Self-Regulatory Organizations; Cboe EDGA Exchange, Inc.; Notice of Filing of a Proposed Rule Change Relating to the Exchange's Process for Re-Opening Securities Listed on Other National Securities Exchanges Following the Resumption of Trading After a Halt, Suspension, or Pause During the Early Trading Session, Pre-Opening Session, or Post-Closing Session, 26574-26577 [2021-10170]

Download as PDF khammond on DSKJM1Z7X2PROD with NOTICES 26574 Federal Register / Vol. 86, No. 92 / Friday, May 14, 2021 / Notices without charge for a period beginning at least 30 days before the Substitution Date through at least 30 days following the Substitution Date. Except as described in any market timing/shortterm trading provisions of the relevant prospectus, the Applicants will not exercise any right they may have under the Contracts to impose restrictions on transfers between the sub-accounts under the Contracts, including limitations on the future number of transfers, for a period beginning at least 30 days before the Substitution Date through at least 30 days following the Substitution Date. 6. All affected Contract owners will be notified via the Supplement at least 30 days before the Substitution Date about: (i) The intended Substitution of the Existing Fund with the Replacement Fund; (ii) the intended Substitution Date; and (iii) information with respect to transfers as set forth in Condition 5 above. In addition, the Applicants will deliver to all affected Contract owners, at least 30 days before the Substitution Date, a prospectus for the Replacement Fund. 7. The Companies will deliver to each affected Contract owner within five business days of the Substitution Date, a written confirmation which will include: (a) A confirmation that the Substitution was carried out as previously notified; (b) a restatement of the information set forth in the Supplement; and (c) the values of the Contract owners’ positions in the Original Fund before the Substitution and the Replacement Fund after the Substitution. 8. Applicants and their affiliates will not receive, for three years from the Substitution Date, any direct or indirect benefits from the Replacement Fund, their investment advisors or underwriters (or their affiliates) in connection with assets attributable to Contracts affected by the Substitution at a higher rate than they had received from the Original Fund, its investment advisors or underwriters (or their affiliates), including without limitation 12b–1 fees, shareholder service, administrative or other service fees, revenue sharing, or other arrangements. 9. The obligations of the TIAA and the rights of affected Contract owners under the Contracts will not be altered in any way. For the Commission, by the Division of Investment Management, pursuant to delegated authority. J. Matthew DeLesDernier, Assistant Secretary. SECURITIES AND EXCHANGE COMMISSION the most significant aspects of such statements. [Release No. 34–91802; File No. SR– CboeEDGA–2021–011] A. Self-Regulatory Organization’s Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change Self-Regulatory Organizations; Cboe EDGA Exchange, Inc.; Notice of Filing of a Proposed Rule Change Relating to the Exchange’s Process for ReOpening Securities Listed on Other National Securities Exchanges Following the Resumption of Trading After a Halt, Suspension, or Pause During the Early Trading Session, PreOpening Session, or Post-Closing Session May 10, 2021. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’),1 and Rule 19b–4 thereunder,2 notice is hereby given that on April 26, 2021, Cboe EDGA Exchange, Inc. (‘‘Exchange’’ or ‘‘EDGA’’) filed with the Securities and Exchange Commission (‘‘Commission’’) the proposed rule change as described in Items I, II, and III below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes a rule change to amend the Exchange’s process for reopening securities listed on other national securities exchanges following the resumption of trading after a halt, suspension, or pause during the Early Trading Session, Pre-Opening Session, or Post-Closing Session. The text of the proposed rule change is also available on the Exchange’s website (https://markets.cboe.com/us/ equities/regulation/rule_filings/edga/), 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 [FR Doc. 2021–10159 Filed 5–13–21; 8:45 am] 1 15 BILLING CODE 8011–01–P 2 17 VerDate Sep<11>2014 19:58 May 13, 2021 Jkt 253001 PO 00000 U.S.C. 78s(b)(1). CFR 240.19b–4. Frm 00118 Fmt 4703 Sfmt 4703 Purpose The purpose of the proposed rule change is to amend the Exchange’s process for re-opening securities listed on other national securities exchanges following the resumption of trading after a halt, suspension, or pause during the Early Trading Session,3 Pre-Opening Session,4 or Post-Closing Session.5 EDGA Rule 11.7 describes the Exchange’s opening process for securities listed on other national securities exchanges, including the process for re-opening such securities following the resumption of trading after a halt, suspension, or pause. On November 5, 2020, the Exchange filed a proposed rule change to amend its reopening process pursuant to EDGA Rule 