Self-Regulatory Organizations; Cboe EDGA Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Harmonize the Definition of Non-Professional User in Its Fee Schedule With That of Its Affiliates, 3203-3205 [2018-01089]
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Federal Register / Vol. 83, No. 15 / Tuesday, January 23, 2018 / Notices
provisions of 5 U.S.C. 552, will be
available for website viewing and
printing in the Commission’s Public
Reference Room, 100 F Street NE,
Washington, DC 20549, on official
business days between the hours of
10:00 a.m. and 3:00 p.m. Copies of the
filing also will be available for
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number SR–ISE–2018–04 and should be
submitted on or before February 13,
2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.39
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–01092 Filed 1–22–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–82518; File No. SR–
CboeEDGA–2018–001]
Self-Regulatory Organizations; Cboe
EDGA Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Harmonize
the Definition of Non-Professional User
in Its Fee Schedule With That of Its
Affiliates
sradovich on DSK3GMQ082PROD with NOTICES
January 17, 2018.
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 8,
2018, Cboe EDGA Exchange, Inc. (the
‘‘Exchange’’ or ‘‘EDGA’’) filed with the
Securities and Exchange Commission
(the ‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the Exchange. The Exchange has
designated this proposal as a ‘‘noncontroversial’’ proposed rule change
pursuant to Section 19(b)(3)(A) of the
Act 3 and Rule 19b–4(f)(6)(iii)
thereunder,4 which renders it effective
upon filing with the Commission. The
Commission is publishing this notice to
39 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A).
4 17 CFR 240.19b–4(f)(6)(iii).
19:38 Jan 22, 2018
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange filed a proposal to
amend the Market Data section of its fee
schedule to harmonize the definition of
‘‘Non-Professional User’’ with that of its
affiliates, Cboe Exchange, Inc. (‘‘Cboe’’)
and Cboe C2 Exchange, Inc. (‘‘C2’’).
The text of the proposed rule change
is available at the Exchange’s website at
www.markets.cboe.com, at the principal
office of the Exchange, and at the
Commission’s Public Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in Sections A, B, and C below, of
the most significant parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to amend the
Market Data section of its fee schedule
to harmonize the definition of ‘‘NonProfessional User’’ with that of its
affiliates, Cboe and C2. In late 2016, the
Exchange and its affiliates Cboe EDGX
Exchange, Inc. (‘‘EDGX’’), Cboe BYX
Exchange, Inc. (‘‘BYX’’), and Cboe BZX
Exchange, Inc. (‘‘BZX’’) received
approval to effect a merger (the
‘‘Merger’’) of the Exchange’s parent
company, Bats Global Markets, Inc., the
parent of EDGA, EDGX, BYX, and BZX
with CBOE Holding, Inc. (now known as
Cboe Global Markets, Inc.) the parent
company of Cboe and C2.5 In order to
provide consistent rules and
terminology amongst the Exchange,
Cboe, and C2, the Exchange proposes to
amend the definition of ‘‘NonProfessional User’’ to harmonize it with
that of its affiliates, Cboe and C2.
5 See Securities Exchange Act Release No. 79585
(December 16, 2016), 82 FR 6961 (December 22,
2016) (SR–BatsEDGX–2016–60; SR–BatsEDGA–
2016–24; SR–BatsBYX–2017–29; and SR–BatsBYX–
2016–68).
1 15
VerDate Sep<11>2014
solicit comments on the proposed rule
change from interested persons.
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The EDGX Option’s fee schedule
currently defines ‘‘Non-Professional
User’’ as:
a natural person who is not: (i) Registered or
qualified in any capacity with the
Commission, the Commodity Futures
Trading Commission, any state securities
agency, any securities exchange or
association, or any commodities or futures
contract market or association; (ii) engaged as
an ‘‘investment adviser’’ as that term is
defined in Section 202(a)(11) of the
Investment Advisers Act of 1940 (whether or
not registered or qualified under that Act); or
(iii) employed by a bank or other
organization exempt from registration under
federal or state securities laws to perform
functions that would require registration or
qualification if such functions were
performed for an organization not so exempt.
