Self-Regulatory Organizations; Cboe EDGX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Enhance Its Drill-Through Protections and Make Other Clarifying Changes, 68382-68385 [2020-23796]
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68382
Federal Register / Vol. 85, No. 209 / Wednesday, October 28, 2020 / Notices
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–90250; File No. SR–
CboeEDGX–2020–049]
Self-Regulatory Organizations; Cboe
EDGX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Enhance Its
Drill-Through Protections and Make
Other Clarifying Changes
October 22, 2020.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on October
9, 2020, Cboe EDGX Exchange, Inc.
(‘‘Exchange’’ or ‘‘EDGX’’) filed with the
Securities and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the Exchange. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
Cboe EDGX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘EDGX Options’’)
proposes to enhance its drill-through
protections and make other clarifying
changes. The text of the proposed rule
change is provided in Exhibit 5.
The text of the proposed rule change
is also available on the Exchange’s
website (https://markets.cboe.com/us/
options/regulation/rule_filings/edgx/),
at the Exchange’s Office of the
Secretary, and at the Commission’s
Public Reference Room.
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II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in sections A, B, and C below, of
the most significant aspects of such
statements.
1 15
2 17
U.S.C. 78s(b)(1).
CFR 240.19b–4.
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1. Purpose
The Exchange proposes to enhance its
drill-through protections for simple and
complex orders and make other
clarifying changes. Currently, pursuant
to Rule 21.17(a)(4) and (b)(6), the
System will execute a marketable buy
(sell) order or complex order,3
respectively, up to a buffer amount
above (below) the limit of the Opening
Collar or the national best offer (‘‘NBO’’)
(national best bid (‘‘NBB’’)), as
applicable, or the synthetic national best
offer (‘‘SNBO’’) or synthetic national
best bid (‘‘SNBB’’), respectively (the
‘‘drill-through price’’). The System
enters any order (or unexecuted
portion), simple or complex, into the
EDGX Options Book or the complex
order book (‘‘COB’’), respectively, at the
drill-through price for a specified period
of time (determined by the Exchange).4
At the end of the time period, the
System cancels any portion of the order
not executed during that time period.
The Exchange proposes to permit
orders to rest in the EDGX Options Book
or COB, as applicable, for multiple time
periods and at more aggressive
displayed prices during each time
period.5 Specifically, the System enters
the order in the EDGX Options Book or
COB with a displayed 6 price equal to
the drill-through price (as discussed
below, if an order’s limit price is less
aggressive than the drill-through price,
the order will rest in the EDGX Options
Book or COB, as applicable, at its limit
price and subject to the User’s
instructions, and the drill-through
mechanism as proposed to be amended
would no longer apply to the order).7
The order (or unexecuted portion) will
3 The System may also initiate a complex order
auction (‘‘COA’’) at the drill-through price for a
complex order that would otherwise initiate a COA.
4 The current time period is two seconds, and the
current default amounts are available in the
technical specifications available at https://
cdn.cboe.com/resources/membership/US_Options_
BOE_Specification.pdf. Upon implementation of
the proposed rule change, the Exchange will likely
reduce the length of the time period and maintain
the same buffer amounts.
5 The Exchange will announce to Trading Permit
Holders the buffer amount, the number of time
periods, and the length of the time periods in
accordance with Rule 16.3. The Exchange notes that
each time period will be the same length (as
designated by the Exchange), and the buffer amount
applied for each time period will be the same.
6 Currently, the drill-through price is the price of
orders and complex orders in the book or COB,
respectively. The proposed rule change clarifies
that the drill-through price is displayed, which is
consistent with current functionality.
7 See proposed Rule 21.17(a)(4)(B) and (b)(6)(B).
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rest in the EDGX Options Book or COB,
as applicable, until the earlier to occur
of the order’s full execution and [sic] the
end of the duration of the number of
time periods.8 Following the end of
each period prior to the final period, the
System adds (if a buy order) or subtracts
(if a sell order) one buffer amount to the
drill-through price displayed during the
immediately preceding period (each
new price becomes the ‘‘drill-through
price’’).9 The order (or unexecuted
portion) rests in the EDGX Options Book
or COB, as applicable, at that new drillthrough price for the duration of the
subsequent period. Following the end of
the final period, the System cancels the
simple or complex order (or unexecuted
portion) not executed during any time
period.10 The Exchange has received
feedback from Users that the current
application of the drill-through
mechanism is too limited. The Exchange
believes this proposed rule change will
provide additional execution
opportunities for these orders (or
unexecuted portions) while providing
protection against execution at prices
that may be erroneous.
