Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change to Extend the Temporary Period for Specified Commentaries to Rules 7.35A and 7.35C and Temporary Rule Relief in Rule 36.30, 72009-72012 [2021-27429]
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Federal Register / Vol. 86, No. 241 / Monday, December 20, 2021 / Notices
or other products and services
exclusively offered by an exchange does
not demonstrate that the fees are
reasonable.’’ 74 The Exchange does not
believe it is necessary to respond to this
assertion because it has never set forth
a ‘‘platform competition’’ 75 argument to
justify the Proposed Access Fees in the
First or Second Proposed Rule Change
nor does it do so in this filing.
The Exchange Is Not Arguing That
Order Flow Competition Alone
Demonstrates That the Proposed Fees
Are Reasonable
The SIFMA Letter asserts that ‘‘order
flow competition alone between
exchanges does not demonstrate that the
fees for the products and services
subject to the Proposal are
reasonable.’’ 76 The Exchange never
directly asserted in the First or Second
Proposed Rule Changes, nor does it do
so in this filing, that order flow
competition, alone, demonstrated that
the Proposed Access Fees are reasonable
and has removed any language that
could imply this argument from this
filing.
Other SIFMA Assertions
SIFMA’s also challenges or asserts: (i)
The substitutability or optionality of
10Gb ULL connections, (ii) whether the
Exchange has shown that the fees are
equitable and non-discriminatory; (iii)
that a tiered pricing structure will
impose higher cost on all market
participants; (iv) that a tiered pricing
structure will encourage market
participants to be more economical with
the usage; (v) greater number of
connections use greater Exchange
resources; and (vi) that the Exchange
has not provided extensive information
regarding its cost data and how it
determined it cost analysis. The
Exchange believes that these assertions
by SIFMA basically echo assertions
made in SIG Letters 1 and 3 and that it
provided a response to these assertions
under its response to SIG above or in
provided enhanced transparency and
justification in this filing.
khammond on DSKJM1Z7X2PROD with NOTICES
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become
effective pursuant to Section
74 See
SIFMA Letter, supra note 9.
to the Guidance, ‘‘platform theory
generally asserts that when a business offers
facilities that bring together two or more distinct
types of customers, it is the overall return of the
platform, rather than the return of any particular
fees charged to a type of customer, that should be
used to assess the competitiveness of the platform’s
market.’’ See Guidance, supra note 20.
76 See SIFMA Letter, supra note 9.
75 Pursuant
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19(b)(3)(A)(ii) of the Act,77 and Rule
19b–4(f)(2) 78 thereunder. 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 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–2021–59 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–MIAX–2021–59. 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–2021–59 and should
be submitted on or before January 10,
2022.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.79
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–27424 Filed 12–17–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–93780; File No. SR–NYSE–
2021–71]
Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change to Extend the
Temporary Period for Specified
Commentaries to Rules 7.35A and
7.35C and Temporary Rule Relief in
Rule 36.30
December 14, 2021.
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934 (the
‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that on December
8, 2021, New York Stock Exchange LLC
(‘‘NYSE’’ or 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 self-regulatory
organization. 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
temporary period for specified
Commentaries to Rules 7.35A and 7.35C
and temporary rule relief in Rule 36.30,
to end on the earlier of a full reopening
of the Trading Floor facilities to DMMs
or after the Exchange closes on March
31, 2022. The proposed rule change is
79 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 15 U.S.C. 78a.
3 17 CFR 240.19b–4.
1 15
77 15
78 17
PO 00000
U.S.C. 78s(b)(3)(A)(ii).
CFR 240.19b–4(f)(2).