As amended, ‘‘Non-Professional User’’
would be defined as:
a natural person or qualifying trust that uses
Data only for personal purposes and not for
any commercial purpose and, for a natural
person who works in the United States, is
not: (i) Registered or qualified in any capacity
with the Securities and Exchange
Commission, the Commodities Futures
Trading Commission, any state securities
agency, any securities exchange or
association, or any commodities or futures
contract market or association; (ii) engaged as
an ‘‘investment adviser’’ as that term is
defined in Section 202(a)(11) of the
Investment Advisors Act of 1940 (whether or
not registered or qualified under that Act); or
(iii) employed by a bank or other
organization exempt from registration under
federal or state securities laws to perform
functions that would require registration or
qualification if such functions were
performed for an organization not so exempt;
or, for a natural person who works outside
of the United States, does not perform the
same functions as would disqualify such
person as a Non-Professional User if he or
she worked in the United States.
The revised definition is substantially
identical to the definition of ‘‘NonProfessional User’ included within the
Cboe and C2 fee schedules.6 The
Exchange’s current definition of ‘‘NonProfessional User’’ does differ from that
contained in the Cboe and C2 fee
schedules in following minor, nonsubstantive ways. First, the harmonized
definition will make clear that a NonProfessional User may be a natural
person or qualifying trust that uses Data
only for personal purposes and not for
any commercial purpose. To date, the
Exchange is not aware of any entity that
6 See the Cboe fee schedule available at https://
www.cboe.org/general-info/pdfframed?content=/
publish/mdxfees/cboe-cds-fees-schedule-for-cboedatafeeds.pdf§ion=SEC_MDX_CSM&title=
Cboe%20CDS%20Fees%20Schedule and the C2 fee
schedule available at https://www.cboe.org/generalinfo/pdfframed?content=/publish/mdxfees/c2-cdsfees-schedule.pdf§ion=SEC_MDX_CSM&title=
C2%20CDS%20Fees%20Schedule.
E:\FR\FM\23JAN1.SGM
23JAN1
3204
Federal Register / Vol. 83, No. 15 / Tuesday, January 23, 2018 / Notices
receives an Exchange market data
product would be deemed a qualifying
trust and, therefore, has not had to
determine whether such entity is a
Professional or Non-Professional User
under the prior definition. Second, the
harmonized definition would specify
that a natural person who works outside
of the United States would not be
deemed a Non-Professional User where
that person does not perform the same
functions as would disqualify such
person as a Non-Professional User if he
or she worked in the United States. The
definition with regard to natural persons
who work in the United States are
substantively identical amongst the old
and harmonized definition.
None of these differences impact the
manner in which the Exchange would
characterize a User and a Professional or
Non-Professional. The harmonized
definition would provide additional
specificity while harmonizing the
definition with that of its affiliates.
Doing so would ensure consistent terms
amongst the Exchange and its affiliates,
thereby reducing the potential for
confusion amongst market data
subscribers regarding the type of User
they may be considered by the
Exchange.
sradovich on DSK3GMQ082PROD with NOTICES
2. Statutory Basis
The Exchange believes that the
proposed rule change is consistent with
the objectives of Section 6 of the Act,7
in general, and furthers the objectives of
Section 6(b)(5) of the Act 8 in particular,
in that it is designed to promote just and
equitable principles of trade, to foster
cooperation and coordination with
persons engaged in 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. The harmonized
definition of Non-Professional User is
equitable, reasonable, and removes
impediments to and perfect the
mechanism of a free and open market
and a national market system it would
provide additional specificity while
harmonizing the definition with that of
its affiliates. Doing so would ensure
consistent terms amongst the Exchange
and its affiliates, thereby reducing the
potential for confusion amongst market
data subscribers regarding the type of
User they may be considered by the
Exchange.
