Self-Regulatory Organizations; Cboe C2 Exchange, Inc.; Notice of Filing of a Proposed Rule Change Relating To Adopt Complex Reserve Order Functionality, 60916-60920 [2018-25884]
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60916
Federal Register / Vol. 83, No. 228 / Tuesday, November 27, 2018 / Notices
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
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–CboeEDGX–2018–049, and
should be submitted on or before
December 18, 2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.20
Brent J. Fields,
Secretary.
[FR Doc. 2018–25883 Filed 11–26–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–84643; File No. SR–C2–
2018–022]
Self-Regulatory Organizations; Cboe
C2 Exchange, Inc.; Notice of Filing of
a Proposed Rule Change Relating To
Adopt Complex Reserve Order
Functionality
amozie on DSK3GDR082PROD with NOTICES1
November 21, 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 November
8, 2018, Cboe C2 Exchange, Inc. (the
‘‘Exchange’’ or ‘‘C2’’) filed with the
Securities and Exchange Commission
(the ‘‘Commission’’) the proposed rule
change as described in Items I, II, and
III below, which Items have been
prepared by the Exchange. The
Commission is publishing this notice to
20 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
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solicit comments on the proposed rule
change from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
Cboe C2 Exchange, Inc. (the
‘‘Exchange’’ or ‘‘C2’’) proposes to adopt
Complex Reserve Order functionality.
(additions are italic; deletions are
[bracketed])
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Rules of Cboe C2 Exchange, Inc.
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Rule 6.13. Complex Orders
Trading of complex orders is subject
to all other Rules applicable to trading
of orders, unless otherwise provided in
this Rule 6.13.
(a) No change.
(b) Types of Complex Orders. The
Exchange determines which Times-inForce of Day, GTC, GTD, IOC, or OPG
are available for complex orders
(including for eligibility to enter the
COB and initiate a COA). The Exchange
determines which Capacities (i.e., nonbroker-dealer customers, broker-dealers
that are not Market-Makers on an
options exchange, or Market-Makers on
an options exchange) are eligible for
entry onto the COB. Complex orders are
Book Only and may be market or limit
orders. Users may designate complex
orders as Attributable or NonAttributable. The System also accepts
the following instructions for complex
orders:
(1)–(3) No change.
(4) (Reserved)
(5) (Reserved)
(6) Complex Reserve Orders. A
‘‘Complex Reserve Order’’ is a complex
limit order with both a portion of the
quantity displayed (‘‘Display Quantity’’)
and a reserve portion of the quantity
(‘‘Reserve Quantity’’) not displayed.
Both the Display Quantity and Reserve
Quantity of the Complex Reserve Order
are available for potential execution
pursuant to paragraphs (c) through (e)
below. When entering a Complex
Reserve Order, a User must instruct the
Exchange as to the quantity of the
Complex Reserve Order to be initially
displayed by the System (‘‘Max Floor’’).
If the Display Quantity of a Complex
Reserve Order is fully executed, the
System will, in accordance with the
User’s instruction, replenish the Display
Quantity from the Reserve Quantity
using one of the below replenishment
instructions. If the remainder of a
Complex Reserve Order is less than the
replenishment amount, the System will
display the entire remainder of the
Complex Reserve Order. The System
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creates a new timestamp for both the
Display Quantity and Reserve Quantity
of the Complex Reserve Order each time
it is replenished from reserve.
(A) Random Replenishment. An
instruction that a User may attach to a
Complex Reserve Order where the
System randomly replenishes the
Display Quantity for the Complex
Reserve Order with a number of
contracts not outside a replenishment
range, which equals the Max Floor plus
and minus a replenishment value
established by the User when entering a
Complex Reserve Order with a Random
Replenishment instruction.
(B) Fixed Replenishment. For any
Complex Reserve Order for which a User
does not select Random Replenishment,
the System will replenish the Display
Quantity of the Complex Reserve Order
with the number of contracts equal to
the Max Floor (or the entire remainder
of the Complex Reserve Order if it is less
than the replenishment amount).
(c) No change.
(d) Complex Order Auctions (COAs).
(1) Commencement of COA. Upon
receipt of a COA-eligible order, the
System initiates the COA process by
sending a COA auction message to all
subscribers to the Exchange’s data feeds
that deliver COA auction messages. A
COA auction message identifies the
COA auction ID, instrument ID (i.e.,
complex strategy), Capacity, quantity,
and side of the market of the COAeligible order. If the COA-eligible order
is a Complex Reserve Order, the COA
auction message only identifies the
Display Quantity; however, the entire
quantity (both the Display Quantity and
Reserve Quantity) may execute
following the COA pursuant to
subparagraph (5) below. The Exchange
may also determine to include the price
in COA auction messages, which will be
the limit order price or the SBO (SBB)
(if initiated by a buy (sell) market
complex order), or the drill-through
price if the order is subject to the drillthrough protection in Rule 6.14(b).
(2)–(3) No change.
(4) COA Responses. The System
accepts a COA Response(s) with any
Capacity in $0.01 increments during the
Response Time Interval.
(A) No change.
(B) COA Responses may be larger
than the COA-eligible order. The System
aggregates the size of COA Responses
submitted at the same price for an EFID,
and caps the size of the aggregated COA
Responses at the size of the COAeligible order (including Display
Quantity and Reserve Quantity if the
COA-eligible order is a Complex Reserve
Order).
(C)–(D) No change.
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(5) Processing of COA-Eligible Orders.
(A) At the end of the Response Time
Interval, the System executes a COAeligible order (in whole or in part)
against contra side interest in price
priority. If there is contra side interest
at the same price, the System allocates
the contra side interest as follows:
(i) Orders and quotes in the Simple
Book (both displayed and nondisplayed
orders) for the individual leg
components of the complex order
through Legging (subject to paragraph
(g)), which the System allocates in
accordance with the priority in Rule
6.12(a) applicable to the class.
(ii) No change.
(B) No change.
(e) Processing of Do-Not-COA Orders/
Orders Resting on the COB. Upon
receipt of a do-not-COA order, or if the
System determines an order resting on
the COB is eligible for execution
following evaluation pursuant to
paragraph (i), the System executes it (in
whole or in part) against contra side
interest in price priority. If there is
contra side interest at the same price,
the System allocates the contra side
interest as follows:
(1) Orders and quotes in the Simple
Book (both displayed and nondisplayed
orders) for the individual leg
components of the complex order
through Legging (subject to paragraph
(g)), which the System allocates in
accordance with the priority in Rule
6.12(a) applicable to the class.
(2) No change.
The System enters any do-not-COA
order (or unexecuted portion) that does
not execute against the individual leg
markets or complex orders into the COB
(if eligible for entry), and applies a
timestamp based on the time it enters
the COB. The System cancels or rejects
any complex order (or unexecuted
portion) that would execute at a price
outside of the SBBO, that is not eligible
for entry into the COB, or in accordance
with the User’s instructions. Complex
orders resting on the COB may execute
pursuant to this paragraph (e) following
evaluation pursuant to paragraph (i) and
remain on the COB until they execute or
are cancelled or rejected.