For example, suppose the Exchange’s
market for a series in a class with a 0.05
minimum increment is 0.90–1.00,
represented by a quote for 10 contracts
on each side (the quote offer is Quote
A). The following sell orders or quote
offers for the series also rest in the
EDGX Options Book:
• Order A: 10 contracts at 1.05;
• Quote B: 10 contracts at 1.10;
• Order B: 10 contracts at 1.15; and
• Order C: 20 contracts at 1.25.
The market for away exchanges is 0.80–
1.45. The Exchange’s buffer amount for
the class is 0.10, the drill-through
resting time period is one second, and
the number of time periods is three. The
8 The Exchange will determine on a class-by-class
basis the number of time periods, which may not
exceed five, and the length of the time period,
which may not exceed three seconds. See proposed
Rule 21.17(a)(4)(B) and (b)(6)(B)(i). The proposed
rule change adds class flexibility so that the
Exchange may determine different time periods and
buffer amounts for different classes, which may
exhibit different trading characteristics and have
different market models.
9 The System will apply a timestamp to the order
(or unexecuted portion) based on the time it enters
or is re-priced in the book or COB, as applicable,
for priority purposes. See proposed Rule
21.17(a)(4)(B)(iii) and (b)(6)(B)(iii). This is
consistent with the current drill-through
functionality, pursuant to which the System applies
a timestamp to the order (or unexecuted portion)
based on the time it enters the book or COB, as
applicable, modified to reflect the multiple price
levels at which an order may rest. See current Rule
21.17(a)(4) and (b)(6)(A).
10 Note current Rule 21.17(b)(6)(B) uses the
language ‘‘cancel or reject’’ while the proposed rule
change deletes ‘‘reject,’’ as both terms have the
same result and merely relate to internal System
code, making the use of both terms unnecessary.
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System receives an incoming order to
buy 100 at 1.40, which executes against
resting orders and quotes as follows: 10
against Quote A at 1.00 (which is the
national best offer), 10 against Order A
at 1.05, and 10 against Quote B at 1.10.
The System will not automatically
execute any of the remaining 70
contracts from the incoming buy order
against Order B, because 1.15 is more
than 0.10 away from the national best
offer at the time of order entry of 1.00
and thus exceeds the drill-through price
check. The 70 unexecuted contracts
then rest in the EDGX Options Book for
one second at a price of 1.10 (the initial
drill-through price). No incoming orders
are entered during that one-second time
period to trade against the remaining 70
contracts. The System then re-prices the
buy order in the EDGX Options Book at
a new drill-through price of 1.20 (drillthrough price plus one buffer of 0.10).
Ten contracts immediately execute
against Order B at a price of 1.15 (the
buy order is still handled as the
‘‘incoming order’’ that executes against
the resting Order B, and thus receives
price improvement to 1.15). An
incoming order to sell 20 contracts at
1.20 enters the EDGX Options Book and
executes against 20 of the resting
contracts at that price. At the end of the
second one-second time period, there
are 40 remaining contracts. These
contracts then rest in the EDGX Options
Book at a price of 1.30 for the final one
second time period. Twenty contracts
immediately execute against Order C at
a price of 1.25. No incoming orders are
entered during that time period to trade
against the remaining 20 contracts. At
the end of the final one-second time
period, the System cancels the
remaining 20 contracts.11
Currently, Users may establish a
higher or lower buffer amount than the
default amount set by the Exchange
with respect to complex orders subject
to the drill-through protection.12
Pursuant to the proposed rule change, if
a User establishes its own buffer
amount, the drill-through protection
will work as it does today. In other
words, if a User establishes its own
buffer amount, a complex order will rest
in the COB for one time period at the
drill-through price and any unexecuted
portion will be cancelled at the end of
the time period. The proposed rule
change clarifies that the length of the
time period will continue to be
determined by the Exchange, and will
be the same as the length of the time
11 The
proposed drill-through protection for
complex orders works in an identical manner.
12 See Rule 21.17(b)(6) (proposed subparagraph
(b)(6)(A)).
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period that applies to complex orders
for which the User does not establish its
own buffer amount. The Exchange
believes this is consistent with a User’s
desire to set its own buffer to
accommodate its own risk tolerance. All
Users have the ability either to establish
their own buffer amounts for complex
orders, and thus have unexecuted orders
rest for one time period, or let their
complex orders be subject to the
Exchange default buffer amount for
complex orders, and thus have
unexecuted orders rest at multiple price
points for multiple time periods, as
proposed.
The proposed rule change also makes
certain clarifying and nonsubstantive
changes, including movement of certain
terms and provisions within Rule
21.17(a)(4) and (b)(6) due to the
proposed rule changes described above.