11.7 for securities listed on the New York Stock Exchange LLC (‘‘NYSE’’) following the resumption of trading after a halt, suspension, or pause during the Early Trading Session, Pre-Opening Session, or Post-Closing Session.6 That filing was approved by the Commission on December 28, 2020.7 The Exchange now proposes to further amend EDGA Rule 11.7 to adopt a harmonized reopening process for securities listed on NYSE (‘‘Tape A’’), securities listed on exchanges other than The Nasdaq Stock Market LLC (‘‘Nasdaq’’) and NYSE (‘‘Tape B’’); and securities listed on Nasdaq (‘‘Tape C’’) following the resumption of trading after a halt, suspension, or pause during the Early Trading Session, Pre-Opening Session, or Post-Closing Session. The Exchange believes that the proposed harmonized process for Tape A, B, and C securities would simplify its procedures and provide a more effective re-opening process for securities that resume trading outside of Regular Trading 3 The term ‘‘Early Trading Session’’ means the time between 7:00 a.m. and 8:00 a.m. Eastern Time. See EDGA Rule 1.5(ii). 4 The term ‘‘Pre-Opening Session’’ means the time between 8:00 a.m. and 9:30 a.m. Eastern Time. See EDGA Rule 1.5(s). 5 The term ‘‘Post-Closing Session’’ means the time between 4:00 p.m. and 8:00 p.m. Eastern Time. See EDGA Rule 1.5(r). 6 See Securities Exchange Act Release No. 90419 (November 13, 2020), 85 FR 73829 (November 19, 2020) (SR–CboeEDGA–2020–029). 7 See Securities Exchange Act Release No. 90804 (December 28, 2020), 86 FR 158 (January 4, 2021) (Approval Order). E:\FR\FM\14MYN1.SGM 14MYN1 khammond on DSKJM1Z7X2PROD with NOTICES Federal Register / Vol. 86, No. 92 / Friday, May 14, 2021 / Notices Hours.8 The Exchange also proposes to make non-substantive changes to Rule 11.7 to conform the text to Cboe BZX Exchange, Inc. (‘‘BZX’’) Rule 11.24. As amended pursuant to SR– CboeEDGA–2020–029, EDGA Rule 11.7(e)(3) provides that during the Early Trading Session, Pre-Opening Session, or Post-Closing Session, Tape A securities that resume trading after a halt, suspension, or pause will be automatically re-opened pursuant to the Exchange’s contingent open procedures, as described in EDGA Rule 11.7(d), after one second has passed following the Exchange’s receipt of the first NBBO following such resumption of trading. This rule was adopted to automate the prior manual process that would otherwise be used to initiate the reopening of Tape A securities when NYSE was not open for trading. Consistent with that intent, the Exchange proposed to continue to reopen Tape A securities using the same contingent open procedures that would apply when the Exchange manually initiated its re-opening process pursuant to EDGA Rule 11.7(e)(2). As a result, when the Exchange re-opens Tape A securities during pre- and post-market trading sessions today, orders are handled in time sequence and placed on the EDGA Book, routed, cancelled, or executed in accordance with the terms of the order. This differs from the standard processed used by the Exchange during Regular Trading Hours, where the Exchange seeks to execute queued orders at the midpoint of the national best bid or offer (‘‘NBBO’’).9 After additional consideration, the Exchange believes that market participants and investors would be better served by utilizing its standard midpoint re-opening in these circumstances as doing so would promote greater consistency with the process used by the Exchange in other circumstances and may generally provide executions that better reflect the applicable market for the security. The Exchange therefore proposes to amend EDGA Rule 11.7(e) such that the process for re-opening Tape A securities after the Exchange has determined to initiate a re-opening would generally mirror the standard process described in EDGA Rule 11.7(e)(1), which as discussed is designed to provide an execution at the midpoint of the NBBO. The determination of whether to re-open such Tape A securities would, however, continue to follow the process discussed 8 The term ‘‘Regular Trading Hours’’ means the time between 9:30 a.m. and 4:00 p.m. Eastern Time. See EDGA Rule 1.5(y). 9 See EDGA Rule 11.7(e)(1). VerDate Sep<11>2014 19:58 May 13, 2021 Jkt 253001 in SR–CboeEDGA–2020–029. Thus, during the Early Trading Session, PreOpening Session, or Post-Closing Session, the re-opening process for Tape A securities would occur at the midpoint of the NBBO after one second has passed following the Exchange’s receipt of the first NBBO following the resumption of trading after a halt, suspension, or pause. Although the Exchange has determined to use a midpoint re-opening process similar to that currently described in EDGA Rule 11.7(e)(1), for the reasons discussed in SR–CboeEDGA–2020–029, it remains important that the trigger for initiating this process outside of Regular Trading Hours not be tied to the resumption of trading on the primary listing market as NYSE does not trade its listed securities at times when the Exchange is open for pre- and post-market trading. In addition, the Exchange proposes to amend the process for re-opening Tape B and C securities to mirror the proposed process for