7 15
8 15
U.S.C. 78f.
U.S.C. 78f(b)(5).
VerDate Sep<11>2014
17:59 Jan 22, 2018
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange 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, as amended.
The harmonized definition of NonProfessional User would have no impact
on competition because it does not
materially alter the definition.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
The Exchange has neither solicited
nor received written comments on the
proposed rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule
change does not: (i) Significantly affect
the protection of investors or the public
interest; (ii) impose any significant
burden on competition; and (iii) become
operative for 30 days from the date on
which it was filed, or such shorter time
as the Commission may designate, it has
become effective pursuant to Section
19(b)(3)(A)(iii) of the Act 9 and
subparagraph (f)(6) of Rule 19b–4
thereunder.10 In addition, Rule 19b–
4(f)(6) requires a self-regulatory
organization to give the Commission
written notice of its intent to file the
proposed rule change, along with a brief
description and text of the proposed
rule change, at least five business days
prior to the date of filing of the
proposed rule change, or such shorter
time as designated by the Commission.
The Exchange has satisfied this
requirement.
In its filing, the Exchange requested
that the Commission waive the 30-day
operative delay in order to enable the
Exchange to immediately ensure
consistent use of terms amongst the
Exchange and its affiliates, thereby
reducing the potential for confusion
amongst market data subscribers
regarding the type of User they may be
considered by the Exchange. The
Commission believes that such waiver is
consistent with the protection of
investors and the public interest.
Therefore, the Commission designates
the proposed rule change to be operative
upon filing. For purposes only of
waiving the 30-day operative delay, the
Commission has also considered the
9 15
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6).
10 17
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proposed rule’s impact on efficiency,
competition, and capital formation.11
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is: (i) Necessary or appropriate in
the public interest; (ii) for the protection
of investors; or (iii) otherwise in
furtherance of the purposes of the Act.
If the Commission takes such action, the
Commission shall institute proceedings
to determine whether the proposed rule
should be approved or disapproved.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
Electronic Comments
• Use the Commission’s internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
CboeEDGA–2018–001 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 CboeEDGA–2018–001. 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 website (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 website 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
11 See
E:\FR\FM\23JAN1.SGM
15 U.S.C. 78c(f).
23JAN1
Federal Register / Vol. 83, No. 15 / Tuesday, January 23, 2018 / Notices
inspection and copying at the principal
office of the Exchange. All comments
received will be posted without change.
Persons submitting comments are
cautioned that we do not redact or edit
personal identifying information from
comment submissions. You should
submit only information that you wish
to make available publicly. All
submissions should refer to File
Number CboeEDGA–2018–001 and
should be submitted on or before
February 13, 2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.12
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–01089 Filed 1–22–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–82522; File No. SR–
BatsBZX–2017–34]
Self-Regulatory Organizations; Bats
BZX Exchange, Inc.; Notice of Filing of
Amendment No. 1 and Order Granting
Approval of a Proposed Rule Change,
as Modified by Amendment No. 1, To
Introduce Cboe Market Close, a
Closing Match Process for Non-BZX
Listed Securities Under New Exchange
Rule 11.28
January 17, 2018.
sradovich on DSK3GMQ082PROD with NOTICES
I. Introduction
On May 5, 2017, Bats BZX Exchange,
Inc. (now known as Cboe BZX
Exchange, Inc.) (‘‘BZX’’ or ‘‘Exchange’’)
filed with the Securities and Exchange
Commission (‘‘Commission’’), pursuant
to Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’) 1 and Rule
19b–4 thereunder,2 a proposed rule
change to adopt Bats Market Close, a
closing match process for non-BZX
Listed Securities. The proposed rule
change was published for comment in
the Federal Register on May 22, 2017.3
On July 3, 2017, the Commission
designated a longer period within which
to approve the proposed rule change,
disapprove the proposed rule change, or
institute proceedings to determine
whether the proposed rule change
should be disapproved.4 The
Commission received 54 comment
12 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 See Securities Exchange Act Release No. 80683
(May 16, 2017), 82 FR 23320 (‘‘Notice’’).