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Federal Register / Vol. 86, No. 241 / Monday, December 20, 2021 / Notices
available on the Exchange’s website at
www.nyse.com, at the principal office of
the Exchange, and at the Commission’s
Public Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization 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 those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to extend the
temporary period for specified
Commentaries to Rules 7.35A and 7.35C
and temporary rule relief to Rule 36.30
to end on the earlier of a full reopening
of the Trading Floor facilities to DMMs
or after the Exchange closes on March
31, 2022. The current temporary period
that these Rules are in effect ends on the
earlier of a full reopening of the Trading
Floor facilities to DMMs or after the
Exchange closes on December 31, 2021.
Background
khammond on DSKJM1Z7X2PROD with NOTICES
To slow the spread of COVID–19
through social-distancing measures, on
March 18, 2020, the CEO of the
Exchange made a determination under
Rule 7.1(c)(3) that, beginning March 23,
2020, the Trading Floor facilities located
at 11 Wall Street in New York City
would close and the Exchange would
move, on a temporary basis, to fully
electronic trading.4 On May 14, 2020,
the CEO of the Exchange made a
determination under Rule 7.1(c)(3) to
reopen the Trading Floor on a limited
basis on May 26, 2020 to a subset of
Floor brokers, subject to safety measures
designed to prevent the spread of
4 Pursuant to Rule 7.1(e), the CEO notified the
Board of Directors of the Exchange of this
determination. The Exchange’s current rules
establish how the Exchange will function fullyelectronically. The CEO also closed the NYSE
American Options Trading Floor, which is located
at the same 11 Wall Street facilities, and the NYSE
Arca Options Trading Floor, which is located in
San Francisco, CA. See Press Release, dated March
18, 2020, available here: https://ir.theice.com/press/
press-releases/all-categories/2020/03-18-2020204202110.
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COVID–19.5 On June 15, 2020, the CEO
of the Exchange made a determination
under Rule 7.1(c)(3) to begin the second
phase of the Trading Floor reopening by
allowing DMMs to return on June 17,
2020, subject to safety measures
designed to prevent the spread of
COVID–19.6 Consistent with these
safety measures, both DMMs and Floor
broker firms continue to operate with
reduced staff on the Trading Floor.
Proposed Rule Change
Beginning in March 2020, the
Exchange modified its rules to add
Commentaries to Rules 7.35, 7.35A,
7.35B, and 7.35C and rule relief in Rule
36.30,7 and has extended the expiration
date of such Commentaries several
times.8 In July 2021, the Commission
5 See Securities Exchange Act Release No. 88933
(May 22, 2020), 85 FR 32059 (May 28, 2020) (SR–
NYSE–2020–47) (Notice of filing and immediate
effectiveness of proposed rule change).
6 See Securities Exchange Act Release No. 89086
(June 17, 2020) (SR–NYSE–2020–52) (Notice of
filing and immediate effectiveness of proposed rule
change).
7 See Securities Exchange Act Release Nos. 88413
(March 18, 2020), 85 FR 16713 (March 24, 2020)
(SR–NYSE–2020–19) (amending Rule 7.35C to add
Commentary .01); 88444 (March 20, 2020), 85 FR
17141 (March 26, 2020) (SR–NYSE–2020–22)
(amending Rules 7.35A to add Commentary .01,
7.35B to add Commentary .01, and 7.35C to add
Commentary .02); 88488 (March 26, 2020), 85 FR
18286 (April 1, 2020) (SR–NYSE–2020–23)
(amending Rule 7.35A to add Commentary .02);
88546 (April 2, 2020), 85 FR 19782 (April 8, 2020)
(SR–NYSE–2020–28) (amending Rule 7.35A to add
Commentary .03); 88562 (April 3, 2020), 85 FR
20002 (April 9, 2020) (SR–NYSE–2020–29)
(amending Rule 7.35C to add Commentary .03);
88705 (April 21, 2020), 85 FR 23413 (April 27,
2020) (SR–NYSE–2020–35) (amending Rule 7.35A
to add Commentary .04); 88725 (April 22, 2020), 85
FR 23583 (April 28, 2020) (SR–NYSE–2020–37)
(amending Rule 7.35 to add Commentary .01);
88950 (May 26, 2020), 85 FR 33252 (June 1, 2020)
(SR–NYSE–2020–48) (amending Rule 7.35A to add
Commentary .05); 89059 (June 12, 2020), 85 FR
36911 (June 18, 2020) (SR–NYSE–2020–50)
(amending Rule 7.35C to add Commentary .04);
89086 (June 17, 2020), 85 FR 37712 (SR–NYSE–
2020–52) (amending Rules 7.35A to add
Commentary .06, 7.35B to add Commentary .03, 76
to add Supplementary Material 20, and
Supplementary Material .30 to Rule 36); 89925
(September 18, 2020) (SR–NYSE–2020–75)
(amending Rule 7.35 to add Commentary .02); and
90810 (December 29, 2020), 86 FR 335 (January 5,
2021) (SR–NYSE–2020–109) (amending Rule 7.35A
to add Commentary .07).