Tape A securities, except that the Exchange would require the primary listing market to have begun quoting the security before it initiates its own re-opening process. As explained in SR–CboeEDGA–2020–029, the Exchange amended EDGA Rule 11.7 to permit Tape A securities listed on NYSE to re-open based on quoting activity on other national securities exchanges during pre- and post-market trading when NYSE does not trade its listed securities. However, this limitation does not exist for Tape B or C securities as the applicable primary listing markets for those securities each offer pre- and post-market trading sessions where market participants can trade their listed securities.10 As a result, the Exchange believes that it is desirable for Tape B and C securities to be opened on the Exchange only after the primary listing exchange has begun trading its listed securities, consistent with the current EDGA Rule 11.7(e), which would continue to be applied during Regular Trading Hours. However, similar to the proposed process for reopening Tape A securities, the Exchange would simplify the triggers for reopening trading pursuant to EDGA Rule 11.7(e)(1) such that its re-opening process for Tape B and C securities during the Early Trading Session, PreOpening Session, and Post-Closing Session would occur at the midpoint of the NBBO after one second has passed following the publication of the first two-sided quotation by the listing exchange following the resumption of 10 See Nasdaq Rules, Equity 1, Section 1(a)(9); NYSE Arca, Inc. Rule 7.34–E(a); NYSE American LLC Rule 7.34E(a). PO 00000 Frm 00119 Fmt 4703 Sfmt 4703 26575 trading after a halt, suspension, or pause. In its effort to simplify the reopening process employed during these timeframes, the Exchange would not retain a separate trigger to allow the reopening process to be initiated immediately when the Exchange receives both a two-sided quotation and a trade from the listing exchange. The Exchange also proposes to make a number of structural changes to EDGA Rule 11.7(e) to facilitate the amendments described above, and nonsubstantive changes to conform the rule text to BZX Rule 11.24. First, the Exchange proposes to structure EDGA Rule 11.7(e)(1) such that it would contain subparagraphs (A), (B), and (C), which each would describe applicable differences between the Exchange’s opening process at the beginning of the Regular Trading Session, as described in EDGA Rule 11.7(a)(2) and (b), and the re-opening process employed by the Exchange after a halt. As amended, EDGA Rule 11.7(e)(1)(A) would describe the types of orders that are eligible for participation in the re-opening process. Further, the Exchange proposes to amend the text of the paragraph to partially conform to BZX Rule 11.24(e)(1). As proposed, EDGA Rule 11.7(e)(1)(A) would state that nonRHO 11 orders will be eligible for participation in the Re-Opening Process, but IOC,12 FOK,13 EDGA Post Only Orders,14 and Minimum Execution Quantity Orders 15 will be cancelled or rejected, as applicable, and any ISO 16 that is not IOC or FOK will be converted into a non-ISO and be queued for participation in the Re-Opening Process. As amended, EDGA Rule 11.7(e)(2)(B) would describe the Exchange’s current re-opening process, which the Exchange now proposes to limit to Regular Trading Hours. Further, the Exchange proposes to partially conform EDGA Rule 11.7(e)(2)(B)(ii) with BZX Rule BZX Rule 11.24(e)(1). Specifically, as amended EDGA Rule 11.7(e)(2)(B)(ii) would provide that during Regular Trading Hours, the Re-Opening Process will occur at the (i) first NBBO subsequent to the first reported trade and first two-sided quotation on the listing exchange following the resumption of trading after a halt, suspension, or pause; or (ii) NBBO 11 See Exchange Rule 11.6(q)(6) Regular Hours Only (‘‘RHO’’). 12 See Exchange Rule 11.6(q)(1) Immediate-orCancel (‘‘IOC’’). 13 See Exchange Rule 11.6(q)(3) Fill-or-Kill (‘‘FOK’’). 14 See Exchange Rule 11.6(n)(4). 15 See Exchange Rule 11.6(h). 16 See Exchange Rule 11.8(c) Intermarket Sweep Order (‘‘ISO’’). E:\FR\FM\14MYN1.SGM 14MYN1 26576 Federal Register / Vol. 86, No. 92 / Friday, May 14, 2021 / Notices when the first two-sided quotation published by the listing exchange following the resumption of trading after a halt, suspension, or pause if no first trade is reported by the listing exchange within one second of publication of the first two-sided quotation by the listing exchange. As proposed, EDGA Rule 11.7(e)(2) would contain language discussed above that describes the Exchange’s reopening process during the Early Trading Session, Pre-Opening Session, or After Hour Trading Session, i.e., for Tape A, B, and C securities.17 Lastly, the Exchange proposes to amend EDGA Rule 11.7(e)(2) to reflect the changes discussed above. As amended, the lead in to EDGA Rule 11.7(e)(2) would state that this section applies where the conditions required to establish the price of the re-opening process in the now restructured EDGA Rule 11.7(e)(1)(B) or (C) have not occurred, which reflects the now renumbered sections of the rule, including language that is in current EDGA Rule 