Self-Regulatory Organizations; Cboe EDGX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Adopt a Rule Regarding the Allowance of Off-Exchange Transactions by a Member Acting as Agent Otherwise Than on EDGX in Accordance With Rule 19c-1 Under the Securities Exchange Act of 1934, 57874-57876 [2021-22683]
Download as PDF
<![CDATA[
57874
Federal Register / Vol. 86, No. 199 / Tuesday, October 19, 2021 / Notices
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–
MIAX–2021–42 on the subject line.
jspears on DSK121TN23PROD with NOTICES1
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–MIAX–2021–42. 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–MIAX–2021–42, and
should be submitted on or before
November 9, 2021.
38 17
CFR 200.30–3(a)(12).
VerDate Sep<11>2014
17:51 Oct 18, 2021
Jkt 256001
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.38
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–22689 Filed 10–18–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–93297; File No. SR–
CboeEDGX–2021–042]
Self-Regulatory Organizations; Cboe
EDGX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Adopt a
Rule Regarding the Allowance of OffExchange Transactions by a Member
Acting as Agent Otherwise Than on
EDGX in Accordance With Rule 19c–1
Under the Securities Exchange Act of
1934
October 13, 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 October
8, 2021, Cboe EDGX Exchange, Inc. (the
‘‘Exchange’’) filed with the Securities
and Exchange Commission (the
‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the Exchange. The Exchange filed the
proposal as a ‘‘non-controversial’’
proposed rule change pursuant to
Section 19(b)(3)(A)(iii) of the Act 3 and
Rule 19b–4(f)(6) thereunder.4 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’’) proposes to
adopt a rule regarding the allowance of
off-exchange transactions by a Member
acting as agent otherwise than on EDGX
in accordance with Rule 19c–1 under
the Securities Exchange Act of 1934 (the
‘‘Act’’).5 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.
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(iii).
4 17 CFR 240.19b–4(f)(6).
5 See 17 CFR 240.19c–1.
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 adopt a
rule regarding off-exchange transactions
by a Member acting as agent. Rule 19c–
1 and Rule 19c–3 under the Act 6
describe rule provisions that each
national securities exchange must
include in its Rules regarding the ability
of members to engage in transactions off
an exchange. While the Exchange
already incorporates the required
provision in Rule 19c–3 under the Act
into Rule 13.6, and its stated policies
and practices are consistent with these
provisions of the Act, the Exchange
Rules do not currently include the
provisions in Rule 19c–1 under the Act.
Therefore, the proposed rule change
adopts this provision in new Rule
13.6(a) 7 in accordance with Rule 19c–
1 under the Act. Specifically, proposed
Rule 13.6(a) (in accordance with Rule
19c–1 under the Act) provides that no
rule, stated policy, or practice of this
Exchange shall prohibit or condition, or
be construed to prohibit or condition, or
otherwise limit, directly or indirectly,
the ability of any Member acting as
agent to effect any transaction otherwise
than on this Exchange with another
person (except when such Member also
is acting as agent for such other person
in such transaction) in any equity
security listed on this Exchange or to
which unlisted trading privileges on
this Exchange have been extended.
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
1 15
2 17
PO 00000
Frm 00073
Fmt 4703
Sfmt 4703
6 See
17 CFR 240.19c–1 and § 240.19c–3.
proposed rule change also updates the
provision in current Rule 13.6 (which incorporate
Rule 19c–3 under the Act) to be Rule 13.6(b).
7 The
E:\FR\FM\19OCN1.SGM
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Federal Register / Vol. 86, No. 199 / Tuesday, October 19, 2021 / Notices
and, in particular, the requirements of
Section 6(b) of the Act.8 Specifically,
the Exchange believes the proposed rule
change is consistent with the Section
6(b)(5) 9 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.
In particular, the Exchange believes
proposed Rule 13.16(a) is consistent
with the Act, because it adopts an
Exchange Rule specifically required by
Rule 19c–1 regarding off-exchange
transactions for members’ agency
transactions. The Exchange’s current
Rule 13.6 and stated policies and
procedures currently comply with
provisions governing off-exchange
trading in Rule 19c–3 under the Act.