8 See Securities Exchange Act Release No. 92802
(August 30, 2021), 86 FR 49587 (September 3, 2021)
(SR–NYSE–2021–46) (Notice of filing and
immediate effectiveness of proposed rule change to
extend the temporary period for specified
Commentaries to Rules 7.35A and 7.35C and
temporary rule relief in Rule 36.30 to end on the
earlier of a full reopening of the Trading Floor
facilities to DMMs or after the Exchange closes on
December 31, 2021). See also Securities Exchange
Act Release Nos. 89199 (June 30, 2020), 85 FR
40718 (July 7, 2020) (SR–NYSE–2020–56) (Notice of
filing and immediate effectiveness of proposed rule
change to extend the temporary period for
Commentaries to Rules 7.35, 7.35A, 7.35B, and
7.35C; Supplementary Material .20 to Rule 76; and
PO 00000
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approved the Exchange’s proposals to
make permanent several of the rule
changes that were the subject of those
Commentaries.9 The remaining
Commentaries, specified below, are in
effect until the earlier of a full reopening
of the Trading Floor facilities to DMMs
or after the Exchange closes on
December 31, 2021:
• Commentaries .01, .02, .03, .04, .05,
and .07 to Rule 7.35A;
• Commentaries .01, .02, and .04 to
Rule 7.35C; and
• Amendments to Rule 36.30.
The first and second phases of the
reopening of the Trading Floor are
subject to safety measures designed to
prevent the spread of COVID–19. To
meet these safety measures, Floor
brokers and DMM units that have
chosen to return to the Trading Floor are
operating with reduced staff. The
Exchange is therefore proposing to
extend Commentaries .01, .02, .03, .04,
05, and .07 to Rule 7.35A,
Commentaries .01 and .02 to Rule
7.35C,10 and the amendments to Rule
temporary rule relief in Rule 36.30 to end on the
earlier of a full reopening of the Trading Floor
facilities to DMMs or after the Exchange closes on
July 31, 2020); 89368 (July 21, 2020), 85 FR 45272
(July 27, 2020) (SR–NYSE–2020–61) (Notice of
filing and immediate effectiveness of proposed rule
change to lift the temporary suspension to Rule 76
and delete Supplementary Material .20 to Rule 76);
89425 (July 30, 2020), 85 FR 47446 (August 5, 2020)
(SR–NYSE–2020–63) (extending the temporary
period specified in Commentaries to Rules 7.35,
7.35A, 7.35B, and 7.35C and Temporary Rule Relief
in Rule 36.30 to end on the earlier of a full
reopening of the Trading Floor facilities to DMMs
or after the Exchange closes on September 30,
2020); 90005 (September 25, 2020), 85 FR 61999
(October 2020) (SR–NYSE–2020–78) (extending
same to end on the earlier of a full reopening of the
Trading Floor facilities to DMMs or after the
Exchange closes on December 31, 2020); 90795
(December 23, 2020), 85 FR 86608 (December 30,
2020) (SR–NYSE–2020–106) (extending same to end
on the earlier of a full reopening of the Trading
Floor facilities to DMMs or after the Exchange
closes on April 30, 2021); and 91778 (May 5, 2021)
86 FR 25902 (May 11, 2021) (SR–NYSE–2021–29)
(extending same to end on the earlier of a full
reopening of the Trading Floor facilities to DMMs
or after the Exchange closes on August 31, 2021).