11.7(e)(1) and EDGA Rule 11.7(e)(3).18 2. Statutory Basis khammond on DSKJM1Z7X2PROD with NOTICES The Exchange believes the proposed rule change is consistent with the requirements of Section 6(b) of the Act,19 in general, and Section 6(b)(5) of the Act,20 in particular, in that it is designed to remove impediments to and perfect the mechanism of a free and open market and a national market system, to promote just and equitable principles of trade, and, in general, to protect investors and the public interest and not to permit unfair discrimination between customers, issuers, brokers, or dealers. The Exchange believes that the proposed rule change is consistent with the protection of investors and the public interest as it would implement a streamlined process for re-opening Tape A, B, and C securities during the Early 17 The Exchange would also eliminate EDGA Rule 11.7(e)(3), which currently addresses the re-opening of Tape A securities listed on NYSE during pre- and post-market trading. As discussed, the Exchange is proposing to harmonize the process for re-opening Tape A, B, and C securities outside of Regular Trading Hours, and the harmonized process discussed in this proposed rule change would be described in EDGA Rule 11.7(e)(2)(C). 18 The Exchange would also eliminate language that states that this section applies when the security has not otherwise been re-opened for trading on the Exchange pursuant to EDGA Rule 11.7(e)(3). As discussed, the content of EDGA Rule 11.7(e)(3) would be moved to EDGA Rule 11.7(e)(1)(C) with further amendments as discussed herein. 19 15 U.S.C. 78f(b). 20 15 U.S.C. 78f(b)(5). VerDate Sep<11>2014 19:58 May 13, 2021 Jkt 253001 Trading Session, Pre-Opening Session, or Post-Closing Session. The Exchange currently employs different processes for re-opening Tape A, B, and C securities during pre- and post-market trading. The Exchange believes, however, that market participants would be better served by a harmonized process that: (1) Ensures that the Exchange’s automated reopening process executes orders at the midpoint of the NBBO; and (2) eliminates unnecessary distinctions between the process utilized for Tape A, B, and C securities. Executing the Exchange’s re-opening process during pre- and post-market trading at the midpoint of the NBBO is beneficial to market participants as the NBBO midpoint may more closely reflect market prices and conditions for the security being re-opened. As a result, the Exchange believes that using the NBBO midpoint to price its re-opening process for all securities would help to promote a fair and orderly market. In addition, using generally consistent triggers for initiating the Exchange’s reopening process in Tape A, B, and C securities that resume trading during pre- and post-market trading sessions would reduce the overall complexity of the re-opening process employed during these timeframes. The Exchange notes, however, that it would nevertheless require the primary listing market to begin trading its own securities prior to re-opening trading on the Exchange in Tape B and C securities. This limitation would not apply to Tape A securities that NYSE does not trade outside of its regular trading session as doing so would require unnecessary and inefficient manual intervention by the Exchange to manually initiate trading, as was the case prior to the filing and Commission approval of SR– CboeEDGA–2020–029. The Exchange believes that this distinction continues to be appropriate as it is based on applicable differences between each primary listing market’s hours of operation and would continue to promote a more streamlined automated process for initiating the re-opening process in Tape A securities at times when NYSE does not trade its own listed securities. The Exchange believes the proposed structural changes and non-substantive amendments to Rule 11.7(e)(1) will simplify the Exchange’s rules and harmonize the text to the corresponding BZX rule. B. Self-Regulatory Organization’s Statement on Burden on Competition The Exchange does not believe that the proposed rule change would impose PO 00000 Frm 00120 Fmt 4703 Sfmt 4703 any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. The proposed rule change is designed to facilitate a more efficient and harmonized re-opening process for all securities that resume trading outside of Regular Trading Hours, and is not designed to address any competitive issues. All members would have their orders handled in the same manner based on the proposed changes to the Exchange’s re-opening process, and other national securities exchanges are free to adopt the same or similar processes if they believe that the proposed process is beneficial for their own members. The Exchange therefore does not believe that the proposed rule change would have any significant impact on competition. C. Self-Regulatory Organization’s Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others No written comments were solicited or received on the proposed rule change. