirements.
---------------------------------------------------------------------------

    Paragraph (a) of proposed Rule 6.86 sets forth the manner in which 
Industry Members must synchronize their Business Clocks. Paragraph 
(a)(i) of proposed Rule 6.86 requires each Industry Member to 
synchronize its Business Clocks, other than such Business Clocks used 
solely for Manual Order Events or used solely for the time of 
allocation on Allocation Reports, at a minimum to within a fifty (50) 
millisecond tolerance of the time maintained by the NIST atomic clock, 
and maintain such synchronization. This is the same requirement as set 
forth in Section 6.8(a)(ii)(A) of the CAT NMS Plan.
    Paragraph (a)(ii) of proposed Rule 6.86 requires each Industry 
Member to synchronize (A) its Business Clocks used solely for Manual 
Order Events and (B) its Business Clocks used solely for the time of 
allocation on Allocation Reports at a minimum to within a one second 
tolerance of the time maintained by the NIST atomic clock, and maintain 
such synchronization. This is the same requirement as set forth in 
Section 6.8(a)(iii) and (iv) of the CAT NMS Plan.
    Paragraph (a)(iii) of proposed Rule 6.86 clarifies that the 
tolerance described in paragraphs (a)(i) and (ii) of the proposed Rule 
6.86 includes all of the following: (A) The time difference between the 
NIST atomic clock and the Industry Member's Business Clock; (B) the 
transmission delay from the source; and (C) the amount of drift of the 
Industry Member's Business Clock. This description of the clock 
synchronization tolerance is the same as set forth in paragraph (b) of 
FINRA Rule 4590 (Synchronization of Member Business Clocks).
    Paragraph (a)(iv) of proposed Rule 6.86 requires Industry Members 
to synchronize their Business Clocks every business day before market 
open \27\ to ensure that timestamps for Reportable Events are accurate. 
In addition, to maintain clock synchronization, Business Clocks must be 
checked against the NIST atomic clock and re-synchronized, as 
necessary, throughout the day. This description of the required 
frequency of clock synchronization is the same as set forth in 
paragraph (c) of FINRA Rule 4590 (Synchronization of Member Business 
Clocks).
---------------------------------------------------------------------------

    \27\ CBOE has two separate trading sessions: Regular Trading 
Hours and Extended Trading Hours. The proposed rule change states 
this requirement applies before the open of each trading session.
---------------------------------------------------------------------------

    Paragraph (b) of proposed Rule 6.86 sets forth documentation 
requirements with regard to clock synchronization. Specifically, 
paragraph (b) requires Industry Members to document and maintain their 
synchronization procedures for their Business Clocks. The proposed Rule 
requires Industry Members to keep a log of the times when they 
synchronize their Business Clocks and the results of the 
synchronization process. This log is required to include notice of any 
time a Business Clock drifts more than the applicable tolerance 
specified in paragraph (a) of the proposed Rule. Such logs must include 
results for a period of not less than five years ending on the then 
current date, or for the entire period for which the Industry

[[Page 9924]]