(f) No change.
(g) Legging [Restrictions]. A complex
order may execute against orders and
quotes in the Simple Book pursuant to
subparagraphs (d)(5)(A)(i) and (e)(1) if it
can execute in full or in a permissible
ratio and if it has no more than a
maximum number of legs (which the
Exchange determines on a class-by-class
basis and may be two, three or four)
(‘‘Legging’’), subject to the following
[restrictions]:
(1)–(3) No change.
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(4) Reserved
(5) The entire quantity of a Complex
Reserve Order (both the Display
Quantity and Reserve Quantity) Legs
into the Simple Book at the same time,
and any quantity that does not execute
pursuant to paragraph (d) or (e) after
Legging will rest in the COB in
accordance with the Complex Reserve
Order instruction.
(h) Additional Complex Order
Handling. Processing and execution of
complex orders pursuant to this Rule
6.13 (including pursuant to paragraphs
(d) and (e), and following evaluation
pursuant to paragraph (i)) are subject to
the following:
(1) Order Locks/Crosses Opposite Side
of SBBO. A complex market order or a
limit order with a price that locks or
crosses the then-current opposite side
SBBO and does not execute because the
SBBO is the best price but not available
for execution (because it does not satisfy
the complex order ratio or the complex
order cannot Leg into the Simple Book)
enters the COB with a book and display
price that improves the then-current
opposite side SBBO by $0.01. If the
SBBO changes, the System continuously
reprices the book and display price of
the complex order (or unexecuted
portion) based on the new SBBO (up to
the limit price, if it is a limit order),
subject to the drill-through price
protection described in Rule 6.14(b),
until:
(A)–(B) No change.
(2) Zero NBB, NBO, or NBBO. If there
is a zero NBO for any leg, the System
replaces the zero with a price $0.01
above the NBB to calculate the SNBBO,
and complex orders with any buy legs
do not Leg into the Simple Book. If there
is a zero NBB, the System replaces the
zero with a price of $0.01, and complex
orders with any sell legs do not Leg into
the Simple Book. If there is a zero NBB
and zero NBO, the System replaces the
zero NBB with a price of $0.01 and
replaces the zero NBO with a price of
$0.02, and complex orders do not Leg
into the Simple Book.
(3) (Reserved)
(4) Nondisplayed Orders. Displayed
complex orders resting on the COB have
priority over nondisplayed portions of
Complex Reserve Orders resting on the
COB.
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The text of the proposed rule change
is also available on the Exchange’s
website (https://www.c2exchange.com/
Legal/), at the Exchange’s Office of the
Secretary, and at the Commission’s
Public Reference Room.
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60917
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
In 2016, the Exchange’s parent
company, Cboe Global Markets, Inc.
(formerly named CBOE Holdings, Inc.)
(‘‘Cboe Global’’), which is also the
parent company of Cboe Exchange, Inc.
(‘‘Cboe Options’’), acquired Cboe EDGX
Exchange, Inc. (‘‘EDGX’’), Cboe EDGA
Exchange, Inc. (‘‘EDGA’’), Cboe BZX
Exchange, Inc. (‘‘BZX or BZX Options’’),
and Cboe BYX Exchange, Inc. (‘‘BYX’’
and, together with C2, Cboe Options,
EDGX, EDGA, and BZX, the ‘‘Cboe
Affiliated Exchanges’’). The Cboe
Affiliated Exchanges are working to
align certain system functionality,
retaining only intended differences
between the Cboe Affiliated Exchanges,
in the context of the technology
migration of Cboe Options to the same
trading platform as the Exchange. Thus,
the proposed rule change is intended to
add certain functionality to the
Exchange’s System that is currently
offered by Cboe Options in order to
ultimately provide a consistent
technology offering for market
participants who interact with the Cboe
Affiliated Exchanges. Although the
Exchange intentionally offers certain
features that differ from those offered by
its affiliates and will continue to do so,
the Exchange believes that offering
similar functionality to the extent
practicable will reduce potential
confusion for Users.
Currently, the Exchange offers
Reserve Order functionality for simple
orders.3 Reserve Orders permit Users to
enter orders with both displayed and
nondisplayed amounts. Reserve Orders
provide Users with additional flexibility
to manage and display their orders and
3 See Rule 1.1, paragraph (j) in Order Instruction
definition.
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additional control over their executions
on the Exchange.
The Exchange proposes to adopt
Complex Reserve Order functionality.4
Complex Reserve Orders would
generally function in the same manner
as simple Reserve Orders, as currently
described in the definition of Reserve
Orders in Rule 1.1(j) (under the
definition of ‘‘Order Instruction’’).
Specifically, a ‘‘Complex Reserve
Order’’ is a complex limit order with
both a portion of the quantity displayed
(‘‘Display Quantity’’) and a reserve
portion of the quantity (‘‘Reserve
Quantity’’) not displayed. Both the
Display Quantity and Reserve Quantity
of a Complex Reserve Order are
available for execution pursuant to Rule
6.13(c) through (e).5 When entering a
Complex Reserve Order, a User must
instruct the Exchange as to the quantity
of the Complex Reserve Order to be
initially displayed by the System (‘‘Max
Floor’’). If the Display Quantity of a
Complex Reserve Order is fully
executed, the System will, in
accordance with the User’s instruction,
replenish the Display Quantity from the
Reserve Quantity using one of the below
replenishment instructions. If the
remainder of a Complex Reserve Order
is less than the replenishment amount,
the System will display the entire
remainder of the Complex Reserve
Order. The System creates a new
timestamp for both the Display Quantity
and Reserve Quantity of the Complex
Reserve Order each time it is
replenished from reserve.
A User may determine that a Complex
Reserve Order it submits should be
subject to ‘‘Random Replenishment’’ or
‘‘Fixed Replenishment.’’ If a Complex
Reserve Order has a Random
Replenishment instruction, the System
randomly replenishes the Display
Quantity for the Complex Reserve Order
4 See proposed Rule 6.13(b)(6). The Exchange
recently proposed to amend its Rules to adopt Post
Only complex order functionality. See Securities
Exchange Act Release No. 34–84399 (October 10,
2018) (SR–C2–2018–021). The proposed rule text is
based on the currently effective rule text (proposed
reserved subparagraphs (b)(4) and (5), (g)(4), and
(h)(3) accommodate proposed rule text the
Exchange intends to include in an amendment to
that rule filing). If SR–C2–2018–021 is approved by
the Securities and Exchange Commission (the
‘‘Commission’’) prior to the date the Commission
acts on this rule filing, the Exchange will amend
this rule filing to update the proposed rule text to
reflect the rule text as amended by that filing.