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Within 45 days of the date of publication of this notice in the Federal Register or within such longer period up to 90 days (i) as the Commission may designate if it finds such longer period to be appropriate and publishes its reasons for so finding or (ii) as to which the Exchange consents, the Commission will: A. By order approve or disapprove such proposed rule change, or B. institute proceedings to determine whether the proposed rule change should be disapproved. IV. Solicitation of Comments Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: Electronic Comments • Use the Commission’s internet comment form (https://www.sec.gov/ rules/sro.shtml); or • Send an email to rule-comments@ sec.gov. Please include File Number SR– CboeEDGA–2021–011 on the subject line. Paper Comments • Send paper comments in triplicate to Secretary, Securities and Exchange E:\FR\FM\14MYN1.SGM 14MYN1 Federal Register / Vol. 86, No. 92 / Friday, May 14, 2021 / Notices Commission, 100 F Street NE, Washington, DC 20549–1090. All submissions should refer to File Number SR–CboeEDGA–2021–011. 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–CboeEDGA–2021–011 and should be submitted on or before June 4, 2021. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.21 J. Matthew DeLesDernier, Assistant Secretary. [FR Doc. 2021–10170 Filed 5–13–21; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION khammond on DSKJM1Z7X2PROD with NOTICES [Release No. 34–91831; File No. SR– CboeBZX–2021–038] Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Its Fee Schedule May 10, 2021. 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 May 3, 2021, Cboe BZX Exchange, Inc. (the ‘‘Exchange’’ or ‘‘BZX’’) 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. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change Cboe BZX Exchange, Inc. (the ‘‘Exchange’’ or ‘‘BZX’’) proposes to amend its Fee Schedule. 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/ equities/regulation/rule_filings/bzx/), 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 amend its Fee Schedule for its equity options platform (‘‘BZX Options’’) in connection with certain fee codes and volume tiers, effective May 3, 2021. The Exchange first notes that it operates in a highly competitive market in which market participants can readily direct order flow to competing venues if they deem fee levels at a particular venue to be excessive or incentives to be insufficient. More specifically, the Exchange is only one of 16 options venues to which market participants may direct their order flow. 1 15 21 17 CFR 200.30–3(a)(12). VerDate Sep<11>2014 19:58 May 13, 2021 2 17 Jkt 253001 PO 00000 U.S.C. 78s(b)(1). CFR 240.19b–4. Frm 00121 Fmt 4703 Sfmt 4703 26577 Based on publicly available information, no single options exchange has more than 16% of the market share and currently the Exchange represents only approximately 7.5% of the market share.3 Thus, in such a lowconcentrated and highly competitive market, no single options exchange, including the Exchange, possesses significant pricing power in the execution of option order flow. The Exchange believes that the ever-shifting market share among the exchanges from month to month demonstrates that market participants can shift order flow or discontinue to reduce use of certain categories of products, in response to fee changes. Accordingly, competitive forces constrain the Exchange’s transaction fees, and market participants can readily trade on competing venues if they deem pricing levels at those other venues to be more favorable. The Exchange’s Fee Schedule sets forth standard rebates and rates applied per contract, which varies depending on the Member’s capacity (Customer, Firm, Market Maker, etc.), whether the order adds or removes liquidity, and whether the order is in Penny or Non-Penny Program Securities. Additionally, in response to the competitive environment, the Exchange also offers tiered pricing which provides Members opportunities to qualify for higher rebates or reduced fees where certain volume criteria and thresholds are met. Tiered pricing provides an incremental incentive for Members to strive for higher tier levels, which provides increasingly higher benefits or discounts for satisfying increasingly more stringent criteria. In particular, the Fee Codes and Associated Fees section of the Fee Schedule lists all available fee codes for orders on BZX Options. Currently, fee code PP is appended to all NonCustomer (i.e., Firm, Broker Dealer, Joint Back Office, Market Maker, Away Market Maker and Professional capacities) orders that remove liquidity in Penny securities and assesses a fee of $0.50. The proposed rule change amends fee code PP so that it applies only to Market Maker, Away Market Maker and Professional orders that remove liquidity in Penny securities (the rate of $0.50 remains the same), and adopts fee code PD, which would apply to Firm, Broker Dealer and Joint Back Office orders that remove liquidity in Penny securities and also assesses the same rate of $0.50. In order to reflect the 3 See Cboe Global Markets U.S. Options Market Month-to-Date Volume Summary (April 27, 2021), available at https://markets.cboe.com/us/options/ market_statistics/. E:\FR\FM\14MYN1.SGM 14MYN1