Member has been required to comply with this Rule if less than five 
years. These documentation requirements are the same as those set forth 
in the ``Sequencing Orders and Clock Synchronization'' section of 
Appendix C of the CAT NMS Plan. Moreover, these documentation 
requirements regarding clock synchronization are comparable to those 
set forth in Supplementary Material .01 of FINRA Rule 4590 
(Synchronization of Member Business Clocks).
    Paragraph (c) of proposed Rule 6.86 sets forth certification 
requirements with regard to clock synchronization. Specifically, 
paragraph (c) of proposed Rule 6.86 requires each Industry Member to 
certify to CBOE that its Business Clocks satisfy the synchronization 
requirements set forth in paragraph (a) of proposed Rule 6.86 
periodically in accordance with the certification schedule established 
by the Operating Committee pursuant to the CAT NMS Plan. This 
requirement is the same requirement as set forth in Section 
6.8(a)(ii)(B), (iii) and (iv) of the CAT NMS Plan. CBOE intends to 
announce to its Industry Members the certification schedule established 
by the Operating Committee via Regulatory Circular.
    Paragraph (d) of proposed Rule 6.86 establishes reporting 
requirements with regard to clock synchronization. Paragraph (d) of 
proposed Rule 6.86 requires Industry Members to report to the Plan 
Processor and CBOE violations of paragraph (a) of this proposed Rule 
pursuant to the thresholds set by the Operating Committee pursuant to 
the CAT NMS Plan. This requirement is the same requirement as set forth 
in Section 6.8(a)(ii)(C), (iii) and (iv) of the CAT NMS Plan. CBOE 
intends to announce to its Industry Members the relevant thresholds 
established by the Operating Committee via Regulatory Circular.
(3) Industry Member Data Reporting
    SEC Rule 613(c) under Regulation NMS requires the CAT NMS Plan to 
set forth certain provisions requiring Industry Members to record and 
report data to the CAT. To comply with this provision, Section 6.4 of 
the CAT NMS Plan sets forth the data reporting requirements for 
Industry Members. To implement these provisions with regard to its 
Industry Members, CBOE proposes Rule 6.87 (Industry Member Data 
Reporting) to require its Industry Members to comply with the Industry 
Member Data reporting requirements of the Plan. Proposed Rule 6.87 has 
five sections covering: (a) Recording and reporting Industry Member 
Data, (b) timing of the recording and reporting, (c) the applicable 
securities covered by the recording and reporting requirements, (d) the 
security symbology to be used in the recording and reporting, and (e) 
error correction requirements, each of which is described below.
(A) Recording and Reporting Industry Member Data
    Paragraph (a) of proposed Rule 6.87 describes the recording and 
reporting of Industry Member Data to the Central Repository. Paragraph 
(a) consists of paragraphs (a)(i) through (a)(iii), which cover 
Recorded Industry Member Data, Received Industry Member Data and 
Options Market Maker data, respectively. Paragraphs (a)(i) through 
(a)(iii) of proposed Rule 6.87 set forth the recording and reporting 
requirements required in Section 6.4(d)(i) through (iii) of the CAT NMS 
Plan, respectively.
    Paragraph (a)(i) requires, subject to paragraph (a)(iii) regarding 
Options Market Makers, each Industry Member to record and 
electronically report to the Central Repository the following details 
for each order and each Reportable Event, as applicable (``Recorded 
Industry Member Data'') in the manner prescribed by the Operating 
Committee pursuant to the CAT NMS Plan:
    (A) For original receipt or origination of an order: (1) Firm 
Designated ID(s) for each Customer; (2) CAT-Order-ID; (3) SRO-Assigned 
Market Participant Identifier of the Industry Member receiving or 
originating the order; (4) date of order receipt or origination; (5) 
time of order receipt or origination (using time stamps pursuant to 
proposed Rule 6.90); and (6) Material Terms of the Order;
    (B) for the routing of an order: (1) CAT-Order-ID; (2) date on 
which the order is routed; (3) time at which the order is routed (using 
time stamps pursuant to proposed Rule 6.90); (4) SRO-Assigned Market 
Participant Identifier of the Industry Member routing the order; (5) 
SRO-Assigned Market Participant Identifier of the Industry Member or 
Participant to which the order is being routed; (6) if routed 
internally at the Industry Member, the identity and nature of the 
department or desk to which the order is routed; and (7) Material Terms 
of the Order;
    (C) for the receipt of an order that has been routed, the following 
information: (1) CAT-Order-ID; (2) date on which the order is received; 
(3) time at which the order is received (using time stamps pursuant to 
proposed Rule 6.90); (4) SRO-Assigned Market Participant Identifier of 
the Industry Member receiving the order; (5) SRO-Assigned Market 
Participant Identifier of the Industry Member or Participant routing 
the order; and (6) Material Terms of the Order;
    (D) if the order is modified or cancelled: (1) CAT-Order-ID; (2) 
date the modification or cancellation is received or originated; (3) 
time at which the modification or cancellation is received or 
originated (using time stamps pursuant to proposed Rule 6.90); (4) 
price and remaining size of the order, if modified; (5) other changes 
in the Material Terms of the Order, if modified; and (6) whether the 
modification or cancellation instruction was given by the Customer or 
was initiated by the Industry Member;
    (E) if the order is executed, in whole or in part: (1) CAT-Order-
ID; (2) date of execution; (3) time of execution (using time stamps 
pursuant to proposed Rule 6.90; (4) execution capacity (principal, 
agency or riskless principal); (5) execution price and size; (6) SRO-
Assigned Market Participant Identifier of the Industry Member executing 
the order; and (7) whether the execution was reported pursuant to an 
effective transaction reporting plan or OPRA; and
    (F) other information or additional events as may be prescribed 
pursuant to the CAT NMS Plan.
    Paragraph (a)(ii) of proposed Rule 6.87 requires, subject to 
paragraph (a)(iii) regarding Options Market Makers, each Industry 
Member to record and report to the Central Repository the following, as 
applicable (``Received Industry Member Data'' and collectively with the 
information referred to in proposed Rule 6.87(a)(i) ``Industry Member 
Data'') in the manner prescribed by the Operating Committee pursuant to 
the CAT NMS Plan:
    (A) If the order is executed, in whole or in part: (1) Allocation 
Report; (2) SRO-Assigned Market Participant Identifier of the clearing 
broker or prime broker, if applicable; and (3) CAT-Order-ID of any 
contra-side order(s);
    (B) if the trade is cancelled, a cancelled trade indicator; and
    (C) for original receipt or origination of an order, the Firm 
Designated ID for the relevant Customer, and in accordance with 
Proposed Rule 6.88, Customer Account Information and Customer 
Identifying Information for the relevant Customer.
    Paragraph (a)(iii) of proposed Rule 6.87 states that each Industry 
Member that is an Options Market Maker is not required to report to the 
Central Repository the Industry Member Data regarding the routing, 
modification or cancellation of its quotes in Listed Options. Each 
Industry Member that is an Options Market Maker, however, is