5 Pursuant to Rule 6.13(c) through (e), complex
orders (including the Display and Reserve
Quantities of Complex Reserve Orders) may execute
during the COB opening process, against incoming
complex orders, simple orders in the Simple Book
(via Legging), or following a COA (if the complex
order is COA-eligible pursuant to Rule 21.20(b)(2)).
Complex Reserve Orders will be COA-eligible,
subject to a User’s instructions.
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with a number of contracts not outside
a replenishment range, which equals the
Max Floor plus and minus a
replenishment value established by the
User when entering a Complex Reserve
Order with a Random Replenishment
instruction. For any Complex Reserve
Order for which a User does not select
Random Replenishment, the System
will replenish the Display Quantity of
the Complex Reserve Order with the
number of contracts equal to the Max
Floor (or the entire remainder of the
Complex Reserve Order if it is less than
the replenishment amount).
Current Rule 6.13(d)(1) provides that
upon receipt of a COA-eligible order,6
the System initiates the complex order
auction (‘‘COA’’) process by sending a
COA auction message to all subscribers
to the Exchange’s data feeds that deliver
COA auction messages. A COA auction
message identifies the COA auction ID,
instrument ID (i.e. complex strategy),
Capacity, quantity, and side of the
market of the COA-eligible order. The
proposed rule change provides that if
the COA-eligible order is a Complex
Reserve Order, the COA auction
message only identifies the Display
Quantity; however, the entire quantity
(both the Display Quantity and Reserve
Quantity) may execute following the
COA pursuant to Rule 6.13(d)(5).7 The
Exchange believes this is consistent
with the purpose of a Reserve Order. If
a User submits a Reserve Order (simple
or complex), the User does so to only
have a certain specified size publicly
displayed. If the entire quantity of a
Complex Reserve Order was auctioned
in a COA, the entire size of the Complex
Reserve Order would be publicly
displayed,8 rather than the Display
Quantity the User indicated it wanted
publicly visible. Therefore, the
Exchange believes it is appropriate to
include only the Display Quantity of a
Complex Reserve Order in a COA
message.9
Proposed Rule 6.13(g)(5) states the
entire quantity of a Complex Reserve
Order (both the Display Quantity and
Reserve Quantity) will Leg into the
6 See Rule 6.13(b)(2) for the definition of a COAeligible order.
7 See proposed Rule 6.13(d)(1).
8 See current Rule 6.13(d)(1) (COA auction
messages identify, among other things, the quantity
of the COA-eligible order).
9 Making both the Display Quantity and Reserve
Quantity available for execution at the end of a
COA is consistent with the definition of the Reserve
Order instruction for simple orders, which provides
that both portions are available for potential
execution against incoming orders. See Rule 1.1,
paragraph (j) in Order Instruction definition. The
proposed rule change provides the entire quantity
of a Complex Reserve Order that initiates a COA
with an opportunity to execute following a COA.
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Simple Book at the same time, and any
quantity that does not execute pursuant
to Rule 6.13(d) or (e) after Legging will
rest in the COB in accordance with the
proposed Complex Reserve Order
instruction.10 As stated in the definition
of a Reserve Order and proposed
definition of a Complex Reserve
Order,11 both the Displayed Quantity
and Reserve Quantity are eligible for
execution against incoming orders. The
Exchange believes it is appropriate to
similarly make both the Displayed
Quantity and Reserve Quantity eligible
for execution against orders and quotes
in the Simple Book as well. This will
maximize the size of resting orders and
quotes on the Simple Book that may
execute when these orders Leg into the
Simple Book, as well as provide the
entire quantity of a Complex Reserve
Order with an opportunity to execute
against orders in the Simple Book. A
Complex Reserve Order may Leg into
the Simple Book after a COA, following
submission to the System (if not COAeligible), or following evaluation when
resting in the COB.12 If any portion of
a Complex Reserve Order does not
execute in those circumstances, the
remaining quantity will enter the COB
with a Display Quantity and Reserve
Quantity with amounts determined in
accordance with proposed Rule
6.13(b)(6).
The proposed rule change also
amends Rule 6.13(d)(4)(B) to clarify that
COA Responses may be larger than the
COA-eligible order (in response to
which the COA Response is submitted),
and that when the System caps the size
of aggregated COA Responses at the size
of the COA-eligible order, the size of the
COA-eligible order includes the Display
Quantity and Reserve Quantity if the
COA-eligible order is a Complex
Reserve Order. Neither the System nor
the Rules limit the initial size of COA
Responses to the size of the COAeligible order, and the Exchange
believes this proposed change will
provide Users with additional clarity.
Because COA Responses are not limited
to the size of COA-eligible orders, if a
Complex Reserve Order initiates a COA,
COA Responses with size larger than the
10 The proposed rule change also amends the
heading name and introductory paragraph language
of paragraph (g), as that paragraph does not
necessarily describe restrictions on Legging, but
rather describes additional handling for certain
orders when they Leg into the Simple Book.
11 See Rule 1.1, paragraph (j) in Order Instruction
definition and proposed Rule 6.13(b)(6).
12 See Rule 6.13(d)(5) (describing the processing
of COA-Eligible Orders following a COA), (e)
(describing the processing of orders that do not
initiate COA upon submission to the System or after
resting on the COB), and (i) (describing the
evaluation process).
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Display Quantity of the Complex
Reserve Order (which the System will
cap at the entire size of the Complex
Reserve Order in the same manner that
the System caps COA Responses at the
size of another type of COA-eligible
order) will have the opportunity to
execute against the entire size of the
Complex Reserve Order.
Processing and execution of Complex
Reserve Orders will generally occur in
the same manner as other complex
orders in accordance with current Rule
6.13(c) through (e), subject to the
current handling provisions in Rule
6.13(h).13 Proposed Rule 6.13(h)(4)
states that displayed complex orders
resting on the COB have priority over
nondisplayed portions of Complex
Reserve Orders resting on the COB. This
is consistent with the current handling
of simple Reserve Orders.14 The
proposed rule change also clarifies in
Rule 6.13(d)(5)(A)(i) and (e)(1) that both
displayed and nondisplayed orders and
quotes in the Simple Book for the
individual leg components of the
complex order trade before complex
orders (both displayed and
nondisplayed orders) resting on the
COB and COA Responses, if applicable,
at the same price when a complex order
Legs into the Simple Book. This is
consistent with current functionality
and current Rules. Specifically, Rule
6.13(d)(5)(A)(i) and (e)(1) states that the
System executes a complex order
against orders and quotes in the Simple
Book for the individual leg components
of the complex order through Legging,
which the System allocates in
accordance with the priority in Rule
6.12(a). Rule 6.12(a) provides that
resting orders and quotes are prioritized
according to price and there [sic] are
allocated in time priority or on a prorata basis, and that displayed orders
have priority over nondisplayed orders.