First, the proposed rule change
combines the provisions in current
subparagraphs (A) and (B) of Rule
21.17(a)(4) into proposed subparagraph
(A). The drill-through protection in the
following subparagraphs of Rule
21.17(a)(4) (currently and as proposed)
apply to orders that enter the EDGX
Options Book at the conclusion of the
opening auction and intraday in the
same manner. Therefore, current (and
proposed) subparagraph (a)(4)(B) apply
to all orders that enter the EDGX
Options Book as described in proposed
subparagraph (a)(4)(A) (current
subparagraphs (a)(4)(A) and (B)). The
proposed rule change clarifies that the
drill-through protection applies to all
orders that would enter the EDGX
Options Book at prices worse than the
drill-through price, including orders not
executed during the opening auction
and orders entered intraday. This is
consistent with and a clarification of
current functionality.
Second, the proposed rule change
adds clarifying language regarding how
the System handles orders for which the
limit price is equal to or less than (if a
buy order) or greater than (if a sell
order) the drill-through price. Current
Rule 21.17(b)(6) contemplates that
complex orders with limit prices equal
to or less aggressive than the drillthrough price will not be subject to the
mechanism pursuant to which orders
will rest in the COB for a time period
and then be cancelled. Specifically,
Rule 21.17(b)(6)(A) states if a buy (sell)
complex order would execute or enter
the COB at a price higher (lower) than
the drill-through price, the System
enters the complex order into the COB
with a price equal to the drill-through
price and rests for the time period in
accordance with the drill-through
mechanism. Additionally, Rule
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21.17(b)(6)(B) states that any complex
order with a displayed price equal to the
drill-through price (unless the drillthrough price equals the order’s limit
price) will rest in the COB for the drillthrough time period. Therefore,
currently, if the limit price of a complex
order is less aggressive than or equal to
the drill-through price (i.e., if a buy
(sell) complex order (or unexecuted
portion) would execute or enter the COB
at a price lower (higher) than or equal
to the drill-through price), the complex
order will rest in the COB, as applicable,
and the drill-through mechanism stops
(i.e., the time period will not occur and
the System will not cancel the order).
This is also true for simple orders but
is not specified in the current Rules.
The proposed rule change clarifies
that notwithstanding the provisions
described above regarding an order or
complex order resting in the EDGX
Options Book or COB, respectively, for
brief time periods at drill-through
prices, if a buy (sell) order’s limit price
equals or is less (greater) than the drillthrough price at any time during
application of the drill-through
mechanism, the order rests in the EDGX
Options Book or COB, as applicable,
subject to a User’s instructions,13 at its
limit price and any remaining time
period(s) described above do not
occur.14 If the drill-through price is
equal to or more aggressive than the
order’s limit price, the additional
protection of having the order rest in the
COB for a short time period is not
necessary given that the order will rest
at the limit price entered by the User
(and thus an acceptable execution price
for that User). Additionally, displaying
an order at a drill-through price (a price
at which execution is possible) worse
than the limit price of the order would
be inconsistent with the terms of the
order. This is consistent with current
functionality (updated to reflect the
proposed rule change to allow multiple
time periods) and the definition of limit
orders and merely clarifies this in the
Rules.
Third, the proposed rule change
clarifies in proposed Rule
21.17(b)(6)(B)(ii) that if the synthetic
best bid or offer (‘‘SBBO’’) changes prior
to the end of any time period but the
complex order cannot leg into the
simple book, and the new SBB or SBO,
as applicable, crosses the drill-through
price, the System changes the displayed
price of the complex order to the new
13 For example, the order will remain in force
subject to any time-in-force instruction applied to
the order by the User upon entry.
14 See proposed Rule 21.17(a)(4)(C)(iv) and
(b)(6)(B)(iv).
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SBB or SBO, as applicable, plus or
minus the applicable minimum
increment for the class. The current
Rule states that $0.01 is added to or
subtracted from the new SBBO.
However, a class may have a minimum
increment other than $0.01 pursuant to
Rule 5.4(b). Currently, the System adds
or subtracts the applicable minimum
increment. The proposed rule change
corrects an inadvertent error in the
Rules to conform to current System
functionality and Rules regarding
minimum increments for complex
orders. The proposed rule change will
ensure that a complex order will rest in
the COB only with a displayed price in
the applicable minimum increment
applicable for the class of that complex
order. The proposed rule change also
clarifies that the complex order will rest
in the COB (the current rule text says
the complex order is not cancelled), and
adds detail that the complex order rests
at that displayed price, subject to a
User’s instructions, and if it was not the
final period, any remaining time
period(s) do not occur.
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.
In particular, the Exchange believes
the proposed enhancement to the drillthrough mechanism removes
impediments to and perfects the
mechanism of a free and open market
and a national market system, and, in
15 15
16 15
U.S.C. 78f(b).
U.S.C. 78f(b)(5).