[[Page 9925]]

required to report to the Exchange the time at which its quote in a 
Listed Option is sent to the Exchange (and, if applicable, any 
subsequent quote modification time and/or cancellation time when such 
modification or cancellation is originated by the Options Market 
Maker). This paragraph implements the Options Market Maker Quote 
Exemption, as discussed above.
(B) Timing of Recording and Reporting
    Paragraph (b) of proposed Rule 6.87 describes the requirements 
related to the timing of recording and reporting of Industry Member 
Data. Paragraphs (b)(i) through (b)(iii) of proposed Rule 6.87 set 
forth the requirements related to the timing of the recording and 
reporting requirements required in Section 6.4(b)(i) through (ii) of 
the CAT NMS Plan.
    Paragraph (b)(i) of proposed Rule 6.87 requires each Industry 
Member to record Recorded Industry Member Data contemporaneously with 
the applicable Reportable Event. Paragraph (b)(ii) of proposed Rule 
6.87 requires each Industry Member to report: (A) Recorded Industry 
Member Data to the Central Repository by 8:00 a.m. Eastern time on the 
Trading Day following the day the Industry Member records such Recorded 
Industry Member Data; and (B) Received Industry Member Data to the 
Central Repository by 8:00 a.m. Eastern time on the Trading Day 
following the day the Industry Member receives such Received Industry 
Member Data. Paragraph (b)(iii) states that Industry Members may, but 
are not required to, voluntarily report Industry Member Data prior to 
the applicable 8:00 a.m. Eastern time deadline.
(C) Applicable Securities
    Paragraph (c) of proposed Rule 6.87 describes the securities to 
which the recording and reporting requirements of proposed Rule 6.87 
apply. Paragraphs (c)(i) and (c)(ii) of proposed Rule 6.87 set forth 
the description of applicable securities as set forth in Section 
6.4(c)(i) and (ii) of the CAT NMS Plan, respectively. Paragraph (c)(i) 
of proposed Rule 6.87 requires each Industry Member to record and 
report to the Central Repository the Industry Member Data as set forth 
in paragraph (a) of proposed Rule 6.87 for each NMS Security registered 
or listed for trading on an exchange or admitted to unlisted trading 
privileges on an exchange. Paragraph (c)(ii) of proposed Rule 6.87 
requires each Industry Member to record and report to the Central 
Repository the Industry Member Data as set forth in paragraph (a) of 
proposed Rule 6.87 for each Eligible Security for which transaction 
reports are required to be submitted to a national securities 
association.
(D) Security Symbology
    Paragraph (d) of proposed Rule 6.87 describes the security 
symbology that Industry Members are required to use when reporting 
Industry Member Data to the Central Repository. Paragraph (d)(i) of 
proposed Rule 6.87 requires, for each exchange-listed Eligible 
Security, each Industry Member to report Industry Member Data to the 
Central Repository using the symbology format of the exchange listing 
the security. This requirement implements the requirement set forth in 
Section 2 of Appendix D of the CAT NMS Plan to use the listing exchange 
symbology when reporting data to the Central Repository for exchange-
listed Eligible Securities.
    For each Eligible Security that is not exchange-listed, however, 
there is no listing exchange to provide the symbology format. Moreover, 
to date, the requisite symbology format has not been determined. 
Therefore, paragraph (d)(ii) of proposed Rule 6.87 requires, for each 
Eligible Security that is not exchange-listed, each Industry Member to 
report Industry Member Data to the Central Repository using such 
symbology format as approved by the Operating Committee pursuant to the 
CAT NMS Plan. CBOE intends to announce to its Industry Members the 
relevant symbology formats established by the Operating Committee via 
Regulatory Circular.
(E) Error Correction
    To ensure that the CAT contains accurate data, the CAT NMS Plan 
requires Industry Members to correct erroneous data submitted to the 
Central Repository. Therefore, CBOE proposes to adopt paragraph (e) of 
proposed Rule 6.87, which addresses the correction of erroneous data 
reported to the Central Repository. Paragraph (e) of proposed Rule 6.87 