4 See Securities Exchange Act Release No. 81072,
82 FR 31792 (July 10, 2017).
1 15
VerDate Sep<11>2014
17:59 Jan 22, 2018
Jkt 244001
letters on the proposed rule change,
including a response from the
Exchange.5 On August 18, 2017, the
5 See Letters to Brent J. Fields, Secretary,
Commission, from: (1) Donald K. Ross, Jr.,
Executive Chairman, PDQ Enterprise, LLC, dated
June 6, 2017 (‘‘PDQ Letter’’); (2) Edward S. Knight,
Executive Vice President and General Counsel,
Nasdaq, Inc., dated June 12, 2017 (‘‘Nasdaq Letter
1’’); (3) Ray Ross, Chief Technology Officer,
Clearpool Group, dated June 12, 2017 (‘‘Clearpool
Letter’’); (4) Venu Palaparthi, SVP, Compliance,
Regulatory and Government Affairs, Virtu
Financial, dated June 12, 2017 (‘‘Virtu Letter’’); (5)
Theodore R. Lazo, Managing Director and Associate
General Counsel, SIFMA, dated June 13, 2017
(‘‘SIFMA Letter 1’’); (6) Elizabeth K. King, General
Counsel and Corporate Secretary, New York Stock
Exchange (‘‘NYSE’’), dated June 13, 2017 (‘‘NYSE
Letter 1’’); (7) John M. Bowers, Bowers Securities,
dated June 14, 2017 (‘‘Bowers Letter’’); (8) Jonathan
D. Corpina, Senior Managing Partner, Meridian
Equity Partners, dated June 16, 2017 (‘‘Meridian
Letter’’); (9) Fady Tanios, Chief Executive Officer,
and Brian Fraioli, Chief Compliance Officer,
Americas Executions, LLC, dated June 16, 2017
(‘‘Americas Executions Letter’’); (10) Ari M.
Rubenstein, Co-Founder and Chief Executive
Officer, GTS Securities LLC, dated June 22, 2017
(‘‘GTS Securities Letter 1’’); (11) John Ramsay, Chief
Market Policy Officer, Investors Exchange LLC,
dated June 23, 2017 (‘‘IEX Letter’’); (12) Jay S.
Sidhu, Chairman, Chief Executive Officer,
Customers Bancorp, Inc., dated June 27, 2017
(‘‘Customers Bancorp Letter’’); (13) Joanne
Freiberger, Vice President, Treasurer, Masonite
International Corporation, dated June 27, 2017
(‘‘Masonite International Letter’’); (14) David B.
Griffith, Investor Relations Manager, Orion Group
Holdings, Inc., dated June 27, 2017 (‘‘Orion Group
Letter’’); (15) Kieran O’Sullivan, Chairman,
President and CEO, CTS Corporation, dated June
28, 2017 (‘‘CTS Corporation Letter’’); (16) Sherri
Brillon, Executive Vice-President and Chief
Financial Officer, Encana Corporation, dated June
29, 2017 (‘‘Encana Letter’’); (17) Steven C. Lilly,
Chief Financial Officer, Triangle Capital
Corporation, dated June 29, 2017 (‘‘Triangle Capital
Letter’’); (18) Robert F. McCadden, Executive Vice
President and Chief Financial Officer, Pennsylvania
Real Estate Investment Trust, dated June 29, 2017
(‘‘Pennsylvania REIT Letter’’); (19) Andrew Stevens,
General Counsel, IMC Financial Markets, dated
June 30, 2017 (‘‘IMC Letter’’); (20) Daniel S. Tucker,
Senior Vice President and Treasurer, Southern
Company, dated July 5, 2017 (‘‘Southern Company
Letter’’); (21) Cole Stevens, Investor Relations
Associate, Nobilis Health, dated July 6, 2017
(‘‘Nobilis Health Letter’’); (22) Mehmet Kinak, Head
of Global Equity Market Structure & Electronic
Trading, et al., T. Rowe Price Associates, Inc., dated
July 7, 2017 (‘‘T. Rowe Price Letter’’); (23) David L.