Agencies

[Federal Register Volume 86, Number 92 (Friday, May 14, 2021)]
[Notices]
[Pages 26574-26577]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-10170]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-91802; File No. SR-CboeEDGA-2021-011]


Self-Regulatory Organizations; Cboe EDGA Exchange, Inc.; Notice 
of Filing of a Proposed Rule Change Relating to the Exchange's Process 
for Re-Opening Securities Listed on Other National Securities Exchanges 
Following the Resumption of Trading After a Halt, Suspension, or Pause 
During the Early Trading Session, Pre-Opening Session, or Post-Closing 
Session

May 10, 2021.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on April 26, 2021, Cboe EDGA Exchange, Inc. (``Exchange'' or ``EDGA'') 
filed with the Securities and Exchange Commission (``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

    The Exchange proposes a rule change to amend the Exchange's process 
for re-opening securities listed on other national securities exchanges 
following the resumption of trading after a halt, suspension, or pause 
during the Early Trading Session, Pre-Opening Session, or Post-Closing 
Session.
    The text of the proposed rule change is also available on the 
Exchange's website (https://markets.cboe.com/us/equities/regulation/rule_filings/edga/), 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

Purpose
    The purpose of the proposed rule change is to amend the Exchange's 
process for re-opening securities listed on other national securities 
exchanges following the resumption of trading after a halt, suspension, 
or pause during the Early Trading Session,\3\ Pre-Opening Session,\4\ 
or Post-Closing Session.\5\ EDGA Rule 11.7 describes the Exchange's 
opening process for securities listed on other national securities 
exchanges, including the process for re-opening such securities 
following the resumption of trading after a halt, suspension, or pause. 
On November 5, 2020, the Exchange filed a proposed rule change to amend 
its re-opening process pursuant to EDGA Rule 11.7 for securities listed 
on the New York Stock Exchange LLC (``NYSE'') following the resumption 
of trading after a halt, suspension, or pause during the Early Trading 
Session, Pre-Opening Session, or Post-Closing Session.\6\ That filing 
was approved by the Commission on December 28, 2020.\7\ The Exchange 
now proposes to further amend EDGA Rule 11.7 to adopt a harmonized re-
opening process for securities listed on NYSE (``Tape A''), securities 
listed on exchanges other than The Nasdaq Stock Market LLC (``Nasdaq'') 
and NYSE (``Tape B''); and securities listed on Nasdaq (``Tape C'') 
following the resumption of trading after a halt, suspension, or pause 
during the Early Trading Session, Pre-Opening Session, or Post-Closing 
Session. The Exchange believes that the proposed harmonized process for 
Tape A, B, and C securities would simplify its procedures and provide a 
more effective re-opening process for securities that resume trading 
outside of Regular Trading

[[Page 26575]]

Hours.\8\ The Exchange also proposes to make non-substantive changes to 
Rule 11.7 to conform the text to Cboe BZX Exchange, Inc. (``BZX'') Rule 
11.24.
---------------------------------------------------------------------------

    \3\ The term ``Early Trading Session'' means the time between 
7:00 a.m. and 8:00 a.m. Eastern Time. See EDGA Rule 1.5(ii).
    \4\ The term ``Pre-Opening Session'' means the time between 8:00 
a.m. and 9:30 a.m. Eastern Time. See EDGA Rule 1.5(s).
    \5\ The term ``Post-Closing Session'' means the time between 
4:00 p.m. and 8:00 p.m. Eastern Time. See EDGA Rule 1.5(r).
    \6\ See Securities Exchange Act Release No. 90419 (November 13, 
2020), 85 FR 73829 (November 19, 2020) (SR-CboeEDGA-2020-029).
    \7\ See Securities Exchange Act Release No. 90804 (December 28, 
2020), 86 FR 158 (January 4, 2021) (Approval Order).
    \8\ The term ``Regular Trading Hours'' means the time between 
9:30 a.m. and 4:00 p.m. Eastern Time. See EDGA Rule 1.5(y).
---------------------------------------------------------------------------

    As amended pursuant to SR-CboeEDGA-2020-029, EDGA Rule 11.7(e)(3) 
provides that during the Early Trading Session, Pre-Opening Session, or 
Post-Closing Session, Tape A securities that resume trading after a 
halt, suspension, or pause will be automatically re-opened pursuant to 
the Exchange's contingent open procedures, as described in EDGA Rule 
11.7(d), after one second has passed following the Exchange's receipt 
of the first NBBO following such resumption of trading. This rule was 
adopted to automate the prior manual process that would otherwise be 
used to initiate the re-opening of Tape A securities when NYSE was not 
open for trading. Consistent with that intent, the Exchange proposed to 
continue to re-open Tape A securities using the same contingent open 
procedures that would apply when the Exchange manually initiated its 
re-opening process pursuant to EDGA Rule 11.7(e)(2). As a result, when 
the Exchange re-opens Tape A securities during pre- and post-market 
trading sessions today, orders are handled in time sequence and placed 
on the EDGA Book, routed, cancelled, or executed in accordance with the 
terms of the order. This differs from the standard processed used by 
the Exchange during Regular Trading Hours, where the Exchange seeks to 
execute queued orders at the midpoint of the national best bid or offer 
(``NBBO'').\9\ After additional consideration, the Exchange believes 
that market participants and investors would be better served by 
utilizing its standard midpoint re-opening in these circumstances as 
doing so would promote greater consistency with the process used by the 
Exchange in other circumstances and may generally provide executions 
that better reflect the applicable market for the security.
---------------------------------------------------------------------------

    \9\ See EDGA Rule 11.7(e)(1).
---------------------------------------------------------------------------