requires, for each Industry Member for which errors in Industry Member 
Data submitted to the Central Repository have been identified by the 
Plan Processor or otherwise, that such Industry Member submit corrected 
Industry Member Data to the Central Repository by 8:00 a.m. Eastern 
time on T+3. This requirement implements the error correction 
requirement set forth in Section 6 of Appendix D of the CAT NMS Plan.
(4) Customer Information Reporting
    Section 6.4(d)(iv) of the CAT NMS Plan requires Industry Members to 
submit to the Central Repository certain information related to their 
Customers in accordance with the Customer Information Approach 
discussed above. CBOE proposes Rule 6.88 (Customer Information 
Reporting) to implement this provision of the CAT NMS Plan with regard 
to its Industry Members. Specifically, paragraph (a) of proposed Rule 
6.88 requires each Industry Member to submit to the Central Repository 
the Firm Designated ID, Customer Account Information and Customer 
Identifying Information for each of its Customers with an Active 
Account prior to such Industry Member's commencement of reporting to 
the Central Repository and in accordance with the deadlines set forth 
in Rule 6.93.
    Paragraph (b) of proposed Rule 6.88 requires each Industry Member 
to submit to the Central Repository any updates, additions or other 
changes to the Firm Designated ID, Customer Account Information and 
Customer Identifying Information for each of its Customers with an 
Active Account on a daily basis.
    Paragraph (c) of proposed Rule 6.88 requires each Industry Member, 
on a periodic basis as designated by the Plan Processor and approved by 
the Operating Committee, to submit to the Central Repository a complete 
set of Firm Designated IDs, Customer Account Information and Customer 
Identifying Information for each of its Customers with an Active 
Account. This periodic refresh is intended to ensure that the Central 
Repository has the most current information identifying a Customer. 
CBOE intends to announce to its Industry Members when such a periodic 
refresh is required by the Plan Processor and the Operating Committee 
via Regulatory Circular.
    Finally, paragraph (d) of proposed Rule 6.88 addresses the 
correction of erroneous Customer data reported to the Central 
Repository to ensure an accurate audit trail. Paragraph (d) requires, 
for each Industry Member for which errors in Firm Designated ID, 
Customer Account Information and Customer Identifying Information for 
each of its Customers with an Active Account submitted to the Central 
Repository have been identified by the Plan Processor or otherwise, 
such Member to submit corrected data to the Central Repository by 5:00 
p.m. Eastern time on T+3. This requirement implements the error 
correction requirement set forth in Appendix C of the CAT NMS Plan.
(5) Industry Member Information Reporting
    Section 6.4(d)(vi) of the CAT NMS Plan requires Industry Members to

[[Page 9926]]

submit to the Central Repository information sufficient to identify 
such Industry Member, including CRD number and LEI, if such LEI has 
been obtained, in accordance with the Existing Identifier Approach 
discussed above. CBOE proposes Rule 6.89 (Industry Member Information 
Reporting) to implement this provision of the CAT NMS Plan with regard 
to its Industry Members. Specifically, proposed Rule 6.89 requires each 
Industry Member to submit to the Central Repository information 
sufficient to identify such Industry Member, including CRD number and 
LEI, if such LEI has been obtained, prior to such Industry Member's 
commencement of reporting to the Central Repository and in accordance 
with the deadlines set forth in Rule 6.93, and keep such information up 
to date as necessary.
(6) Time Stamps
    SEC Rule 613(d)(3) under Regulation NMS sets forth requirements for 
time stamps used by CAT Reporters in recording and reporting data to 
the CAT.\28\ To comply with this provision, Section 6.8(b) of the Plan 
sets forth time stamp requirements for Industry Members. To implement 
this provision with regard to its Industry Members, CBOE proposes Rule 
6.90 (Time Stamps) to require its Industry Members to comply with the 
time stamp requirements of the Plan.
---------------------------------------------------------------------------