17 Id.
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general, protects investors and the
public interest. The proposed rule
change will permit orders (or
unexecuted portions) to rest in the
EDGX Options Book or COB, as
applicable, at different displayed prices
for a brief but overall longer period of
time, which will provide market
participants’ orders with additional
execution opportunities while
continuing to protect them against
execution at potentially erroneous
prices. The proposed enhancement to
the drill-through protection is similar to
current drill-through functionality. The
Exchange may determine the buffer
amount for orders and the time period
in which orders may rest in the EDGX
Options Book or COB. The proposed
rule change permits an order to rest at
multiples of the buffer amount, which
would have the same effect as the
Exchange setting a larger buffer amount.
For example, if the Exchange set a buffer
amount of $0.75, that would allow
orders to execute at any price no further
than $0.75 away from the NBBO or
SNBBO at the time of order entry
(including at prices $0.25 and $0.50
away from the NBBO or SNBBO at the
time of order entry). This allows for the
same potential execution prices that
would be possible if the Exchange set a
buffer of $0.25 and three time periods
under the proposed rule change. While
the overall time period for which an
order may rest in the EDGX Options
Book or COB may be longer than the
currently permissible time period, the
longer time period will still be relatively
brief (maximum of 15 seconds). The
Exchange notes it may maintain the
same buffer amounts that are in place
today. However, rather than increase the
buffer amount at one time, the proposed
rule change adds the overall larger
buffer amount incrementally over a
potentially overall longer time period.
While this may permit executions at
prices farther away from the NBBO or
SNBBO at the time of order entry, it will
still never permit executions at prices
through orders’ limit prices. This will
provide execution opportunities for
orders at incremental amounts away
from the NBBO or SNBBO, as
applicable, over a slightly longer time
period and thus against a potentially
larger number of orders. Users also have
the ability to cancel orders prior to the
completion of the time periods if they
do not want the orders resting for a
longer period of time (and Users can set
their own buffer for complex orders,
which would cause those complex
orders to rest for a single time period
rather than multiple as proposed).
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The Exchange believes the proposed
clarifying and nonsubstantive changes
to the drill-through protection rules
protect investors by adding
transparency to the rules regarding the
drill-through functionality. These
changes are consistent with current
functionality and thus do not impact the
applicability of the drill-through
mechanism to orders.
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 does not believe that the
proposed rule change will impose any
burden on intramarket competition that
is not necessary or appropriate in
furtherance of the purposes of the Act
because the enhanced drill-through
protection will apply to all marketable
orders in the same manner. Users may
cancel orders resting on the EDGX
Options Book during the drill-through
time periods or set their own buffer with
respect to complex orders if they do not
want their orders resting for a longer
period of time as proposed.
The Exchange does not believe that
the proposed rule change will impose
any burden on intermarket competition
that is not necessary or appropriate in
furtherance of the purposes of the Act
because it relates solely to how and
when marketable orders will rest on the
EDGX Options Book or COB. The
proposed enhancement to the drillthrough protection is consistent with
the current protection and provides
orders subject to the protection with
additional execution opportunities
while providing continued protection
against execution against potentially
erroneous prices.
The Exchange believes the proposed
rule change would ultimately provide
all market participants with additional
execution opportunities when
appropriate while providing protection
from erroneous execution. The
Exchange believes the proposal will
enhance risk protections, the individual
firm benefits of which flow downstream
to counterparties both at the Exchange
and at other options exchanges, which
increases systemic protections as well.
The Exchange believes enhancing risk
protections will allow Users to enter
orders and quotes with further reduced
fear of inadvertent exposure to excessive
risk, which will benefit investors
through increased liquidity for the
execution of their orders. Without
adequate risk management tools, such as
the one proposed to be enhanced in this
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filing, Trading Permit Holders could
reduce the amount of order flow and
liquidity they provide. Such actions
may undermine the quality of the
markets available to customers and
other market participants. Accordingly,
the proposed rule change is designed to
encourage Trading Permit Holders to
submit additional order flow and
liquidity to the Exchange. The proposed
flexibility may similarly provide
additional execution opportunities,
which further benefits liquidity in
potentially volatile markets. In addition,
providing Trading Permit Holders with
more tools for managing risk will
facilitate transactions in securities
because, as noted above, Trading Permit
Holders will have more confidence
protections are in place that reduce the
risks from potential system errors and
market events.
The proposed clarifying and
nonsubstantive changes are consistent
with current functionality and are
intended to add clarity to the Rules, and
thus the Exchange expects those
changes to have no competitive impact.
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
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 18 and
subparagraph (f)(6) of Rule 19b-4
thereunder.19
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
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18 15
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6). In addition, Rule 19b–
4(f)(6)(iii) 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.
19 17
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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–
CboeEDGX–2020–049 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–CboeEDGX–2020–049. 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–CboeEDGX–2020–049 and
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68385
should be submitted on or before
November 18, 2020.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.20
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020–23796 Filed 10–27–20; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–90257; File No. SR–ISE–
2020–33]
Self-Regulatory Organizations; Nasdaq
ISE, LLC; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change To Extend a Pilot on the
Nasdaq–100 Reduced Value Index
October 22, 2020.