    The Exchange therefore proposes to amend EDGA Rule 11.7(e) such 
that the process for re-opening Tape A securities after the Exchange 
has determined to initiate a re-opening would generally mirror the 
standard process described in EDGA Rule 11.7(e)(1), which as discussed 
is designed to provide an execution at the midpoint of the NBBO. The 
determination of whether to re-open such Tape A securities would, 
however, continue to follow the process discussed in SR-CboeEDGA-2020-
029. Thus, during the Early Trading Session, Pre-Opening Session, or 
Post-Closing Session, the re-opening process for Tape A securities 
would occur at the midpoint of the NBBO after one second has passed 
following the Exchange's receipt of the first NBBO following the 
resumption of trading after a halt, suspension, or pause. Although the 
Exchange has determined to use a midpoint re-opening process similar to 
that currently described in EDGA Rule 11.7(e)(1), for the reasons 
discussed in SR-CboeEDGA-2020-029, it remains important that the 
trigger for initiating this process outside of Regular Trading Hours 
not be tied to the resumption of trading on the primary listing market 
as NYSE does not trade its listed securities at times when the Exchange 
is open for pre- and post-market trading.
    In addition, the Exchange proposes to amend the process for re-
opening Tape B and C securities to mirror the proposed process for Tape 
A securities, except that the Exchange would require the primary 
listing market to have begun quoting the security before it initiates 
its own re-opening process. As explained in SR-CboeEDGA-2020-029, the 
Exchange amended EDGA Rule 11.7 to permit Tape A securities listed on 
NYSE to re-open based on quoting activity on other national securities 
exchanges during pre- and post-market trading when NYSE does not trade 
its listed securities. However, this limitation does not exist for Tape 
B or C securities as the applicable primary listing markets for those 
securities each offer pre- and post-market trading sessions where 
market participants can trade their listed securities.\10\ As a result, 
the Exchange believes that it is desirable for Tape B and C securities 
to be opened on the Exchange only after the primary listing exchange 
has begun trading its listed securities, consistent with the current 
EDGA Rule 11.7(e), which would continue to be applied during Regular 
Trading Hours. However, similar to the proposed process for re-opening 
Tape A securities, the Exchange would simplify the triggers for re-
opening trading pursuant to EDGA Rule 11.7(e)(1) such that its re-
opening process for Tape B and C securities during the Early Trading 
Session, Pre-Opening Session, and Post-Closing Session would occur at 
the midpoint of the NBBO after one second has passed following the 
publication of the first two-sided quotation by the listing exchange 
following the resumption of trading after a halt, suspension, or pause. 
In its effort to simplify the re-opening process employed during these 
timeframes, the Exchange would not retain a separate trigger to allow 
the re-opening process to be initiated immediately when the Exchange 
receives both a two-sided quotation and a trade from the listing 
exchange.
---------------------------------------------------------------------------

    \10\ See Nasdaq Rules, Equity 1, Section 1(a)(9); NYSE Arca, 
Inc. Rule 7.34-E(a); NYSE American LLC Rule 7.34E(a).
---------------------------------------------------------------------------

    The Exchange also proposes to make a number of structural changes 
to EDGA Rule 11.7(e) to facilitate the amendments described above, and 
non-substantive changes to conform the rule text to BZX Rule 11.24. 
First, the Exchange proposes to structure EDGA Rule 11.7(e)(1) such 
that it would contain subparagraphs (A), (B), and (C), which each would 
describe applicable differences between the Exchange's opening process 
at the beginning of the Regular Trading Session, as described in EDGA 
Rule 11.7(a)(2) and (b), and the re-opening process employed by the 
Exchange after a halt. As amended, EDGA Rule 11.7(e)(1)(A) would 
describe the types of orders that are eligible for participation in the 
re-opening process. Further, the Exchange proposes to amend the text of 
the paragraph to partially conform to BZX Rule 11.24(e)(1). As 
proposed, EDGA Rule 11.7(e)(1)(A) would state that non-RHO \11\ orders 
will be eligible for participation in the Re-Opening Process, but 
IOC,\12\ FOK,\13\ EDGA Post Only Orders,\14\ and Minimum Execution 
Quantity Orders \15\ will be cancelled or rejected, as applicable, and 
any ISO \16\ that is not IOC or FOK will be converted into a non-ISO 
and be queued for participation in the Re-Opening Process.
---------------------------------------------------------------------------

    \11\ See Exchange Rule 11.6(q)(6) Regular Hours Only (``RHO'').
    \12\ See Exchange Rule 11.6(q)(1) Immediate-or-Cancel (``IOC'').
    \13\ See Exchange Rule 11.6(q)(3) Fill-or-Kill (``FOK'').
    \14\ See Exchange Rule 11.6(n)(4).
    \15\ See Exchange Rule 11.6(h).
    \16\ See Exchange Rule 11.8(c) Intermarket Sweep Order 
(``ISO'').
---------------------------------------------------------------------------

    As amended, EDGA Rule 11.7(e)(2)(B) would describe the Exchange's 
current re-opening process, which the Exchange now proposes to limit to 
Regular Trading Hours. Further, the Exchange proposes to partially 
conform EDGA Rule 11.7(e)(2)(B)(ii) with BZX Rule BZX Rule 11.24(e)(1). 
Specifically, as amended EDGA Rule 11.7(e)(2)(B)(ii) would provide that 
during Regular Trading Hours, the Re-Opening Process will occur at the 
(i) first NBBO subsequent to the first reported trade and first two-
sided quotation on the listing exchange following the resumption of 
trading after a halt, suspension, or pause; or (ii) NBBO

[[Page 26576]]

when the first two-sided quotation published by the listing exchange 
following the resumption of trading after a halt, suspension, or pause 
if no first trade is reported by the listing exchange within one second 
of publication of the first two-sided quotation by the listing 
exchange.
    As proposed, EDGA Rule 11.7(e)(2) would contain language discussed 
above that describes the Exchange's re-opening process during the Early 
Trading Session, Pre-Opening Session, or After Hour Trading Session, 
i.e., for Tape A, B, and C securities.\17\
---------------------------------------------------------------------------