    \28\ 17 CFR 242.613(d)(3).
---------------------------------------------------------------------------

    Paragraph (a) of proposed Rule 6.90 sets forth the time stamp 
increments to be used by Industry Members in their CAT reporting. 
Paragraph (a)(1) of proposed Rule 6.90 requires each Industry Member to 
record and report Industry Member Data to the Central Repository with 
time stamps in milliseconds, subject to paragraphs (a)(ii) and (b) of 
proposed Rule 6.90. To the extent that any Industry Member's order 
handling or execution systems utilize time stamps in increments finer 
than milliseconds, paragraph (a)(ii) of proposed Rule 6.90 requires 
such Industry Member to record and report Industry Member Data to the 
Central Repository with time stamps in such finer increment, subject to 
paragraph (b) of proposed Rule 6.90 regarding Manual Order Events and 
Allocation Reports.
    Paragraph (b) of proposed Rule 6.90 sets forth the permissible time 
stamp increments for Manual Order Events and Allocation Reports. 
Specifically, paragraph (b)(i) of proposed Rule 6.90 permits each 
Industry Member to record and report Manual Order Events to the Central 
Repository in increments up to and including one second, provided that 
each Industry Member is required to record and report the time when a 
Manual Order Event has been captured electronically in an order 
handling and execution system of such Member (i.e., electronic capture 
time) in milliseconds. In addition, paragraph (b)(ii) of proposed Rule 
6.90 permits each Industry Member to record and report the time of 
Allocation Reports in increments up to and including one second.
(7) Clock Synchronization Rule Violations
    Proposed Rule 6.91 (Clock Synchronization Rule Violations) 
describes potential violations of the clock synchronization time period 
requirements set forth in proposed Section F. Proposed Rule 6.91 states 
that an Industry Member that engages in a pattern or practice of 
reporting Reportable Events outside of the required clock 
synchronization time period as set forth in this Rule Series without 
reasonable justification or exceptional circumstances may be considered 
in violation of this Rule. This provision implements the requirements 
of Section 6.8 of the CAT NMS Plan which requires the Compliance Rule 
to provide that a pattern or practice of reporting events outside of 
the required clock synchronization time period without reasonable 
justification or exceptional circumstances may be considered a 
violation of SEC Rule 613 or the CAT NMS Plan.
(8) Connectivity and Data Transmission
    Proposed Rule 6.92 (Connectivity and Data Transmission) addresses 
connectivity and data transmission requirements related to the CAT. 
Paragraph (a) of proposed Rule 6.92 describes the format(s) for 
reporting Industry Member Data to the Central Repository, thereby 
implementing the formatting requirements as set forth in Section 6.4(a) 
of the CAT NMS Plan. Specifically, paragraph (a) of proposed Rule 6.92 
requires each Industry Member to transmit data as required under the 
CAT NMS Plan to the Central Repository utilizing such format(s) as may 
be provided by the Plan Processor and approved by the Operating 
Committee.
    Paragraph (b) of proposed Rule 6.92 addresses connectivity 
requirements related to the CAT. Paragraph (b) of proposed Rule 6.92 
requires each Industry Member to connect to the Central Repository 
using a secure method(s), including, but not limited to, private 
line(s) and virtual private network connection(s). This provision 
implements the connectivity requirements set forth in Section 4 of 
Appendix D to the CAT NMS Plan.
    Paragraph (c) permits Industry Members to use CAT Reporting Agents 
to fulfill their data reporting obligations related to the CAT. 
Paragraph (c) is based on FINRA Rule 7450(c), which permits OATS 
Reporting Members to enter into agreements with Reporting Agents to 
fulfill the OATS obligations of the OATS Reporting Member. 
Specifically, paragraph (c)(1) of proposed Rule 6.92 states that any 
Industry Member may enter into an agreement with a CAT Reporting Agent 
pursuant to which the CAT Reporting Agent agrees to fulfill the 
obligations of such Industry Member under proposed Section F. Any such 
agreement must be evidenced in writing, which specifies the respective 
functions and responsibilities of each party to the agreement that are 
required to effect full compliance with the requirements of proposed 
Section F. CBOE notes that, currently, no standardized form agreement 
for CAT Reporting Agent arrangements has been adopted. Paragraph 
(c)(ii) of proposed Rule 6.92 requires that all written documents 
evidencing an agreement with a CAT Reporting Agent be maintained by 
each party to the agreement. Paragraph (c)(iii) of proposed Rule 6.92 
states that each Industry Member remains primarily responsible for 
compliance with the requirements of proposed Section F, notwithstanding 
the existence of an agreement described in paragraph (c) of proposed 
Rule 6.92.
(9) Development and Testing
    CBOE proposes Rule 6.93 (Development and Testing) to address 
requirements for Industry Members related to CAT development and 
testing. Paragraph (a) of proposed Rule 6.93 sets forth the testing 
requirements and deadlines for Industry Members to develop and commence 
reporting to the Central Repository. These requirements are set forth 
in Appendix C to the CAT NMS Plan.
    Paragraph (a)(i) sets forth the deadlines related to connectivity 
and acceptance testing. Industry Members (other than Small Industry 
Members) are required to begin connectivity and acceptance testing with 
the Central Repository no later than August 15, 2018, and Small 
Industry Members are required to begin connectivity and acceptance 
testing with the Central Repository no later than August 15, 2019.
    Paragraph (a)(ii) sets forth the deadlines related to reporting 
Customer