Dragics, Senior Vice President, Investor Relations,
CACI International Inc., dated July 7, 2017 (‘‘CACI
Letter’’); (24) Mark A. Stegeman, Senior Vice
President & CFO, Turning Point Brands, Inc., dated
July 12, 2017 (‘‘Turning Point Letter’’); (25) Jon R.
Moeller, Vice Chair and Chief Financial Officer, and
Deborah J. Majoras, Chief Legal Officer and
Secretary, The Proctor & Gamble Company, dated
July 12, 2017 (‘‘P&G Letter’’); (26) Christopher A.
Iacovella, Chief Executive Officer, Equity Dealers of
America, dated July 12, 2017 (‘‘EDA Letter’’); (27)
Rob Bernshteyn, Chief Executive Officer, Chairman
Board of Directors, Coupa Software, Inc., dated July
12, 2017 (‘‘Coupa Software Letter’’); (28) Sally J.
Curley, Senior Vice President, Investor Relations,
Cardinal Health, Inc., dated July 14, 2017
(‘‘Cardinal Health Letter’’); (29) Mickey Foster, Vice
President, Investor Relations, FedEx Corporation,
dated July 14, 2017 (‘‘FedEx Letter’’); (30)
Alexander J. Matturri, CEO, S&P Dow Jones Indices,
dated July 18, 2017 (‘‘SPDJI Letter’’); (31) John L.
Killea, Chief Legal Officer, Stewart Information
PO 00000
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3205
Commission instituted proceedings
under Section 19(b)(2)(B) of the Act 6 to
determine whether to approve or
disapprove the proposed rule change.7
Thereafter, the Commission received
nine more comment letters, including
three responses from the Exchange.8 On
Services, dated July 19, 2017 (‘‘Stewart Letter’’);
(32) M. Farooq Kathwari, Chairman, President &
CEO, Ethan Allen Interiors, Inc., dated July 24, 2017
(‘‘Ethan Allen Letter’’); (33) Jeff Green, Founder,
Chief Executive Officer and Chairman of the Board
of Directors, The Trade Desk Inc., dated July 26,
2017 (‘‘Trade Desk Letter’’); (34) James J. Angel,
Associate Professor, McDonough School of
Business, Georgetown University, dated July 30,
2017 (‘‘Angel Letter’’); (35) Jon Stonehouse, CEO,
and Tom Staab, CFO, BioCryst Pharmaceuticals,
Inc., dated July 31, 2017 (‘‘BioCryst Letter’’); (36)
Peter Campbell, Chief Financial Officer, Mimecast,
dated July 31, 2017 (‘‘Mimecast Letter’’); (37) Joanne
Moffic-Silver, Executive Vice President, General
Counsel, and Corporate Secretary, Bats Global
Markets, Inc., dated August 2, 2017 (‘‘BZX Letter
1’’); (38) David M. Weisberger, Head of Equities,
ViableMkts, dated August 3, 2017 (‘‘ViableMkts
Letter’’); (39) Charles Beck, Chief Financial Officer,
Digimarc Corporation, dated August 3, 2017
(‘‘Digimarc Letter’’); (40) Elizabeth K. King, General
Counsel and Corporate Secretary, NYSE, dated
August 9, 2017 (‘‘NYSE Letter 2’’); (41)
Representative Sean P. Duffy and Representative
Gregory W. Meeks, dated August 9, 2017 (‘‘Duffy/
Meeks Letter’’); (42) Michael J. Chewens, Senior
Executive Vice President & Chief Financial Officer,
NBT Bancorp Inc., dated August 11, 2017 (‘‘NBT
Bancorp Letter’’); (43) Barry Zwarenstein, Chief
Financial Officer, Five9, Inc., dated August 11, 2017
(‘‘Five9 Letter’’); (44) William A. Backus, Chief
Financial Officer & Treasurer, Balchem Corporation,
dated August 15, 2017 (‘‘Balchem Letter’’); (45)
Raiford Garrabrant, Director, Investor Relations,