Therefore, if a complex order Legs in to
the Simple Book, it would execute
against displayed and then
nondisplayed resting interest in the
Simple Book at the applicable price
before executing against other complex
orders. The proposed rule change adds
clarity to the priority of resting orders
when a complex order Legs into the
Simple Book, as well as describes how
complex reserve orders will be
prioritized.
If a complex order Legs into the
Simple Book, the execution priority of
contra-side interest will be as follows:
• Displayed simple orders
13 The proposed rule change also adds headings
to the current subparagraphs in paragraph (h).
14 See Rule 6.12(a)(3).
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• Nondisplayed portions of simple
orders
• Displayed complex orders and COA
Responses, if applicable
• Nondisplayed portions of Complex
Reserve Orders
The Exchange believes this is
reasonable, as it ensures protection of
the leg markets while ensuring system
stability. This priority order results in
nondisplayed orders on the Simple
Book ahead of displayed complex orders
on the COB. While the Exchange
generally prioritizes displayed orders
over nondisplayed orders to encourage
Users to submit displayed liquidity,
executing complex orders first against
displayed simple orders, second against
displayed complex orders and COA
responses, third against nondisplayed
portions of simple orders, and fourth
against nondisplayed portions of
Complex Reserve Orders would
significantly increase the complexity of
the proposed functionality. The Simple
Book and COB are entirely separate
functioning books, and moving a
complex order back and forth between
the two books increases systematic risk
related to Legging. Additionally, this
would increase the execution time for
complex orders that are able to Leg,
which may harm Users. The Exchange
believes the need to ensure system
stability and efficient executions in
connection with offering the proposed
functionality to Users outweighs any
potential benefits of prioritizing all
displayed interest ahead of
nondisplayed interest in this context.
2. Statutory Basis
The Exchange believes the proposed
rule change is consistent with the
Securities Exchange Act of 1934 (the
‘‘Act’’) and the rules and regulations
thereunder applicable to the Exchange
and, in particular, the requirements of
Section 6(b) of the Act.15 Specifically,
the Exchange believes the proposed rule
change is consistent with the Section
6(b)(5) 16 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
15 15
16 15
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U.S.C. 78f(b)(5).
Frm 00099
Fmt 4703
proposed rule change is consistent with
the Section 6(b)(5) 17 requirement that
the rules of an exchange not be designed
to permit unfair discrimination between
customers, issuers, brokers, or dealers.
In particular, the proposed rule
change will remove impediments to and
perfect the mechanism of a free and
open national market system, as well as
benefit investors, by providing Users
with additional flexibility to manage
and display their complex orders and
additional control over their executions
on the Exchange. This may encourage
market participants to bring additional
liquidity to the market, which benefits
all investors.
The Exchange notes that Reserve
Order functionality is not new or unique
and is already available in a similar
capacity for simple orders. While the
Reserve Order functionality is not
currently available for complex orders,
the Exchange has Reserve Order
functionality for simple orders, which
functions substantially in the same
manner as the proposed Complex
Reserve Order functionality. The
purpose of a Complex Reserve Order is
the same as the purpose of a simple
Reserve Order.
The proposed rule change to only
include the Displayed Quantity of a
Complex Reserve Order in a COA
message protects investors, as it is
consistent with the purpose of a
Complex Reserve Order and the
intention of a User that submits a
Complex Reserve Order, which is to
only have a certain specified size
publicly displayed. This provides
Complex Reserve Orders with the
potential for price improvement in a
manner consistent with the objective of
a Reserve Order. Therefore, the
Exchange believes it is appropriate to
only include the Display Quantity of a
Complex Reserve Order in a COA
message.
The Exchange believes the proposed
rule change regarding how Complex
Reserve Orders Leg into the Simple
Book will benefit investors. The
proposed rule change is consistent with
the definition of a Reserve Order, which
states that the entire quantity is eligible
for potential execution against incoming
orders, and thus provides the entire
quantity of a Reserve Order with an
opportunity to execute against orders
and quotes in the Simple Book.
Additionally, this will maximize the
size of resting orders and quotes on the
Simple Book that may execute when
Complex Reserve Orders Leg into the
Simple Book. Therefore, the Exchange
believes the proposed rule change may
17 Id.
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60920
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increase execution opportunities for
both Complex Reserve Orders and
simple orders and quotes resting on the
Simple Book.
The Exchange believes the proposed
rule change related to the priority of
Complex Reserve Orders promotes just
and equitable principles of trade, as it
is consistent with current priority in the
Simple Book that provides displayed
orders have priority over nondisplayed
orders. The proposed rule change that
displayed portions of complex orders
resting on the COB have priority over
nondisplayed portions of Complex
Reserve Orders resting on the COB is
reasonable, because it is consistent with
the current handling of simple Reserve
Orders, as discussed above.
Additionally, the proposed rule change
to clarify that displayed and
nondisplayed orders and quotes resting
on the Simple Book have priority over
all displayed and nondisplayed orders
resting on the COB when a complex
order Legs into the Simple Book is
consistent with current functionality
and current Rules describing how
complex orders Leg into the Simple
Book. This additional clarity regarding
the order in which resting orders and
quotes on the Simple Book will trade
when a complex order Legs into the
Simple Book benefits investors, as it
provides more detail regarding the
priority of executions on the Exchange.
The Exchange also believes the
proposed priority ensures system
stability and efficient executions
outweighs [sic]. The Exchange notes it
is not novel for nondisplayed interest to
trade ahead of displayed interest.18
The proposed rule change is generally
intended to add certain system
functionality to the Exchange’s System
in order to provide a consistent
technology offering for the Cboe
Affiliated Exchanges, as Cboe Options
currently offers (and intends to offer
following its migration to the same
technology platform as the Exchange)
complex reserve order functionality. A
consistent technology offering, in turn,
will simplify the technology
implementation, changes, and
maintenance by Users of the Exchange
that are also participants on Cboe
Affiliated Exchanges. The proposed rule
change will provide Users with
additional flexibility to manage and
display their orders and control their
executions on the Exchange. This may
encourage market participants to bring
additional liquidity to the market,
which benefits all investors.
Additionally, this will provide Users
with greater harmonization between the
18 See
supra note 15 [sic].
VerDate Sep<11>2014
17:45 Nov 26, 2018
Jkt 247001
order handling instructions available
among the Cboe Affiliated Exchanges.
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed rule change will impose
any burden on competition that is not
necessary or appropriate in furtherance
of the purposes of the Act. The
Exchange believes the proposed rule
change will not burden intramarket
competition because the Reserve Order
instruction on complex orders will be
available to all market participants.
Additionally, use of the Reserve Order
instruction on complex orders is
voluntary. The Exchange also believes
the proposed rule change will not
impose any burden on intermarket
competition because this relates to an
instruction on orders that are submitted
to the Exchange and how the Exchange’s
System will handle and execute them.