[[Page 9927]]

and Industry Member information. Paragraph (a)(ii)(A) requires Industry 
Members (other than Small Industry Members) to begin reporting Customer 
and Industry Member information, as required by proposed Rules 6.88(a) 
and 6.89, respectively, to the Central Repository for processing no 
later than October 15, 2018. Paragraph (a)(ii)(B) requires Small 
Industry Members to begin reporting Customer and Industry Member 
information, as required by proposed Rules 6.88(a) and 6.89, 
respectively, to the Central Repository for processing no later than 
October 15, 2019.
    Paragraph (a)(iii) sets forth the deadlines related to the 
submission of order data. Under paragraph (a)(iii)(A), Industry Members 
(other than Small Industry Members) are permitted, but not required, to 
submit order data for testing purposes beginning no later than May 15, 
2018. In addition, Industry Members (other than Small Industry Members) 
are required to participate in the coordinated and structured testing 
of order submission, which will begin no later than August 15, 2018. 
Under paragraph (a)(iii)(B), Small Industry Members are permitted, but 
not required, to submit order data for testing purposes beginning no 
later than May 15, 2019. In addition, Small Industry Members are 
required to participate in the coordinated and structured testing of 
order submission, which will begin no later than August 15, 2019.
    Paragraph (a)(iv) states that Industry Members are permitted, but 
not required to, submit Quote Sent Times on Options Market Maker 
quotes, beginning no later than October 15, 2018.
    Paragraph (b) of proposed Rule 6.93 implements the requirement 
under the CAT NMS Plan that Industry Members participate in required 
industry testing with the Central Repository.\29\ Specifically, 
proposed Rule 6.93 requires that each Industry Member participate in 
testing related to the Central Repository, including any industry-wide 
disaster recovery testing, pursuant to the schedule established 
pursuant to the CAT NMS Plan. CBOE intends to announce to its Industry 
Members the schedule established pursuant to the CAT NMS Plan via 
Regulatory Circular.
---------------------------------------------------------------------------

    \29\ Adopting Release at 84725.
---------------------------------------------------------------------------

(10) Recordkeeping
    Proposed Rule 6.94 (Recordkeeping) sets forth the recordkeeping 
obligations related to the CAT for Industry Members. Proposed Rule 6.94 
requires each Industry Member to maintain and preserve records of the 
information required to be recorded under proposed Section F for the 
period of time and accessibility specified in SEC Rule 17a-4(b). The 
records required to be maintained and preserved under proposed Section 
F may be immediately produced or reproduced on ``micrographic media'' 
as defined in SEC Rule 17a-4(f)(1)(i) or by means of ``electronic 
storage media'' as defined in SEC Rule 17a-4(f)(1)(ii) that meet the 
conditions set forth in SEC Rule 17a-4(f) and be maintained and 
preserved for the required time in that form. Proposed Rule 6.94 is 
based on FINRA Rule 7440(a)(5), which sets forth the recordkeeping 
requirements related to OATS.
(11) Timely, Accurate and Complete Data
    SEC Rule 613 and the CAT NMS Plan emphasize the importance of the 
timeliness, accuracy, completeness and integrity of the data submitted 
to the CAT.\30\ Accordingly, proposed Rule 6.95 (Timely, Accurate and 
Complete Data) implements this requirement with regard to Industry 
Members. Paragraph (a) of proposed Rule 6.95 requires that Industry 
Members record and report data to the Central Repository as required by 
proposed Section F in a manner that ensures the timeliness, accuracy, 
integrity and completeness of such data.
---------------------------------------------------------------------------