9 See Securities Exchange Act Release Nos. 92374
(July 9, 2021), 86 FR 37367 (July 15, 2021) (SR–
NYSE–2020–89) (making permanent the rule
changes specified in Commentary .03 to Rule
7.35C); 92373 (July 12, 2021), 86 FR 37779 (July 16,
2021) (SR–NYSE–2020–93) (making permanent the
rule changes specified in Commentaries .01 and .02
to Rule 7.35); and 92480 (July 23, 2021), 86 FR
40885 (July 29, 2021) (SR–NYSE–2020–95) (making
permanent certain rule changes specified in
Commentaries .01 and .06 to Rule 7.35A and
Commentaries .01 and .03 to Rule 7.35B).
10 The Exchange does not propose to extend
Commentary .04 to Rule 7.35C because the
Exchange implemented its technology change to use
the midpoint of the Auction NBBO as the Auction
Reference price for an Exchange-facilitated Core
Open Auction and therefore this Commentary is no
longer operative. See Securities Exchange Act
Release No. 91143 (February 17, 2021), 86 FR 11024
(February 23, 2021) (SR–NYSE–2021–13) (Notice of
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Federal Register / Vol. 86, No. 241 / Monday, December 20, 2021 / Notices
36.30 until the earlier of March 31, 2022
or such time that there is a full
reopening of the Trading Floor facilities
to DMMs.
The Exchange is not proposing any
substantive changes to these Rules.
the close of the Exchange on March 31,
2022, market participants will have
advance notice of the temporary period
during which the Commentaries to
Rules 7.35A and 7.35C and amendments
to Rule 36.30 will be in effect.
2. Statutory Basis
The proposed rule change is
consistent with Section 6(b) of the
Act,11 in general, and furthers the
objectives of Section 6(b)(5) of the Act,12
in particular, in that it is 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 facilitating
transactions in securities, and to remove
impediments to and perfect the
mechanism of a free and open market
and a national market system.
To reduce the spread of COVID–19,
the CEO of the Exchange made a
determination under Rule 7.1(c)(3) that
beginning March 23, 2020, the Trading
Floor facilities located at 11 Wall Street
in New York City would close and the
Exchange would move, on a temporary
basis, to fully electronic trading. On
May 14, 2020, the CEO made a
determination under Rule 7.1(c)(3) that,
beginning May 26, 2020, the Trading
Floor would be partially reopened to
allow a subset of Floor brokers to return
to the Trading Floor. On June 15, 2020,
the CEO made a determination under
Rule 7.1(c)(3) that, beginning June 17,
2020, DMM units may choose to return
a subset of staff to the Trading Floor.
The Exchange believes that the
proposed rule change would remove
impediments to and perfect the
mechanism of a free and open market
and a national market system because
the Trading Floor has not yet reopened
in full to DMMs or Floor brokers.
Accordingly, the Exchange believes that
the temporary rule changes in effect
pursuant to the Commentaries to Rules
7.35A and 7.35C and amendments to
Rule 36.30, which are intended to be in
effect during the temporary period
while the Trading Floor has not yet
opened in full to DMMs, should be
extended until such time that there is a
full reopening of the Trading Floor
facilities to DMMs. The Exchange is not
proposing any substantive changes to
these Rules.
The Exchange believes that, by clearly
stating that this relief will be in effect
through the earlier of a full reopening of
the Trading Floor facilities to DMMs or
B. Self-Regulatory Organization’s
Statement on Burden on Competition
filing and immediate effectiveness of proposed rule
change).