Additionally, nothing prevents other
options exchanges that offer complex
orders from adopting a Reserve Order
functionality for complex orders. The
Exchange also believes the proposed
rule change will promote competition,
as Complex Reserve Orders will provide
Users with additional flexibility to
manage and display their complex
orders and additional control over their
executions on the Exchange. This may
encourage market participants to bring
additional liquidity to the market,
which benefits all investors.
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,
PO 00000
Frm 00100
Fmt 4703
Sfmt 9990
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–
C2–2018–022 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–C2–2018–022. 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
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–C2–2018–022, and should
be submitted on or before December 18,
2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.19
Brent J. Fields,
Secretary.
[FR Doc. 2018–25884 Filed 11–26–18; 8:45 am]
BILLING CODE 8011–01–P
19 17
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[Federal Register Volume 83, Number 228 (Tuesday, November 27, 2018)]
[Notices]
[Pages 60916-60920]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-25884]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-84643; File No. SR-C2-2018-022]
Self-Regulatory Organizations; Cboe C2 Exchange, Inc.; Notice of
Filing of a Proposed Rule Change Relating To Adopt Complex Reserve
Order Functionality
November 21, 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 November 8, 2018, Cboe C2 Exchange, Inc. (the ``Exchange'' or
``C2'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I, II,
and III below, which Items have been prepared by the Exchange. The
Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
Cboe C2 Exchange, Inc. (the ``Exchange'' or ``C2'') proposes to
adopt Complex Reserve Order functionality.
(additions are italic; deletions are [bracketed])
* * * * *
Rules of Cboe C2 Exchange, Inc.
* * * * *
Rule 6.13. Complex Orders
Trading of complex orders is subject to all other Rules applicable
to trading of orders, unless otherwise provided in this Rule 6.13.
(a) No change.
(b) Types of Complex Orders. The Exchange determines which Times-
in-Force of Day, GTC, GTD, IOC, or OPG are available for complex orders
(including for eligibility to enter the COB and initiate a COA). The
Exchange determines which Capacities (i.e., non-broker-dealer
customers, broker-dealers that are not Market-Makers on an options
exchange, or Market-Makers on an options exchange) are eligible for
entry onto the COB. Complex orders are Book Only and may be market or
limit orders. Users may designate complex orders as Attributable or
Non-Attributable. The System also accepts the following instructions
for complex orders:
(1)-(3) No change.
(4) (Reserved)
(5) (Reserved)
(6) Complex Reserve Orders. A ``Complex Reserve Order'' is a
complex limit order with both a portion of the quantity displayed
(``Display Quantity'') and a reserve portion of the quantity (``Reserve
Quantity'') not displayed. Both the Display Quantity and Reserve
Quantity of the Complex Reserve Order are available for potential
execution pursuant to paragraphs (c) through (e) below. When entering a
Complex Reserve Order, a User must instruct the Exchange as to the
quantity of the Complex Reserve Order to be initially displayed by the
System (``Max Floor''). If the Display Quantity of a Complex Reserve
Order is fully executed, the System will, in accordance with the User's
instruction, replenish the Display Quantity from the Reserve Quantity
using one of the below replenishment instructions. If the remainder of
a Complex Reserve Order is less than the replenishment amount, the
System will display the entire remainder of the Complex Reserve Order.
The System creates a new timestamp for both the Display Quantity and
Reserve Quantity of the Complex Reserve Order each time it is
replenished from reserve.
(A) Random Replenishment. An instruction that a User may attach to
a Complex Reserve Order where the System randomly replenishes the
Display Quantity for the Complex Reserve Order with a number of
contracts not outside a replenishment range, which equals the Max Floor
plus and minus a replenishment value established by the User when
entering a Complex Reserve Order with a Random Replenishment
instruction.
(B) Fixed Replenishment. For any Complex Reserve Order for which a
User does not select Random Replenishment, the System will replenish
the Display Quantity of the Complex Reserve Order with the number of
contracts equal to the Max Floor (or the entire remainder of the
Complex Reserve Order if it is less than the replenishment amount).
(c) No change.
(d) Complex Order Auctions (COAs).
(1) Commencement of COA. Upon receipt of a COA-eligible order, the
System initiates the COA process by sending a COA auction message to
all subscribers to the Exchange's data feeds that deliver COA auction
messages. A COA auction message identifies the COA auction ID,
instrument ID (i.e., complex strategy), Capacity, quantity, and side of
the market of the COA-eligible order. If the COA-eligible order is a
Complex Reserve Order, the COA auction message only identifies the
Display Quantity; however, the entire quantity (both the Display
Quantity and Reserve Quantity) may execute following the COA pursuant
to subparagraph (5) below. The Exchange may also determine to include
the price in COA auction messages, which will be the limit order price
or the SBO (SBB) (if initiated by a buy (sell) market complex order),
or the drill-through price if the order is subject to the drill-through
protection in Rule 6.14(b).
(2)-(3) No change.
(4) COA Responses. The System accepts a COA Response(s) with any
Capacity in $0.01 increments during the Response Time Interval.
(A) No change.
(B) COA Responses may be larger than the COA-eligible order. The
System aggregates the size of COA Responses submitted at the same price
for an EFID, and caps the size of the aggregated COA Responses at the
size of the COA-eligible order (including Display Quantity and Reserve
Quantity if the COA-eligible order is a Complex Reserve Order).
(C)-(D) No change.
[[Page 60917]]
(5) Processing of COA-Eligible Orders.
(A) At the end of the Response Time Interval, the System executes a
COA-eligible order (in whole or in part) against contra side interest
in price priority. If there is contra side interest at the same price,
the System allocates the contra side interest as follows:
(i) Orders and quotes in the Simple Book (both displayed and
nondisplayed orders) for the individual leg components of the complex
order through Legging (subject to paragraph (g)), which the System
allocates in accordance with the priority in Rule 6.12(a) applicable to
the class.
(ii) No change.
(B) No change.
(e) Processing of Do-Not-COA Orders/Orders Resting on the COB. Upon
receipt of a do-not-COA order, or if the System determines an order
resting on the COB is eligible for execution following evaluation
pursuant to paragraph (i), the System executes it (in whole or in part)
against contra side interest in price priority. If there is contra side
interest at the same price, the System allocates the contra side
interest as follows:
(1) Orders and quotes in the Simple Book (both displayed and
nondisplayed orders) for the individual leg components of the complex
order through Legging (subject to paragraph (g)), which the System
allocates in accordance with the priority in Rule 6.12(a) applicable to
the class.
(2) No change.
The System enters any do-not-COA order (or unexecuted portion) that
does not execute against the individual leg markets or complex orders
into the COB (if eligible for entry), and applies a timestamp based on
the time it enters the COB. The System cancels or rejects any complex
order (or unexecuted portion) that would execute at a price outside of
the SBBO, that is not eligible for entry into the COB, or in accordance
with the User's instructions. Complex orders resting on the COB may
execute pursuant to this paragraph (e) following evaluation pursuant to
paragraph (i) and remain on the COB until they execute or are cancelled
or rejected.