    \30\ See SEC Rule 613(e)(4)(i)(D)(ii); and Section 6.5(d) of the 
CAT NMS Plan.
---------------------------------------------------------------------------

    In addition, without limiting the general requirement as set forth 
in paragraph (a), paragraph (b) of proposed Rule 6.95 requires Industry 
Members to accurately provide the LEIs in their records as required by 
proposed Section F and states that Industry Members may not knowingly 
submit inaccurate LEIs to the Central Repository. Paragraph (b) notes, 
however, that this requirement does not impose any additional due 
diligence obligations on Industry Members with regard to LEIs for CAT 
purposes. Accordingly, this provision does not impose any due diligence 
obligations beyond those that may exist today with respect to 
information associated with an LEI. Although Industry Members will not 
be required to perform additional due diligence with regard to the LEIs 
for CAT purposes, Industry Members will be required to accurately 
provide the LEIs in their records and may not knowingly submit 
inaccurate LEIs to the CAT. Paragraph (b) is consistent with the SEC's 
statements in the Approval Order for the CAT NMS Plan regarding an 
Industry Member's obligations regarding LEIs.\31\
---------------------------------------------------------------------------

    \31\ Approval Order at 84745.
---------------------------------------------------------------------------

    Paragraph (c) states that, if an Industry Member reports data to 
the Central Repository with errors such that its error percentage 
exceeds the maximum Error Rate established by the Operating Committee 
pursuant to the CAT NMS Plan, then such Industry Member would not be in 
compliance with proposed Section F. As discussed above, the initial 
maximum Error Rate is 5%, although the Error Rate is expected to be 
reduced over time. CBOE intends to announce to its Industry Members 
changes to the Error Rate established pursuant to the CAT NMS Plan via 
Regulatory Circular.
    Furthermore, paragraph (d) of proposed Rule 6.95 addresses 
Compliance Thresholds related to reporting data to the CAT. Proposed 
Rule 6.95 states that each Industry Member is required to meet a 
separate compliance threshold which will be an Industry Member-specific 
rate that may be used as the basis for further review or investigation 
into the Industry Member's performance with regard to the CAT (the 
``Compliance Thresholds''). Compliance Thresholds will compare an 
Industry Member's error rate to the aggregate Error Rate over a period 
of time to be defined by the Operating Committee. Compliance Thresholds 
will be set by the Operating Committee, and will be calculated at 
intervals to be set by the Operating Committee.\32\ Compliance 
Thresholds will include compliance with the data reporting and clock 
synchronization requirements. Proposed Rule 6.95 states that an 
Industry Member's performance with respect to its Compliance Threshold 
will not signify, as a matter of law, that such Industry Member has 
violated proposed Section F.
---------------------------------------------------------------------------

    \32\ Appendix C of the CAT NMS Plan.
---------------------------------------------------------------------------

(12) Compliance Dates
    Proposed Rule 6.96 (Compliance Dates) sets forth the compliance 
dates for the various provisions of proposed Section F. Paragraph (a) 
of proposed Rule 6.96 states that, except as set forth in paragraphs 
(b) and (c) of proposed Rule 6.96 or otherwise set forth in proposed 
Section F, the compliance date for proposed Section F is the approval 
date of the filing.\33\
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    \33\ Proposed Section F, except for provisions otherwise stated 
in the proposed rule change, will become effective upon approval of 
this rule filing. As proposed Section F will not be inserted into 
CBOE's Rules until that time, the proposed rule text states: 
``Except as set forth in paragraphs (b) and (c) of this Rule or 
otherwise set forth in this Section F, the Rules in this Section F 
are effective.''