Cree, Inc., dated August 15, 2017 (‘‘Cree Letter’’);
(46) Steven Paladino, Executive Vice President &
Chief Financial Officer, Henry Schein, Inc., dated
August 16, 2017 (‘‘Henry Schein Letter’’); (47)
Theodore Jenkins, Senior Director, Investor
Relations and Communications, Corbus
Pharmaceuticals, Inc., dated August 17, 2017
(‘‘Corbus Letter’’); (48) Ari M. Rubenstein, CoFounder and Chief Executive Officer, GTS
Securities LLC, dated August 17, 2017 (‘‘GTS
Securities Letter 2’’); (49) Cameron Bready, Senior
Executive VP, Chief Financial Officer, Global
Payments Inc., dated August 17, 2017 (‘‘Global
Payments Letter’’); (50) Mike Gregoire, CEO, CA
Technologies, dated August 17, 2017 (‘‘CA
Technologies Letter’’); (51) Patrick L. Donnelly,
Executive Vice President & General Counsel, Sirius
XMHoldings Inc., dated August 17, 2017 (‘‘Sirius
Letter’’); (52) Theodore R. Lazo, Managing Director
and Associate General Counsel, SIFMA, dated
August 18, 2017 (‘‘SIFMA Letter 2’’); (53) Donald
Bollerman, dated August 18, 2017 (‘‘Bollerman
Letter’’); and (54) Sarah A. O’Dowd, Senior Vice
President, Chief Legal Officer and Secretary, Lam
Research Corporation, dated August 18, 2017 (‘‘Lam
Letter’’).
6 15 U.S.C. 78s(b)(2)(B).
7 See Securities Exchange Act Release No. 81437,
82 FR 40202 (August 24, 2017) (‘‘OIP’’). In the OIP,
the Commission specifically requested comment on
eight series of questions. See id. at 40210–11.
8 See Letters to Brent J. Fields, Secretary,
Commission, from: (1) Gabrielle Rabinovitch, VP,
Investor Relations, PayPal Holdings, Inc., dated
September 12, 2017 (‘‘PayPal Letter’’); (2) Edward
S. Knight, Executive Vice President and General
Counsel, Nasdaq, Inc., dated September 18, 2017
(‘‘Nasdaq Letter 2’’); (3) Joanne Moffic-Silver,
Executive Vice President, General Counsel, and
E:\FR\FM\23JAN1.SGM
Continued
23JAN1
]]>Agencies
[Federal Register Volume 83, Number 15 (Tuesday, January 23, 2018)]
[Notices]
[Pages 3203-3205]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-01089]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-82518; File No. SR-CboeEDGA-2018-001]
Self-Regulatory Organizations; Cboe EDGA Exchange, Inc.; Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change To
Harmonize the Definition of Non-Professional User in Its Fee Schedule
With That of Its Affiliates
January 17, 2018.
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 8, 2018, Cboe EDGA Exchange, Inc. (the ``Exchange'' or
``EDGA'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and II
below, which Items have been prepared by the Exchange. The Exchange has
designated this proposal as a ``non-controversial'' proposed rule
change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-
4(f)(6)(iii) thereunder,\4\ which renders it effective upon filing with
the Commission. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A).
\4\ 17 CFR 240.19b-4(f)(6)(iii).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange filed a proposal to amend the Market Data section of
its fee schedule to harmonize the definition of ``Non-Professional
User'' with that of its affiliates, Cboe Exchange, Inc. (``Cboe'') and
Cboe C2 Exchange, Inc. (``C2'').