11 15 U.S.C. 78f(b).
12 15 U.S.C. 78f(b)(5).
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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 not designed to
address any competitive issues but
rather would extend the period during
which Commentaries .01, .02, .03, .04,
05, and .07 to Rule 7.35A;
Commentaries .01 and .02 to Rule 7.35C;
and amendments to Rule 36.30 will be
in effect. These Commentaries are
intended to be in effect during the
temporary period while the Trading
Floor has not yet been opened in full to
DMMs and Floor brokers and are
currently due to expire on December 31,
2021. Because the Trading Floor has not
been opened in full to DMMs, the
Exchange proposes to extend the
temporary period for these temporary
rules to end on the earlier of a full
reopening of the Trading Floor facilities
to DMMs or after the Exchange closes on
March 31, 2022.
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 with respect to the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed
rule change pursuant to Section
19(b)(3)(A)(iii) of the Act 13 and Rule
19b–4(f)(6) thereunder.14 Because the
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
prior to 30 days from the date on which
it was filed, or such shorter time as the
Commission may designate, if
consistent with the protection of
investors and the public interest, the
proposed rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act and Rule 19b–4(f)(6)(iii)
thereunder.
13 15
14 17
PO 00000
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6).
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72011
A proposed rule change filed under
Rule 19b–4(f)(6) 15 normally does not
become operative prior to 30 days after
the date of the filing. However, pursuant
to Rule 19b4(f)(6)(iii),16 the Commission
may 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 so that
the proposal may become operative
immediately upon filing.
The Commission believes that waiver
of the operative delay is consistent with
the protection of investors and the
public interest because it will allow the
rules discussed above to remain in effect
during the temporary period during
which the Trading Floor has not yet
been reopened in full to DMMs because
of health precautions related to the
Covid-19 pandemic. Accordingly, the
Commission hereby waives the 30-day
operative delay and designates the
proposal operative upon filing.17
At any time within 60 days of the
filing of such 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
under Section 19(b)(2)(B) 18 of the Act 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–
NYSE–2021–71 on the subject line.
Paper Comments
• Send paper comments in triplicate
to: Secretary, Securities and Exchange
15 17
CFR 240.19b–4(f)(6).
CFR 240.19b–4(f)(6)(iii).
17 For purposes only of accelerating the operative
date of this proposal, the Commission has
considered the proposed rule’s impact on
efficiency, competition, and capital formation. 15
U.S.C. 78c(f).
18 15 U.S.C. 78s(b)(2)(B).
16 17
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Federal Register / Vol. 86, No. 241 / Monday, December 20, 2021 / Notices
Commission, 100 F Street NE,
Washington, DC 20549–1090.
SECURITIES AND EXCHANGE
COMMISSION
All submissions should refer to File
Number SR–NYSE–2021–71. 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–NYSE–2021–71 and should
be submitted on or before January 10,
2022.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.19
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–27429 Filed 12–17–21; 8:45 am]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change To Amend the NYSE Arca
Equities Fees and Charges
December 14, 2021.
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934 (the
‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that, on December
1, 2021, NYSE Arca, Inc. (‘‘NYSE Arca’’
or the ‘‘Exchange’’) 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 self-regulatory
organization. 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 amend the
NYSE Arca Equities Fees and Charges
(‘‘Fee Schedule’’) to amend the criteria
to qualify for the MPID Adding Tier
pricing tier and adopt a per share credit
for orders that provide liquidity in Tape
B securities under the MPID Adding
Tier. The Exchange proposes to
implement the fee changes effective
December 1, 2021.The proposed rule
change is available on the Exchange’s
website at www.nyse.com, at the
principal office of the Exchange, and at
the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization 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 those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
BILLING CODE 8011–01–P
khammond on DSKJM1Z7X2PROD with NOTICES
[Release No. 34–34–93770; File No. SR–
NYSEArca–2021–103]
1 15
U.S.C.78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15
19 17
CFR 200.30–3(a)(12), (59).