---------------------------------------------------------------------------

[[Page 9928]]

    Paragraph (b) of proposed Rule 6.96 establishes the compliance 
dates for the clock synchronization requirements as set forth in 
proposed Rule 6.96. Paragraph (b)(i) states that each Industry Member 
shall comply with 6.86 with regard to Business Clocks that capture time 
in milliseconds commencing on or before March 15, 2017. Paragraph 
(b)(ii) states that each Industry Member shall comply with Rule 6.86 
with regard to Business Clocks that do not capture time in milliseconds 
commencing on or before February 19, 2018. The compliance date set 
forth in paragraph (b)(i) reflects the exemptive relief the 
Participants intend to request with regard to the clock synchronization 
requirements related to Business Clocks that do not capture time in 
milliseconds.
    Paragraph (c) of proposed Rule 6.96 establishes the compliance 
dates for the data recording and reporting requirements for Industry 
Members. Paragraph (c)(i) requires each Industry Member (other than 
Small Industry Members) to record and report the Industry Member Data 
to the Central Repository by November 15, 2018. Paragraph (c)(ii) 
requires that each Industry Member that is a Small Industry Member to 
record and report the Industry Member Data to the Central Repository by 
November 15, 2019. Such compliance dates are consistent with the 
compliance dates set forth in SEC Rule 613(a)(3)(v) and (vi), and 
Section 6.7(a)(v) and (vi) of the CAT NMS Plan.
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.\34\ Specifically, the Exchange believes the proposed rule change 
is consistent with the Section 6(b)(5) \35\ requirements that the rules 
of an exchange be 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 regulating, 
clearing, settling, processing information with respect to, and 
facilitating transactions in securities, to remove impediments to and 
perfect the mechanism of a free and open market and a national market 
system, and, in general, to protect investors and the public interest. 
Additionally, the Exchange believes the proposed rule change is 
consistent with the Section 6(b)(5) \36\ requirement that the rules of 
an exchange not be designed to permit unfair discrimination between 
customers, issuers, brokers, or dealers and the Section 6(b)(8) \37\ 
requirement that the rules of an exchange not impose any burden on 
competition that is not necessary or appropriate.
---------------------------------------------------------------------------

    \34\ 15 U.S.C. 78f(b).
    \35\ 15 U.S.C. 78f(b)(5).
    \36\ Id.
    \37\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------

    The Exchange believes that this proposal is consistent with the Act 
because it implements, interprets or clarifies the provisions of the 
Plan, and is designed to assist the Exchange and its Industry Members 
in meeting regulatory obligations pursuant to the Plan. In approving 
the Plan, the Commission noted the Plan ``is necessary and appropriate 
in the public interest, for the protection of investors and the 
maintenance of fair and orderly markets, to remove impediments to, and 
perfect the mechanism of a national market system, or is otherwise in 
furtherance of the purposes of the Act.'' \38\ To the extent that this 
proposal implements, interprets or clarifies the Plan and applies 
specific requirements to Industry Members, the Exchange believes that 
this proposal furthers the objectives of the Plan, as identified by the 
Commission, and is therefore consistent with the Act.
---------------------------------------------------------------------------

    \38\ Approval Order at 84697.
---------------------------------------------------------------------------

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

    CBOE does not believe that the proposed rule change will result in 
any burden on competition that is not necessary or appropriate in 
furtherance of the purposes of the Act. CBOE notes that the proposed 
rule change implements provisions of the CAT NMS Plan, and is designed 
to assist CBOE in meeting its regulatory obligations pursuant to the 
Plan. CBOE also notes that proposed Section F implementing provisions 
of the CAT NMS Plan will apply equally to all firms that trade NMS 
Securities and OTC Equity Securities. In addition, all national 
securities exchanges and FINRA are proposing rules virtually identical 
to proposed Section F. Therefore, this is not a competitive rule 
filing, and, therefore, it does not impose a burden on competition.

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

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period up to 90 days (i) as the 
Commission may designate if it finds such longer period to be 
appropriate and publishes its reasons for so finding or (ii) as to 
which the Exchange consents, the Commission will:
    A. By order approve or disapprove such proposed rule change, or
    B. institute proceedings to determine whether the proposed rule 
change should be 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-CBOE-2017-012 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-CBOE-2017-012. 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

[[Page 9929]]

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-2017-012 and should be 
submitted on or before March 1, 2017.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\39\
---------------------------------------------------------------------------

    \39\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Robert W. Errett,
Deputy Secretary.
[FR Doc. 2017-02555 Filed 2-7-17; 8:45 am]
 BILLING CODE 8011-01-P