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 October
14, 2020, Nasdaq ISE, LLC (‘‘ISE’’ or
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the Exchange. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to extend the
pilot to permit the listing and trading of
options based on 1⁄5 the value of the
Nasdaq–100 Index (‘‘Nasdaq–100’’)
currently set to expire on November 2,
2020.
The text of the proposed rule change
is available on the Exchange’s website at
https://listingcenter.nasdaq.com/
rulebook/ise/rules, 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
20 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
E:\FR\FM\28OCN1.SGM
28OCN1
Agencies
[Federal Register Volume 85, Number 209 (Wednesday, October 28, 2020)]
[Notices]
[Pages 68382-68385]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-23796]
[[Page 68382]]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-90250; File No. SR-CboeEDGX-2020-049]
Self-Regulatory Organizations; Cboe EDGX Exchange, Inc.; Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change To
Enhance Its Drill-Through Protections and Make Other Clarifying Changes
October 22, 2020.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on October 9, 2020, Cboe EDGX Exchange, Inc. (``Exchange'' or ``EDGX'')
filed with the Securities and Exchange Commission (``Commission'') the
proposed rule change as described in Items I and II below, which Items
have been prepared by the Exchange. The Commission is publishing this
notice to solicit comments on the proposed rule change from interested
persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
Cboe EDGX Exchange, Inc. (the ``Exchange'' or ``EDGX Options'')
proposes to enhance its drill-through protections and make other
clarifying changes. The text of the proposed rule change is provided in
Exhibit 5.
The text of the proposed rule change is also available on the
Exchange's website (https://markets.cboe.com/us/options/regulation/rule_filings/edgx/), at the Exchange's Office of the Secretary, and at
the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to enhance its drill-through protections for
simple and complex orders and make other clarifying changes. Currently,
pursuant to Rule 21.17(a)(4) and (b)(6), the System will execute a
marketable buy (sell) order or complex order,\3\ respectively, up to a
buffer amount above (below) the limit of the Opening Collar or the
national best offer (``NBO'') (national best bid (``NBB'')), as
applicable, or the synthetic national best offer (``SNBO'') or
synthetic national best bid (``SNBB''), respectively (the ``drill-
through price''). The System enters any order (or unexecuted portion),
simple or complex, into the EDGX Options Book or the complex order book
(``COB''), respectively, at the drill-through price for a specified
period of time (determined by the Exchange).\4\ At the end of the time
period, the System cancels any portion of the order not executed during
that time period.
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\3\ The System may also initiate a complex order auction
(``COA'') at the drill-through price for a complex order that would
otherwise initiate a COA.
\4\ The current time period is two seconds, and the current
default amounts are available in the technical specifications
available at https://cdn.cboe.com/resources/membership/US_Options_BOE_Specification.pdf. Upon implementation of the
proposed rule change, the Exchange will likely reduce the length of
the time period and maintain the same buffer amounts.
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The Exchange proposes to permit orders to rest in the EDGX Options
Book or COB, as applicable, for multiple time periods and at more
aggressive displayed prices during each time period.\5\ Specifically,
the System enters the order in the EDGX Options Book or COB with a
displayed \6\ price equal to the drill-through price (as discussed
below, if an order's limit price is less aggressive than the drill-
through price, the order will rest in the EDGX Options Book or COB, as
applicable, at its limit price and subject to the User's instructions,
and the drill-through mechanism as proposed to be amended would no
longer apply to the order).\7\ The order (or unexecuted portion) will
rest in the EDGX Options Book or COB, as applicable, until the earlier
to occur of the order's full execution and [sic] the end of the
duration of the number of time periods.\8\ Following the end of each
period prior to the final period, the System adds (if a buy order) or
subtracts (if a sell order) one buffer amount to the drill-through
price displayed during the immediately preceding period (each new price
becomes the ``drill-through price'').\9\ The order (or unexecuted
portion) rests in the EDGX Options Book or COB, as applicable, at that
new drill-through price for the duration of the subsequent period.
Following the end of the final period, the System cancels the simple or
complex order (or unexecuted portion) not executed during any time
period.\10\ The Exchange has received feedback from Users that the
current application of the drill-through mechanism is too limited. The
Exchange believes this proposed rule change will provide additional
execution opportunities for these orders (or unexecuted portions) while
providing protection against execution at prices that may be erroneous.
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\5\ The Exchange will announce to Trading Permit Holders the
buffer amount, the number of time periods, and the length of the
time periods in accordance with Rule 16.3. The Exchange notes that
each time period will be the same length (as designated by the
Exchange), and the buffer amount applied for each time period will
be the same.