(f) No change.
(g) Legging [Restrictions]. A complex order may execute against
orders and quotes in the Simple Book pursuant to subparagraphs
(d)(5)(A)(i) and (e)(1) if it can execute in full or in a permissible
ratio and if it has no more than a maximum number of legs (which the
Exchange determines on a class-by-class basis and may be two, three or
four) (``Legging''), subject to the following [restrictions]:
(1)-(3) No change.
(4) Reserved
(5) The entire quantity of a Complex Reserve Order (both the
Display Quantity and Reserve Quantity) Legs into the Simple Book at the
same time, and any quantity that does not execute pursuant to paragraph
(d) or (e) after Legging will rest in the COB in accordance with the
Complex Reserve Order instruction.
(h) Additional Complex Order Handling. Processing and execution of
complex orders pursuant to this Rule 6.13 (including pursuant to
paragraphs (d) and (e), and following evaluation pursuant to paragraph
(i)) are subject to the following:
(1) Order Locks/Crosses Opposite Side of SBBO. A complex market
order or a limit order with a price that locks or crosses the then-
current opposite side SBBO and does not execute because the SBBO is the
best price but not available for execution (because it does not satisfy
the complex order ratio or the complex order cannot Leg into the Simple
Book) enters the COB with a book and display price that improves the
then-current opposite side SBBO by $0.01. If the SBBO changes, the
System continuously reprices the book and display price of the complex
order (or unexecuted portion) based on the new SBBO (up to the limit
price, if it is a limit order), subject to the drill-through price
protection described in Rule 6.14(b), until:
(A)-(B) No change.
(2) Zero NBB, NBO, or NBBO. If there is a zero NBO for any leg, the
System replaces the zero with a price $0.01 above the NBB to calculate
the SNBBO, and complex orders with any buy legs do not Leg into the
Simple Book. If there is a zero NBB, the System replaces the zero with
a price of $0.01, and complex orders with any sell legs do not Leg into
the Simple Book. If there is a zero NBB and zero NBO, the System
replaces the zero NBB with a price of $0.01 and replaces the zero NBO
with a price of $0.02, and complex orders do not Leg into the Simple
Book.
(3) (Reserved)
(4) Nondisplayed Orders. Displayed complex orders resting on the
COB have priority over nondisplayed portions of Complex Reserve Orders
resting on the COB.
* * * * *
The text of the proposed rule change is also available on the
Exchange's website (https://www.c2exchange.com/Legal/), 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
In 2016, the Exchange's parent company, Cboe Global Markets, Inc.
(formerly named CBOE Holdings, Inc.) (``Cboe Global''), which is also
the parent company of Cboe Exchange, Inc. (``Cboe Options''), acquired
Cboe EDGX Exchange, Inc. (``EDGX''), Cboe EDGA Exchange, Inc.
(``EDGA''), Cboe BZX Exchange, Inc. (``BZX or BZX Options''), and Cboe
BYX Exchange, Inc. (``BYX'' and, together with C2, Cboe Options, EDGX,
EDGA, and BZX, the ``Cboe Affiliated Exchanges''). The Cboe Affiliated
Exchanges are working to align certain system functionality, retaining
only intended differences between the Cboe Affiliated Exchanges, in the
context of the technology migration of Cboe Options to the same trading
platform as the Exchange. Thus, the proposed rule change is intended to
add certain functionality to the Exchange's System that is currently
offered by Cboe Options in order to ultimately provide a consistent
technology offering for market participants who interact with the Cboe
Affiliated Exchanges. Although the Exchange intentionally offers
certain features that differ from those offered by its affiliates and
will continue to do so, the Exchange believes that offering similar
functionality to the extent practicable will reduce potential confusion
for Users.
Currently, the Exchange offers Reserve Order functionality for
simple orders.\3\ Reserve Orders permit Users to enter orders with both
displayed and nondisplayed amounts. Reserve Orders provide Users with
additional flexibility to manage and display their orders and
[[Page 60918]]
additional control over their executions on the Exchange.
---------------------------------------------------------------------------
\3\ See Rule 1.1, paragraph (j) in Order Instruction definition.
---------------------------------------------------------------------------
The Exchange proposes to adopt Complex Reserve Order
functionality.\4\ Complex Reserve Orders would generally function in
the same manner as simple Reserve Orders, as currently described in the
definition of Reserve Orders in Rule 1.1(j) (under the definition of
``Order Instruction''). Specifically, a ``Complex Reserve Order'' is a
complex limit order with both a portion of the quantity displayed
(``Display Quantity'') and a reserve portion of the quantity (``Reserve
Quantity'') not displayed. Both the Display Quantity and Reserve
Quantity of a Complex Reserve Order are available for execution
pursuant to Rule 6.13(c) through (e).\5\ When entering a Complex
Reserve Order, a User must instruct the Exchange as to the quantity of
the Complex Reserve Order to be initially displayed by the System
(``Max Floor''). If the Display Quantity of a Complex Reserve Order is
fully executed, the System will, in accordance with the User's
instruction, replenish the Display Quantity from the Reserve Quantity
using one of the below replenishment instructions. If the remainder of
a Complex Reserve Order is less than the replenishment amount, the
System will display the entire remainder of the Complex Reserve Order.
The System creates a new timestamp for both the Display Quantity and
Reserve Quantity of the Complex Reserve Order each time it is
replenished from reserve.
---------------------------------------------------------------------------
\4\ See proposed Rule 6.13(b)(6). The Exchange recently proposed
to amend its Rules to adopt Post Only complex order functionality.
See Securities Exchange Act Release No. 34-84399 (October 10, 2018)
(SR-C2-2018-021). The proposed rule text is based on the currently
effective rule text (proposed reserved subparagraphs (b)(4) and (5),
(g)(4), and (h)(3) accommodate proposed rule text the Exchange
intends to include in an amendment to that rule filing). If SR-C2-
2018-021 is approved by the Securities and Exchange Commission (the
``Commission'') prior to the date the Commission acts on this rule
filing, the Exchange will amend this rule filing to update the
proposed rule text to reflect the rule text as amended by that
filing.
\5\ Pursuant to Rule 6.13(c) through (e), complex orders
(including the Display and Reserve Quantities of Complex Reserve
Orders) may execute during the COB opening process, against incoming
complex orders, simple orders in the Simple Book (via Legging), or
following a COA (if the complex order is COA-eligible pursuant to
Rule 21.20(b)(2)). Complex Reserve Orders will be COA-eligible,
subject to a User's instructions.