The text of the proposed rule change is available at the Exchange's
website at www.markets.cboe.com, at the principal office of the
Exchange, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
Sections A, B, and C below, of the most significant parts of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend the Market Data section of its fee
schedule to harmonize the definition of ``Non-Professional User'' with
that of its affiliates, Cboe and C2. In late 2016, the Exchange and its
affiliates Cboe EDGX Exchange, Inc. (``EDGX''), Cboe BYX Exchange, Inc.
(``BYX''), and Cboe BZX Exchange, Inc. (``BZX'') received approval to
effect a merger (the ``Merger'') of the Exchange's parent company, Bats
Global Markets, Inc., the parent of EDGA, EDGX, BYX, and BZX with CBOE
Holding, Inc. (now known as Cboe Global Markets, Inc.) the parent
company of Cboe and C2.\5\ In order to provide consistent rules and
terminology amongst the Exchange, Cboe, and C2, the Exchange proposes
to amend the definition of ``Non-Professional User'' to harmonize it
with that of its affiliates, Cboe and C2.
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\5\ See Securities Exchange Act Release No. 79585 (December 16,
2016), 82 FR 6961 (December 22, 2016) (SR-BatsEDGX-2016-60; SR-
BatsEDGA-2016-24; SR-BatsBYX-2017-29; and SR-BatsBYX-2016-68).
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The EDGX Option's fee schedule currently defines ``Non-Professional
User'' as:
a natural person who is not: (i) Registered or qualified in any
capacity with the Commission, the Commodity Futures Trading
Commission, any state securities agency, any securities exchange or
association, or any commodities or futures contract market or
association; (ii) engaged as an ``investment adviser'' as that term
is defined in Section 202(a)(11) of the Investment Advisers Act of
1940 (whether or not registered or qualified under that Act); or
(iii) employed by a bank or other organization exempt from
registration under federal or state securities laws to perform
functions that would require registration or qualification if such
functions were performed for an organization not so exempt.
As amended, ``Non-Professional User'' would be defined as:
a natural person or qualifying trust that uses Data only for
personal purposes and not for any commercial purpose and, for a
natural person who works in the United States, is not: (i)
Registered or qualified in any capacity with the Securities and
Exchange Commission, the Commodities Futures Trading Commission, any
state securities agency, any securities exchange or association, or
any commodities or futures contract market or association; (ii)
engaged as an ``investment adviser'' as that term is defined in
Section 202(a)(11) of the Investment Advisors Act of 1940 (whether
or not registered or qualified under that Act); or (iii) employed by
a bank or other organization exempt from registration under federal
or state securities laws to perform functions that would require
registration or qualification if such functions were performed for
an organization not so exempt; or, for a natural person who works
outside of the United States, does not perform the same functions as
would disqualify such person as a Non-Professional User if he or she
worked in the United States.
The revised definition is substantially identical to the definition
of ``Non-Professional User' included within the Cboe and C2 fee
schedules.\6\ The Exchange's current definition of ``Non-Professional
User'' does differ from that contained in the Cboe and C2 fee schedules
in following minor, non-substantive ways. First, the harmonized
definition will make clear that a Non-Professional User may be a
natural person or qualifying trust that uses Data only for personal
purposes and not for any commercial purpose. To date, the Exchange is
not aware of any entity that
[[Page 3204]]
receives an Exchange market data product would be deemed a qualifying
trust and, therefore, has not had to determine whether such entity is a
Professional or Non-Professional User under the prior definition.
Second, the harmonized definition would specify that a natural person
who works outside of the United States would not be deemed a Non-
Professional User where that person does not perform the same functions
as would disqualify such person as a Non-Professional User if he or she
worked in the United States. The definition with regard to natural
persons who work in the United States are substantively identical
amongst the old and harmonized definition.