\6\ Currently, the drill-through price is the price of orders
and complex orders in the book or COB, respectively. The proposed
rule change clarifies that the drill-through price is displayed,
which is consistent with current functionality.
\7\ See proposed Rule 21.17(a)(4)(B) and (b)(6)(B).
\8\ The Exchange will determine on a class-by-class basis the
number of time periods, which may not exceed five, and the length of
the time period, which may not exceed three seconds. See proposed
Rule 21.17(a)(4)(B) and (b)(6)(B)(i). The proposed rule change adds
class flexibility so that the Exchange may determine different time
periods and buffer amounts for different classes, which may exhibit
different trading characteristics and have different market models.
\9\ The System will apply a timestamp to the order (or
unexecuted portion) based on the time it enters or is re-priced in
the book or COB, as applicable, for priority purposes. See proposed
Rule 21.17(a)(4)(B)(iii) and (b)(6)(B)(iii). This is consistent with
the current drill-through functionality, pursuant to which the
System applies a timestamp to the order (or unexecuted portion)
based on the time it enters the book or COB, as applicable, modified
to reflect the multiple price levels at which an order may rest. See
current Rule 21.17(a)(4) and (b)(6)(A).
\10\ Note current Rule 21.17(b)(6)(B) uses the language ``cancel
or reject'' while the proposed rule change deletes ``reject,'' as
both terms have the same result and merely relate to internal System
code, making the use of both terms unnecessary.
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For example, suppose the Exchange's market for a series in a class
with a 0.05 minimum increment is 0.90-1.00, represented by a quote for
10 contracts on each side (the quote offer is Quote A). The following
sell orders or quote offers for the series also rest in the EDGX
Options Book:
Order A: 10 contracts at 1.05;
Quote B: 10 contracts at 1.10;
Order B: 10 contracts at 1.15; and
Order C: 20 contracts at 1.25.
The market for away exchanges is 0.80-1.45. The Exchange's buffer
amount for the class is 0.10, the drill-through resting time period is
one second, and the number of time periods is three. The
[[Page 68383]]
System receives an incoming order to buy 100 at 1.40, which executes
against resting orders and quotes as follows: 10 against Quote A at
1.00 (which is the national best offer), 10 against Order A at 1.05,
and 10 against Quote B at 1.10. The System will not automatically
execute any of the remaining 70 contracts from the incoming buy order
against Order B, because 1.15 is more than 0.10 away from the national
best offer at the time of order entry of 1.00 and thus exceeds the
drill-through price check. The 70 unexecuted contracts then rest in the
EDGX Options Book for one second at a price of 1.10 (the initial drill-
through price). No incoming orders are entered during that one-second
time period to trade against the remaining 70 contracts. The System
then re-prices the buy order in the EDGX Options Book at a new drill-
through price of 1.20 (drill-through price plus one buffer of 0.10).
Ten contracts immediately execute against Order B at a price of 1.15
(the buy order is still handled as the ``incoming order'' that executes
against the resting Order B, and thus receives price improvement to
1.15). An incoming order to sell 20 contracts at 1.20 enters the EDGX
Options Book and executes against 20 of the resting contracts at that
price. At the end of the second one-second time period, there are 40
remaining contracts. These contracts then rest in the EDGX Options Book
at a price of 1.30 for the final one second time period. Twenty
contracts immediately execute against Order C at a price of 1.25. No
incoming orders are entered during that time period to trade against
the remaining 20 contracts. At the end of the final one-second time
period, the System cancels the remaining 20 contracts.\11\
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\11\ The proposed drill-through protection for complex orders
works in an identical manner.
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Currently, Users may establish a higher or lower buffer amount than
the default amount set by the Exchange with respect to complex orders
subject to the drill-through protection.\12\ Pursuant to the proposed
rule change, if a User establishes its own buffer amount, the drill-
through protection will work as it does today. In other words, if a
User establishes its own buffer amount, a complex order will rest in
the COB for one time period at the drill-through price and any
unexecuted portion will be cancelled at the end of the time period. The
proposed rule change clarifies that the length of the time period will
continue to be determined by the Exchange, and will be the same as the
length of the time period that applies to complex orders for which the
User does not establish its own buffer amount. The Exchange believes
this is consistent with a User's desire to set its own buffer to
accommodate its own risk tolerance. All Users have the ability either
to establish their own buffer amounts for complex orders, and thus have
unexecuted orders rest for one time period, or let their complex orders
be subject to the Exchange default buffer amount for complex orders,
and thus have unexecuted orders rest at multiple price points for
multiple time periods, as proposed.
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\12\ See Rule 21.17(b)(6) (proposed subparagraph (b)(6)(A)).