The proposed rule change is designed to
prevent fraudulent and manipulative
practices, promote just and equitable
principles of trade and remove
impediments to and perfect the
mechanism of a free and open market
and a national market system as it will
add transparency to the Exchange Rules
by making it explicit in its Rules the
provisions of Rule 19c–1 under the Act,
as is required by all national exchanges.
jspears on DSK121TN23PROD with NOTICES1
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
proposed rule change is not intended as
a competitive trading tool, rather it
makes explicit the provisions governing
off-exchange trading by a Member acting
as agent in Rule 19c–1 of the Act within
the Exchange Rules, which were
previously inadvertently excluded. The
provisions regarding off-exchange
trading by a Member acting as agent
apply equally to all Members, and each
national securities exchange is required
to include the provision of Rule 19c–1
under the Act in its rules.
8 15
9 15
U.S.C. 78f(b).
U.S.C. 78f(b)(5).
VerDate Sep<11>2014
17:51 Oct 18, 2021
Jkt 256001
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) of the Act 10 and Rule 19b–
4(f)(6) thereunder).11
A proposed rule change filed under
Rule 19b–4(f)(6) 12 normally does not
become operative prior to 30 days after
the date of the filing. However, Rule
19b–4(f)(6)(iii) 13 permits the
Commission to designate a shorter time
if such action is consistent with the
protection of investors and the public
interest. The Exchange has asked the
Commission to waive the 30-day
operative delay for this filing. The
Commission believes that waiving the
30-day operative delay is consistent
with the protection of investors and the
public interest because such waiver will
allow the Exchange to immediately
update its rules to reflect the
requirements of Rule 19c–1 of the Act.14
Accordingly, the Commission hereby
waives the 30-day operative delay and
designates the proposed rule change as
operative upon filing.15
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 necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
10 15
U.S.C. 78s(b)(3)(A).
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.
12 17 CFR 240.19b–4(f)(6).
13 17 CFR 240.19b–4(f)(6)(iii).
14 17 CFR 240.19c–1.
15 For purposes only of waiving the 30-day
operative delay, the Commission has also
considered the proposed rule’s impact on
efficiency, competition, and capital formation. See
15 U.S.C. 78c(f).
11 17
PO 00000
Frm 00074
Fmt 4703
Sfmt 4703
57875
the purposes of the Act. If the
Commission takes such action, the
Commission shall institute proceedings
to determine whether the proposed rule
change 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–2021–042 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–2021–042. 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–2021–042, and
E:\FR\FM\19OCN1.SGM
19OCN1
57876
Federal Register / Vol. 86, No. 199 / Tuesday, October 19, 2021 / Notices
should be submitted on or before
November 9, 2021.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.16
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–22683 Filed 10–18–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–93308; File No. SR–
CboeBZX–2021–067]
Self-Regulatory Organizations; Cboe
BZX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Amend its
Fee Schedule
October 13, 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
September 30, 2021, Cboe BZX
Exchange, Inc. (the ‘‘Exchange’’ or
‘‘BZX’’) 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.
jspears on DSK121TN23PROD with NOTICES1
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
Cboe BZX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘BZX’’ or ‘‘BZX
Equities’’) 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
CFR 200.30–3(a)(12).
1 15 U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
17:51 Oct 18, 2021
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 by (1) modifying Tier 2 of
the Step-Up Tiers as provided under
footnote 2 of the Fee Schedule; and (2)
eliminating two existing tiers and
introducing a new tier of the Single
Market Participant Identifier (‘‘MPID’’)
Investor Tiers, as provided under
footnote 4 of the Fee Schedule, effective
October 1, 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 registered equities exchanges, as well
as a number of alternative trading
systems and other off-exchange venues
that do not have similar self-regulatory
responsibilities under the Exchange Act,
to which market participants may direct
their order flow. Based on publicly
available information,3 no single
registered equities exchange has more
than 17% of the market share. Thus, in
such a low-concentrated and highly
competitive market, no single equities
exchange possesses significant pricing
power in the execution of order flow.
The Exchange in particular operates a
‘‘Maker-Taker’’ model whereby it pays
credits to Members that add liquidity
and assesses fees to those that remove
liquidity. The Exchange’s fee schedule
sets forth the standard rebates and rates
applied per share for orders that provide
and remove liquidity, respectively.