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\6\ See the Cboe fee schedule available at https://www.cboe.org/general-info/pdfframed?content=/publish/mdxfees/cboe-cds-fees-schedule-for-cboe-datafeeds.pdf§ion=SEC_MDX_CSM&title=Cboe%20CDS%20Fees%20Schedule
and the C2 fee schedule available at https://www.cboe.org/general-info/pdfframed?content=/publish/mdxfees/c2-cds-fees-schedule.pdf§ion=SEC_MDX_CSM&title=C2%20CDS%20Fees%20Schedule.
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None of these differences impact the manner in which the Exchange
would characterize a User and a Professional or Non-Professional. The
harmonized definition would provide additional specificity while
harmonizing the definition with that of its affiliates. Doing so would
ensure consistent terms amongst the Exchange and its affiliates,
thereby reducing the potential for confusion amongst market data
subscribers regarding the type of User they may be considered by the
Exchange.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with the objectives of Section 6 of the Act,\7\ in general, and
furthers the objectives of Section 6(b)(5) of the Act \8\ in
particular, in that it is designed to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in 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. The harmonized definition of Non-Professional User is
equitable, reasonable, and removes impediments to and perfect the
mechanism of a free and open market and a national market system it
would provide additional specificity while harmonizing the definition
with that of its affiliates. Doing so would ensure consistent terms
amongst the Exchange and its affiliates, thereby reducing the potential
for confusion amongst market data subscribers regarding the type of
User they may be considered by the Exchange.
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\7\ 15 U.S.C. 78f.
\8\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange 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, as amended. The
harmonized definition of Non-Professional User would have no impact on
competition because it does not materially alter the definition.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange has neither solicited nor received written comments on
the proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule change does not: (i)
Significantly affect the protection of investors or the public
interest; (ii) impose any significant burden on competition; and (iii)
become operative for 30 days from the date on which it was filed, or
such shorter time as the Commission may designate, it has become
effective pursuant to Section 19(b)(3)(A)(iii) of the Act \9\ and
subparagraph (f)(6) of Rule 19b-4 thereunder.\10\ In addition, Rule
19b-4(f)(6) requires a self-regulatory organization to give the
Commission written notice of its intent to file the proposed rule
change, along with a brief description and text of the proposed rule
change, at least five business days prior to the date of filing of the
proposed rule change, or such shorter time as designated by the
Commission. The Exchange has satisfied this requirement.
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\9\ 15 U.S.C. 78s(b)(3)(A)(iii).
\10\ 17 CFR 240.19b-4(f)(6).
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In its filing, the Exchange requested that the Commission waive the
30-day operative delay in order to enable the Exchange to immediately
ensure consistent use of terms amongst the Exchange and its affiliates,
thereby reducing the potential for confusion amongst market data
subscribers regarding the type of User they may be considered by the
Exchange. The Commission believes that such waiver is consistent with
the protection of investors and the public interest. Therefore, the
Commission designates the proposed rule change to be operative upon
filing. For purposes only of waiving the 30-day operative delay, the
Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation.\11\
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\11\ See 15 U.S.C. 78c(f).
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At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is: (i)
Necessary or appropriate in the public interest; (ii) for the
protection of investors; or (iii) otherwise in furtherance of the
purposes of the Act. If the Commission takes such action, the
Commission shall institute proceedings to determine whether the
proposed rule should be approved or disapproved.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
Send an email to [email protected]. Please include
File Number SR-CboeEDGA-2018-001 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 CboeEDGA-2018-001. 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 website (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 website 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 3205]]
inspection and copying at the principal office of the Exchange. All
comments received will be posted without change. Persons submitting
comments are cautioned that we do not redact or edit personal
identifying information from comment submissions. You should submit
only information that you wish to make available publicly. All
submissions should refer to File Number CboeEDGA-2018-001 and should be
submitted on or before February 13, 2018.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\12\
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\12\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-01089 Filed 1-22-18; 8:45 am]
BILLING CODE 8011-01-P