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The proposed rule change also makes certain clarifying and
nonsubstantive changes, including movement of certain terms and
provisions within Rule 21.17(a)(4) and (b)(6) due to the proposed rule
changes described above. First, the proposed rule change combines the
provisions in current subparagraphs (A) and (B) of Rule 21.17(a)(4)
into proposed subparagraph (A). The drill-through protection in the
following subparagraphs of Rule 21.17(a)(4) (currently and as proposed)
apply to orders that enter the EDGX Options Book at the conclusion of
the opening auction and intraday in the same manner. Therefore, current
(and proposed) subparagraph (a)(4)(B) apply to all orders that enter
the EDGX Options Book as described in proposed subparagraph (a)(4)(A)
(current subparagraphs (a)(4)(A) and (B)). The proposed rule change
clarifies that the drill-through protection applies to all orders that
would enter the EDGX Options Book at prices worse than the drill-
through price, including orders not executed during the opening auction
and orders entered intraday. This is consistent with and a
clarification of current functionality.
Second, the proposed rule change adds clarifying language regarding
how the System handles orders for which the limit price is equal to or
less than (if a buy order) or greater than (if a sell order) the drill-
through price. Current Rule 21.17(b)(6) contemplates that complex
orders with limit prices equal to or less aggressive than the drill-
through price will not be subject to the mechanism pursuant to which
orders will rest in the COB for a time period and then be cancelled.
Specifically, Rule 21.17(b)(6)(A) states if a buy (sell) complex order
would execute or enter the COB at a price higher (lower) than the
drill-through price, the System enters the complex order into the COB
with a price equal to the drill-through price and rests for the time
period in accordance with the drill-through mechanism. Additionally,
Rule 21.17(b)(6)(B) states that any complex order with a displayed
price equal to the drill-through price (unless the drill-through price
equals the order's limit price) will rest in the COB for the drill-
through time period. Therefore, currently, if the limit price of a
complex order is less aggressive than or equal to the drill-through
price (i.e., if a buy (sell) complex order (or unexecuted portion)
would execute or enter the COB at a price lower (higher) than or equal
to the drill-through price), the complex order will rest in the COB, as
applicable, and the drill-through mechanism stops (i.e., the time
period will not occur and the System will not cancel the order). This
is also true for simple orders but is not specified in the current
Rules.
The proposed rule change clarifies that notwithstanding the
provisions described above regarding an order or complex order resting
in the EDGX Options Book or COB, respectively, for brief time periods
at drill-through prices, if a buy (sell) order's limit price equals or
is less (greater) than the drill-through price at any time during
application of the drill-through mechanism, the order rests in the EDGX
Options Book or COB, as applicable, subject to a User's
instructions,\13\ at its limit price and any remaining time period(s)
described above do not occur.\14\ If the drill-through price is equal
to or more aggressive than the order's limit price, the additional
protection of having the order rest in the COB for a short time period
is not necessary given that the order will rest at the limit price
entered by the User (and thus an acceptable execution price for that
User). Additionally, displaying an order at a drill-through price (a
price at which execution is possible) worse than the limit price of the
order would be inconsistent with the terms of the order. This is
consistent with current functionality (updated to reflect the proposed
rule change to allow multiple time periods) and the definition of limit
orders and merely clarifies this in the Rules.
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\13\ For example, the order will remain in force subject to any
time-in-force instruction applied to the order by the User upon
entry.
\14\ See proposed Rule 21.17(a)(4)(C)(iv) and (b)(6)(B)(iv).
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Third, the proposed rule change clarifies in proposed Rule
21.17(b)(6)(B)(ii) that if the synthetic best bid or offer (``SBBO'')
changes prior to the end of any time period but the complex order
cannot leg into the simple book, and the new SBB or SBO, as applicable,
crosses the drill-through price, the System changes the displayed price
of the complex order to the new
[[Page 68384]]
SBB or SBO, as applicable, plus or minus the applicable minimum
increment for the class. The current Rule states that $0.01 is added to
or subtracted from the new SBBO. However, a class may have a minimum
increment other than $0.01 pursuant to Rule 5.4(b). Currently, the
System adds or subtracts the applicable minimum increment. The proposed
rule change corrects an inadvertent error in the Rules to conform to
current System functionality and Rules regarding minimum increments for
complex orders. The proposed rule change will ensure that a complex
order will rest in the COB only with a displayed price in the
applicable minimum increment applicable for the class of that complex
order. The proposed rule change also clarifies that the complex order
will rest in the COB (the current rule text says the complex order is
not cancelled), and adds detail that the complex order rests at that
displayed price, subject to a User's instructions, and if it was not
the final period, any remaining time period(s) do not occur.