---------------------------------------------------------------------------
A User may determine that a Complex Reserve Order it submits should
be subject to ``Random Replenishment'' or ``Fixed Replenishment.'' If a
Complex Reserve Order has a Random Replenishment instruction, the
System randomly replenishes the Display Quantity for the Complex
Reserve Order with a number of contracts not outside a replenishment
range, which equals the Max Floor plus and minus a replenishment value
established by the User when entering a Complex Reserve Order with a
Random Replenishment instruction. For any Complex Reserve Order for
which a User does not select Random Replenishment, the System will
replenish the Display Quantity of the Complex Reserve Order with the
number of contracts equal to the Max Floor (or the entire remainder of
the Complex Reserve Order if it is less than the replenishment amount).
Current Rule 6.13(d)(1) provides that upon receipt of a COA-
eligible order,\6\ the System initiates the complex order auction
(``COA'') process by sending a COA auction message to all subscribers
to the Exchange's data feeds that deliver COA auction messages. A COA
auction message identifies the COA auction ID, instrument ID (i.e.
complex strategy), Capacity, quantity, and side of the market of the
COA-eligible order. The proposed rule change provides that if the COA-
eligible order is a Complex Reserve Order, the COA auction message only
identifies the Display Quantity; however, the entire quantity (both the
Display Quantity and Reserve Quantity) may execute following the COA
pursuant to Rule 6.13(d)(5).\7\ The Exchange believes this is
consistent with the purpose of a Reserve Order. If a User submits a
Reserve Order (simple or complex), the User does so to only have a
certain specified size publicly displayed. If the entire quantity of a
Complex Reserve Order was auctioned in a COA, the entire size of the
Complex Reserve Order would be publicly displayed,\8\ rather than the
Display Quantity the User indicated it wanted publicly visible.
Therefore, the Exchange believes it is appropriate to include only the
Display Quantity of a Complex Reserve Order in a COA message.\9\
---------------------------------------------------------------------------
\6\ See Rule 6.13(b)(2) for the definition of a COA-eligible
order.
\7\ See proposed Rule 6.13(d)(1).
\8\ See current Rule 6.13(d)(1) (COA auction messages identify,
among other things, the quantity of the COA-eligible order).
\9\ Making both the Display Quantity and Reserve Quantity
available for execution at the end of a COA is consistent with the
definition of the Reserve Order instruction for simple orders, which
provides that both portions are available for potential execution
against incoming orders. See Rule 1.1, paragraph (j) in Order
Instruction definition. The proposed rule change provides the entire
quantity of a Complex Reserve Order that initiates a COA with an
opportunity to execute following a COA.
---------------------------------------------------------------------------
Proposed Rule 6.13(g)(5) states the entire quantity of a Complex
Reserve Order (both the Display Quantity and Reserve Quantity) will Leg
into the Simple Book at the same time, and any quantity that does not
execute pursuant to Rule 6.13(d) or (e) after Legging will rest in the
COB in accordance with the proposed Complex Reserve Order
instruction.\10\ As stated in the definition of a Reserve Order and
proposed definition of a Complex Reserve Order,\11\ both the Displayed
Quantity and Reserve Quantity are eligible for execution against
incoming orders. The Exchange believes it is appropriate to similarly
make both the Displayed Quantity and Reserve Quantity eligible for
execution against orders and quotes in the Simple Book as well. This
will maximize the size of resting orders and quotes on the Simple Book
that may execute when these orders Leg into the Simple Book, as well as
provide the entire quantity of a Complex Reserve Order with an
opportunity to execute against orders in the Simple Book. A Complex
Reserve Order may Leg into the Simple Book after a COA, following
submission to the System (if not COA-eligible), or following evaluation
when resting in the COB.\12\ If any portion of a Complex Reserve Order
does not execute in those circumstances, the remaining quantity will
enter the COB with a Display Quantity and Reserve Quantity with amounts
determined in accordance with proposed Rule 6.13(b)(6).
---------------------------------------------------------------------------
\10\ The proposed rule change also amends the heading name and
introductory paragraph language of paragraph (g), as that paragraph
does not necessarily describe restrictions on Legging, but rather
describes additional handling for certain orders when they Leg into
the Simple Book.
\11\ See Rule 1.1, paragraph (j) in Order Instruction definition
and proposed Rule 6.13(b)(6).
\12\ See Rule 6.13(d)(5) (describing the processing of COA-
Eligible Orders following a COA), (e) (describing the processing of
orders that do not initiate COA upon submission to the System or
after resting on the COB), and (i) (describing the evaluation
process).
---------------------------------------------------------------------------
The proposed rule change also amends Rule 6.13(d)(4)(B) to clarify
that COA Responses may be larger than the COA-eligible order (in
response to which the COA Response is submitted), and that when the
System caps the size of aggregated COA Responses at the size of the
COA-eligible order, the size of the COA-eligible order includes the
Display Quantity and Reserve Quantity if the COA-eligible order is a
Complex Reserve Order. Neither the System nor the Rules limit the
initial size of COA Responses to the size of the COA-eligible order,
and the Exchange believes this proposed change will provide Users with
additional clarity. Because COA Responses are not limited to the size
of COA-eligible orders, if a Complex Reserve Order initiates a COA, COA
Responses with size larger than the
[[Page 60919]]
Display Quantity of the Complex Reserve Order (which the System will
cap at the entire size of the Complex Reserve Order in the same manner
that the System caps COA Responses at the size of another type of COA-
eligible order) will have the opportunity to execute against the entire
size of the Complex Reserve Order.
Processing and execution of Complex Reserve Orders will generally
occur in the same manner as other complex orders in accordance with
current Rule 6.13(c) through (e), subject to the current handling
provisions in Rule 6.13(h).\13\ Proposed Rule 6.13(h)(4) states that
displayed complex orders resting on the COB have priority over
nondisplayed portions of Complex Reserve Orders resting on the COB.
This is consistent with the current handling of simple Reserve
Orders.\14\ The proposed rule change also clarifies in Rule
6.13(d)(5)(A)(i) and (e)(1) that both displayed and nondisplayed orders
and quotes in the Simple Book for the individual leg components of the
complex order trade before complex orders (both displayed and
nondisplayed orders) resting on the COB and COA Responses, if
applicable, at the same price when a complex order Legs into the Simple
Book. This is consistent with current functionality and current Rules.
Specifically, Rule 6.13(d)(5)(A)(i) and (e)(1) states that the System
executes a complex order against orders and quotes in the Simple Book
for the individual leg components of the complex order through Legging,
which the System allocates in accordance with the priority in Rule
6.12(a). Rule 6.12(a) provides that resting orders and quotes are
prioritized according to price and there [sic] are allocated in time
priority or on a pro-rata basis, and that displayed orders have
priority over nondisplayed orders. Therefore, if a complex order Legs
in to the Simple Book, it would execute against displayed and then
nondisplayed resting interest in the Simple Book at the applicable
price before executing against other complex orders. The proposed rule
change adds clarity to the priority of resting orders when a complex
order Legs into the Simple Book, as well as describes how complex
reserve orders will be prioritized.