Particularly, for securities at or above
$1.00, the Exchange provides a standard
rebate of $0.0018 per share for orders
that add liquidity and assesses a fee of
$0.0030 per share for orders that remove
liquidity. 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
3 See Cboe Global Markets, U.S. Equities Market
Volume Summary, Month-to-Date (September 27,
2021), available at https://markets.cboe.com/us/
equities/market_statistics/.
16 17
VerDate Sep<11>2014
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.
Jkt 256001
PO 00000
Frm 00075
Fmt 4703
Sfmt 4703
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.
Step-Up Tiers
The Step-Up Tiers set forth in
footnote 2 of the Fee Schedule provides
Members an opportunity to qualify for
an enhanced rebate for liquidity adding
orders that yield fee codes B, V and Y 4
where they increase their relative
liquidity each month over a
predetermined baseline. Tier 2 of the
Step-Up Tiers provides an enhanced
rebate of $0.0032 per share to a Member
that has a Step-Up Add TCV 5 from
April 2020 equal to or greater than
0.30%. The Exchange notes that step-up
tiers are designed to encourage Members
that provide displayed liquidity on the
Exchange to increase their order flow,
which would benefit all Members by
providing greater execution
opportunities on the Exchange. Now the
Exchange proposes to replace the
current criteria for Step-Up Tier 2, with
the following:
• Member has a Step-Up ADAV 6
from June 2021 equal to or greater than
10,000,000; and
• Member has an ADV 7 equal to or
greater than 0.30% of the TCV 8 or
Member has an ADV equal to or greater
than 35,000,000.
The Exchange believes that the tier as
proposed will further incentivize
increased order flow to the Exchange,
which may contribute to a deeper, more
liquid market to the benefit of all market
participants by creating a more robust
and well-balanced market ecosystem.
Step-Up Tier 2, as modified, continues
to be available to all Members and
provide Members an opportunity to
receive an enhanced rebate.
4 Fee code B is appended to displayed orders
adding liquidity to BZX (Tape B), fee code V is
appended to displayed orders adding liquidity to
BZX (Tape A), and fee code V [sic] is appended to
displayed orders adding liquidity to BZX (Tape C).
Each is provided a rebate of $ 0.00180.
5 ‘‘Step-Up Add TCV’’ means ADAV as a
percentage of TCV in the relevant baseline month
subtracted from current ADAV as a percentage of
TCV.
6 ‘‘Step-Up ADAV’’ means ADAV (as defined
below) in the relevant baseline month subtracted
from current ADAV.
7 ‘‘ADAV’’ means average daily added volume
calculated as the number of shares added per day
and ‘‘ADV’’ means average daily volume calculated
as the number of shares added or removed,
combined, per day. ADAV and ADV are calculated
on a monthly basis.
8 ‘‘TCV’’ means total consolidated volume
calculated as the volume reported by all exchanges
and trade reporting facilities to a consolidated
transaction reporting plan for the month for which
the fees apply.
E:\FR\FM\19OCN1.SGM
19OCN1
]]>Agencies
[Federal Register Volume 86, Number 199 (Tuesday, October 19, 2021)]
[Notices]
[Pages 57874-57876]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-22683]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-93297; File No. SR-CboeEDGX-2021-042]
Self-Regulatory Organizations; Cboe EDGX Exchange, Inc.; Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change To
Adopt a Rule Regarding the Allowance of Off-Exchange Transactions by a
Member Acting as Agent Otherwise Than on EDGX in Accordance With Rule
19c-1 Under the Securities Exchange Act of 1934
October 13, 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 October 8, 2021, Cboe EDGX Exchange, Inc. (the ``Exchange'')
filed with the Securities and Exchange Commission (the ``Commission'')
the proposed rule change as described in Items I and II below, which
Items have been prepared by the Exchange. The Exchange filed the
proposal as a ``non-controversial'' proposed rule change pursuant to
Section 19(b)(3)(A)(iii) of the Act \3\ and Rule 19b-4(f)(6)
thereunder.\4\ The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A)(iii).
\4\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
Cboe EDGX Exchange, Inc. (the ``Exchange'' or ``EDGX'') proposes to
adopt a rule regarding the allowance of off-exchange transactions by a
Member acting as agent otherwise than on EDGX in accordance with Rule
19c-1 under the Securities Exchange Act of 1934 (the ``Act'').\5\ The
text of the proposed rule change is provided in Exhibit 5.