    \17\ The Exchange would also eliminate EDGA Rule 11.7(e)(3), 
which currently addresses the re-opening of Tape A securities listed 
on NYSE during pre- and post-market trading. As discussed, the 
Exchange is proposing to harmonize the process for re-opening Tape 
A, B, and C securities outside of Regular Trading Hours, and the 
harmonized process discussed in this proposed rule change would be 
described in EDGA Rule 11.7(e)(2)(C).
---------------------------------------------------------------------------

    Lastly, the Exchange proposes to amend EDGA Rule 11.7(e)(2) to 
reflect the changes discussed above. As amended, the lead in to EDGA 
Rule 11.7(e)(2) would state that this section applies where the 
conditions required to establish the price of the re-opening process in 
the now restructured EDGA Rule 11.7(e)(1)(B) or (C) have not occurred, 
which reflects the now renumbered sections of the rule, including 
language that is in current EDGA Rule 11.7(e)(1) and EDGA Rule 
11.7(e)(3).\18\
---------------------------------------------------------------------------

    \18\ The Exchange would also eliminate language that states that 
this section applies when the security has not otherwise been re-
opened for trading on the Exchange pursuant to EDGA Rule 11.7(e)(3). 
As discussed, the content of EDGA Rule 11.7(e)(3) would be moved to 
EDGA Rule 11.7(e)(1)(C) with further amendments as discussed herein.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with 
the requirements of Section 6(b) of the Act,\19\ in general, and 
Section 6(b)(5) of the Act,\20\ in particular, in that it is designed 
to remove impediments to and perfect the mechanism of a free and open 
market and a national market system, to promote just and equitable 
principles of trade, and, in general, to protect investors and the 
public interest and not to permit unfair discrimination between 
customers, issuers, brokers, or dealers. The Exchange believes that the 
proposed rule change is consistent with the protection of investors and 
the public interest as it would implement a streamlined process for re-
opening Tape A, B, and C securities during the Early Trading Session, 
Pre-Opening Session, or Post-Closing Session.
---------------------------------------------------------------------------

    \19\ 15 U.S.C. 78f(b).
    \20\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange currently employs different processes for re-opening 
Tape A, B, and C securities during pre- and post-market trading. The 
Exchange believes, however, that market participants would be better 
served by a harmonized process that: (1) Ensures that the Exchange's 
automated re-opening process executes orders at the midpoint of the 
NBBO; and (2) eliminates unnecessary distinctions between the process 
utilized for Tape A, B, and C securities. Executing the Exchange's re-
opening process during pre- and post-market trading at the midpoint of 
the NBBO is beneficial to market participants as the NBBO midpoint may 
more closely reflect market prices and conditions for the security 
being re-opened. As a result, the Exchange believes that using the NBBO 
midpoint to price its re-opening process for all securities would help 
to promote a fair and orderly market. In addition, using generally 
consistent triggers for initiating the Exchange's re-opening process in 
Tape A, B, and C securities that resume trading during pre- and post-
market trading sessions would reduce the overall complexity of the re-
opening process employed during these timeframes. The Exchange notes, 
however, that it would nevertheless require the primary listing market 
to begin trading its own securities prior to re-opening trading on the 
Exchange in Tape B and C securities. This limitation would not apply to 
Tape A securities that NYSE does not trade outside of its regular 
trading session as doing so would require unnecessary and inefficient 
manual intervention by the Exchange to manually initiate trading, as 
was the case prior to the filing and Commission approval of SR-
CboeEDGA-2020-029. The Exchange believes that this distinction 
continues to be appropriate as it is based on applicable differences 
between each primary listing market's hours of operation and would 
continue to promote a more streamlined automated process for initiating 
the re-opening process in Tape A securities at times when NYSE does not 
trade its own listed securities.
    The Exchange believes the proposed structural changes and non-
substantive amendments to Rule 11.7(e)(1) will simplify the Exchange's 
rules and harmonize the text to the corresponding BZX rule.

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

    The Exchange does not believe that the proposed rule change would 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act. The proposed rule change is 
designed to facilitate a more efficient and harmonized re-opening 
process for all securities that resume trading outside of Regular 
Trading Hours, and is not designed to address any competitive issues. 
All members would have their orders handled in the same manner based on 
the proposed changes to the Exchange's re-opening process, and other 
national securities exchanges are free to adopt the same or similar 
processes if they believe that the proposed process is beneficial for 
their own members. The Exchange therefore does not believe that the 
proposed rule change would have any significant impact on competition.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received 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-CboeEDGA-2021-011 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities 
and Exchange

[[Page 26577]]

Commission, 100 F Street NE, Washington, DC 20549-1090.

All submissions should refer to File Number SR-CboeEDGA-2021-011. 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-CboeEDGA-2021-011 
and should be submitted on or before June 4, 2021.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\21\
---------------------------------------------------------------------------

    \21\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-10170 Filed 5-13-21; 8:45 am]
BILLING CODE 8011-01-P
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