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\13\ The proposed rule change also adds headings to the current
subparagraphs in paragraph (h).
\14\ See Rule 6.12(a)(3).
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If a complex order Legs into the Simple Book, the execution
priority of contra-side interest will be as follows:
Displayed simple orders
Nondisplayed portions of simple orders
Displayed complex orders and COA Responses, if applicable
Nondisplayed portions of Complex Reserve Orders
The Exchange believes this is reasonable, as it ensures protection
of the leg markets while ensuring system stability. This priority order
results in nondisplayed orders on the Simple Book ahead of displayed
complex orders on the COB. While the Exchange generally prioritizes
displayed orders over nondisplayed orders to encourage Users to submit
displayed liquidity, executing complex orders first against displayed
simple orders, second against displayed complex orders and COA
responses, third against nondisplayed portions of simple orders, and
fourth against nondisplayed portions of Complex Reserve Orders would
significantly increase the complexity of the proposed functionality.
The Simple Book and COB are entirely separate functioning books, and
moving a complex order back and forth between the two books increases
systematic risk related to Legging. Additionally, this would increase
the execution time for complex orders that are able to Leg, which may
harm Users. The Exchange believes the need to ensure system stability
and efficient executions in connection with offering the proposed
functionality to Users outweighs any potential benefits of prioritizing
all displayed interest ahead of nondisplayed interest in this context.
2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Securities Exchange Act of 1934 (the ``Act'') and the rules and
regulations thereunder applicable to the Exchange and, in particular,
the requirements of Section 6(b) of the Act.\15\ Specifically, the
Exchange believes the proposed rule change is consistent with the
Section 6(b)(5) \16\ 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) \17\ requirement that the rules of an exchange not be
designed to permit unfair discrimination between customers, issuers,
brokers, or dealers.
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\15\ 15 U.S.C. 78f(b).
\16\ 15 U.S.C. 78f(b)(5).
\17\ Id.
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In particular, the proposed rule change will remove impediments to
and perfect the mechanism of a free and open national market system, as
well as benefit investors, by providing Users with additional
flexibility to manage and display their complex orders and additional
control over their executions on the Exchange. This may encourage
market participants to bring additional liquidity to the market, which
benefits all investors.
The Exchange notes that Reserve Order functionality is not new or
unique and is already available in a similar capacity for simple
orders. While the Reserve Order functionality is not currently
available for complex orders, the Exchange has Reserve Order
functionality for simple orders, which functions substantially in the
same manner as the proposed Complex Reserve Order functionality. The
purpose of a Complex Reserve Order is the same as the purpose of a
simple Reserve Order.
The proposed rule change to only include the Displayed Quantity of
a Complex Reserve Order in a COA message protects investors, as it is
consistent with the purpose of a Complex Reserve Order and the
intention of a User that submits a Complex Reserve Order, which is to
only have a certain specified size publicly displayed. This provides
Complex Reserve Orders with the potential for price improvement in a
manner consistent with the objective of a Reserve Order. Therefore, the
Exchange believes it is appropriate to only include the Display
Quantity of a Complex Reserve Order in a COA message.
The Exchange believes the proposed rule change regarding how
Complex Reserve Orders Leg into the Simple Book will benefit investors.
The proposed rule change is consistent with the definition of a Reserve
Order, which states that the entire quantity is eligible for potential
execution against incoming orders, and thus provides the entire
quantity of a Reserve Order with an opportunity to execute against
orders and quotes in the Simple Book. Additionally, this will maximize
the size of resting orders and quotes on the Simple Book that may
execute when Complex Reserve Orders Leg into the Simple Book.
Therefore, the Exchange believes the proposed rule change may
[[Page 60920]]
increase execution opportunities for both Complex Reserve Orders and
simple orders and quotes resting on the Simple Book.
The Exchange believes the proposed rule change related to the
priority of Complex Reserve Orders promotes just and equitable
principles of trade, as it is consistent with current priority in the
Simple Book that provides displayed orders have priority over
nondisplayed orders. The proposed rule change that displayed portions
of complex orders resting on the COB have priority over nondisplayed
portions of Complex Reserve Orders resting on the COB is reasonable,
because it is consistent with the current handling of simple Reserve
Orders, as discussed above. Additionally, the proposed rule change to
clarify that displayed and nondisplayed orders and quotes resting on
the Simple Book have priority over all displayed and nondisplayed
orders resting on the COB when a complex order Legs into the Simple
Book is consistent with current functionality and current Rules
describing how complex orders Leg into the Simple Book. This additional
clarity regarding the order in which resting orders and quotes on the
Simple Book will trade when a complex order Legs into the Simple Book
benefits investors, as it provides more detail regarding the priority
of executions on the Exchange. The Exchange also believes the proposed
priority ensures system stability and efficient executions outweighs
[sic]. The Exchange notes it is not novel for nondisplayed interest to
trade ahead of displayed interest.\18\
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\18\ See supra note 15 [sic].
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The proposed rule change is generally intended to add certain
system functionality to the Exchange's System in order to provide a
consistent technology offering for the Cboe Affiliated Exchanges, as
Cboe Options currently offers (and intends to offer following its
migration to the same technology platform as the Exchange) complex
reserve order functionality. A consistent technology offering, in turn,
will simplify the technology implementation, changes, and maintenance
by Users of the Exchange that are also participants on Cboe Affiliated
Exchanges. The proposed rule change will provide Users with additional
flexibility to manage and display their orders and control their
executions on the Exchange. This may encourage market participants to
bring additional liquidity to the market, which benefits all investors.
Additionally, this will provide Users with greater harmonization
between the order handling instructions available among the Cboe
Affiliated Exchanges.
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. The Exchange believes the
proposed rule change will not burden intramarket competition because
the Reserve Order instruction on complex orders will be available to
all market participants. Additionally, use of the Reserve Order
instruction on complex orders is voluntary. The Exchange also believes
the proposed rule change will not impose any burden on intermarket
competition because this relates to an instruction on orders that are
submitted to the Exchange and how the Exchange's System will handle and
execute them. Additionally, nothing prevents other options exchanges
that offer complex orders from adopting a Reserve Order functionality
for complex orders. The Exchange also believes the proposed rule change
will promote competition, as Complex Reserve Orders will provide Users
with additional flexibility to manage and display their complex orders
and additional control over their executions on the Exchange. This may
encourage market participants to bring additional liquidity to the
market, which benefits all investors.
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 [email protected]. Please include
File Number SR-C2-2018-022 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-C2-2018-022. 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 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-C2-2018-022, and should be submitted on
or before December 18, 2018.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\19\
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\19\ 17 CFR 200.30-3(a)(12).
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Brent J. Fields,
Secretary.
[FR Doc. 2018-25884 Filed 11-26-18; 8:45 am]
BILLING CODE 8011-01-P