---------------------------------------------------------------------------
\5\ See 17 CFR 240.19c-1.
---------------------------------------------------------------------------
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 adopt a rule regarding off-exchange
transactions by a Member acting as agent. Rule 19c-1 and Rule 19c-3
under the Act \6\ describe rule provisions that each national
securities exchange must include in its Rules regarding the ability of
members to engage in transactions off an exchange. While the Exchange
already incorporates the required provision in Rule 19c-3 under the Act
into Rule 13.6, and its stated policies and practices are consistent
with these provisions of the Act, the Exchange Rules do not currently
include the provisions in Rule 19c-1 under the Act. Therefore, the
proposed rule change adopts this provision in new Rule 13.6(a) \7\ in
accordance with Rule 19c-1 under the Act. Specifically, proposed Rule
13.6(a) (in accordance with Rule 19c-1 under the Act) provides that no
rule, stated policy, or practice of this Exchange shall prohibit or
condition, or be construed to prohibit or condition, or otherwise
limit, directly or indirectly, the ability of any Member acting as
agent to effect any transaction otherwise than on this Exchange with
another person (except when such Member also is acting as agent for
such other person in such transaction) in any equity security listed on
this Exchange or to which unlisted trading privileges on this Exchange
have been extended.
---------------------------------------------------------------------------
\6\ See 17 CFR 240.19c-1 and Sec. 240.19c-3.
\7\ The proposed rule change also updates the provision in
current Rule 13.6 (which incorporate Rule 19c-3 under the Act) to be
Rule 13.6(b).
---------------------------------------------------------------------------
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
[[Page 57875]]
and, in particular, the requirements of Section 6(b) of the Act.\8\
Specifically, the Exchange believes the proposed rule change is
consistent with the Section 6(b)(5) \9\ 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.
---------------------------------------------------------------------------
\8\ 15 U.S.C. 78f(b).
\9\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
In particular, the Exchange believes proposed Rule 13.16(a) is
consistent with the Act, because it adopts an Exchange Rule
specifically required by Rule 19c-1 regarding off-exchange transactions
for members' agency transactions. The Exchange's current Rule 13.6 and
stated policies and procedures currently comply with provisions
governing off-exchange trading in Rule 19c-3 under the Act. The
proposed rule change is designed to prevent fraudulent and manipulative
practices, promote just and equitable principles of trade and remove
impediments to and perfect the mechanism of a free and open market and
a national market system as it will add transparency to the Exchange
Rules by making it explicit in its Rules the provisions of Rule 19c-1
under the Act, as is required by all national exchanges.
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. The proposed rule change is
not intended as a competitive trading tool, rather it makes explicit
the provisions governing off-exchange trading by a Member acting as
agent in Rule 19c-1 of the Act within the Exchange Rules, which were
previously inadvertently excluded. The provisions regarding off-
exchange trading by a Member acting as agent apply equally to all
Members, and each national securities exchange is required to include
the provision of Rule 19c-1 under the Act in its rules.
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) of the Act \10\ and Rule 19b-
4(f)(6) thereunder).\11\
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\10\ 15 U.S.C. 78s(b)(3)(A).
\11\ 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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A proposed rule change filed under Rule 19b-4(f)(6) \12\ normally
does not become operative prior to 30 days after the date of the
filing. However, Rule 19b-4(f)(6)(iii) \13\ permits the Commission to
designate a shorter time if such action is consistent with the
protection of investors and the public interest. The Exchange has asked
the Commission to waive the 30-day operative delay for this filing. The
Commission believes that waiving the 30-day operative delay is
consistent with the protection of investors and the public interest
because such waiver will allow the Exchange to immediately update its
rules to reflect the requirements of Rule 19c-1 of the Act.\14\
Accordingly, the Commission hereby waives the 30-day operative delay
and designates the proposed rule change as operative upon filing.\15\
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\12\ 17 CFR 240.19b-4(f)(6).
\13\ 17 CFR 240.19b-4(f)(6)(iii).
\14\ 17 CFR 240.19c-1.
\15\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
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At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
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 change 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-2021-042 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-2021-042. 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-2021-042, and
[[Page 57876]]
should be submitted on or before November 9, 2021.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
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\16\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-22683 Filed 10-18-21; 8:45 am]
BILLING CODE 8011-01-P