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 Exchange believes the proposed enhancement to
the drill-through mechanism removes impediments to and perfects the
mechanism of a free and open market and a national market system, and,
in general, protects investors and the public interest. The proposed
rule change will permit orders (or unexecuted portions) to rest in the
EDGX Options Book or COB, as applicable, at different displayed prices
for a brief but overall longer period of time, which will provide
market participants' orders with additional execution opportunities
while continuing to protect them against execution at potentially
erroneous prices. The proposed enhancement to the drill-through
protection is similar to current drill-through functionality. The
Exchange may determine the buffer amount for orders and the time period
in which orders may rest in the EDGX Options Book or COB. The proposed
rule change permits an order to rest at multiples of the buffer amount,
which would have the same effect as the Exchange setting a larger
buffer amount. For example, if the Exchange set a buffer amount of
$0.75, that would allow orders to execute at any price no further than
$0.75 away from the NBBO or SNBBO at the time of order entry (including
at prices $0.25 and $0.50 away from the NBBO or SNBBO at the time of
order entry). This allows for the same potential execution prices that
would be possible if the Exchange set a buffer of $0.25 and three time
periods under the proposed rule change. While the overall time period
for which an order may rest in the EDGX Options Book or COB may be
longer than the currently permissible time period, the longer time
period will still be relatively brief (maximum of 15 seconds). The
Exchange notes it may maintain the same buffer amounts that are in
place today. However, rather than increase the buffer amount at one
time, the proposed rule change adds the overall larger buffer amount
incrementally over a potentially overall longer time period. While this
may permit executions at prices farther away from the NBBO or SNBBO at
the time of order entry, it will still never permit executions at
prices through orders' limit prices. This will provide execution
opportunities for orders at incremental amounts away from the NBBO or
SNBBO, as applicable, over a slightly longer time period and thus
against a potentially larger number of orders. Users also have the
ability to cancel orders prior to the completion of the time periods if
they do not want the orders resting for a longer period of time (and
Users can set their own buffer for complex orders, which would cause
those complex orders to rest for a single time period rather than
multiple as proposed).
The Exchange believes the proposed clarifying and nonsubstantive
changes to the drill-through protection rules protect investors by
adding transparency to the rules regarding the drill-through
functionality. These changes are consistent with current functionality
and thus do not impact the applicability of the drill-through mechanism
to orders.
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 does not
believe that the proposed rule change will impose any burden on
intramarket competition that is not necessary or appropriate in
furtherance of the purposes of the Act because the enhanced drill-
through protection will apply to all marketable orders in the same
manner. Users may cancel orders resting on the EDGX Options Book during
the drill-through time periods or set their own buffer with respect to
complex orders if they do not want their orders resting for a longer
period of time as proposed.
The Exchange does not believe that the proposed rule change will
impose any burden on intermarket competition that is not necessary or
appropriate in furtherance of the purposes of the Act because it
relates solely to how and when marketable orders will rest on the EDGX
Options Book or COB. The proposed enhancement to the drill-through
protection is consistent with the current protection and provides
orders subject to the protection with additional execution
opportunities while providing continued protection against execution
against potentially erroneous prices.
The Exchange believes the proposed rule change would ultimately
provide all market participants with additional execution opportunities
when appropriate while providing protection from erroneous execution.
The Exchange believes the proposal will enhance risk protections, the
individual firm benefits of which flow downstream to counterparties
both at the Exchange and at other options exchanges, which increases
systemic protections as well. The Exchange believes enhancing risk
protections will allow Users to enter orders and quotes with further
reduced fear of inadvertent exposure to excessive risk, which will
benefit investors through increased liquidity for the execution of
their orders. Without adequate risk management tools, such as the one
proposed to be enhanced in this
[[Page 68385]]
filing, Trading Permit Holders could reduce the amount of order flow
and liquidity they provide. Such actions may undermine the quality of
the markets available to customers and other market participants.
Accordingly, the proposed rule change is designed to encourage Trading
Permit Holders to submit additional order flow and liquidity to the
Exchange. The proposed flexibility may similarly provide additional
execution opportunities, which further benefits liquidity in
potentially volatile markets. In addition, providing Trading Permit
Holders with more tools for managing risk will facilitate transactions
in securities because, as noted above, Trading Permit Holders will have
more confidence protections are in place that reduce the risks from
potential system errors and market events.
The proposed clarifying and nonsubstantive changes are consistent
with current functionality and are intended to add clarity to the
Rules, and thus the Exchange expects those changes to have no
competitive impact.
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
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 \18\ and
subparagraph (f)(6) of Rule 19b-4 thereunder.\19\
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\18\ 15 U.S.C. 78s(b)(3)(A)(iii).
\19\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii)
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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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-CboeEDGX-2020-049 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-CboeEDGX-2020-049. 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-CboeEDGX-2020-049 and should be
submitted on or before November 18, 2020.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\20\
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\20\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-23796 Filed 10-27-20; 8:45 am]
BILLING CODE 8011-01-P