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19:34 Dec 17, 2021
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A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to amend the
Fee Schedule to amend the criteria to
qualify for the MPID Adding Tier
pricing tier and adopt a per share credit
for orders that provide liquidity in Tape
B securities under the MPID Adding
Tier.
The Exchange proposes to implement
the fee changes effective December 1,
2021.
Background
The Exchange operates in a highly
competitive market. The Commission
has repeatedly expressed its preference
for competition over regulatory
intervention in determining prices,
products, and services in the securities
markets. In Regulation NMS, the
Commission highlighted the importance
of market forces in determining prices
and SRO revenues and, also, recognized
that current regulation of the market
system ‘‘has been remarkably successful
in promoting market competition in its
broader forms that are most important to
investors and listed companies.’’ 4
While Regulation NMS has enhanced
competition, it has also fostered a
‘‘fragmented’’ market structure where
trading in a single stock can occur
across multiple trading centers. When
multiple trading centers compete for
order flow in the same stock, the
Commission has recognized that ‘‘such
competition can lead to the
fragmentation of order flow in that
stock.’’ 5 Indeed, equity trading is
currently dispersed across 16
exchanges,6 numerous alternative
trading systems,7 and broker-dealer
internalizers and wholesalers, all
competing for order flow. Based on
publicly available information, no single
exchange currently has more than 18%
4 See Securities Exchange Act Release No. 51808
(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005)
(File No. S7–10–04) (Final Rule) (‘‘Regulation
NMS’’).
5 See Securities Exchange Act Release No. 61358,
75 FR 3594, 3597 (January 21, 2010) (File No. S7–
02–10) (Concept Release on Equity Market
Structure).
6 See Cboe U.S Equities Market Volume
Summary, available at https://markets.cboe.com/us/
equities/market_share. See generally https://
www.sec.gov/fast-answers/divisionsmarket
regmrexchangesshtml.html.
7 See FINRA ATS Transparency Data, available at
https://otctransparency.finra.org/otctransparency/
AtsIssueData. A list of alternative trading systems
registered with the Commission is available at
https://www.sec.gov/foia/docs/atslist.htm.
E:\FR\FM\20DEN1.SGM
20DEN1
]]>Agencies
[Federal Register Volume 86, Number 241 (Monday, December 20, 2021)]
[Notices]
[Pages 72009-72012]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-27429]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-93780; File No. SR-NYSE-2021-71]
Self-Regulatory Organizations; New York Stock Exchange LLC;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change to
Extend the Temporary Period for Specified Commentaries to Rules 7.35A
and 7.35C and Temporary Rule Relief in Rule 36.30
December 14, 2021.
Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that on December 8, 2021, New York Stock Exchange LLC (``NYSE''
or 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 self-regulatory
organization. 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\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to extend the temporary period for specified
Commentaries to Rules 7.35A and 7.35C and temporary rule relief in Rule
36.30, to end on the earlier of a full reopening of the Trading Floor
facilities to DMMs or after the Exchange closes on March 31, 2022. The
proposed rule change is
[[Page 72010]]
available on the Exchange's website at www.nyse.com, at the principal
office of the Exchange, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
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 those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to extend the temporary period for specified
Commentaries to Rules 7.35A and 7.35C and temporary rule relief to Rule
36.30 to end on the earlier of a full reopening of the Trading Floor
facilities to DMMs or after the Exchange closes on March 31, 2022. The
current temporary period that these Rules are in effect ends on the
earlier of a full reopening of the Trading Floor facilities to DMMs or
after the Exchange closes on December 31, 2021.
Background
To slow the spread of COVID-19 through social-distancing measures,
on March 18, 2020, the CEO of the Exchange made a determination under
Rule 7.1(c)(3) that, beginning March 23, 2020, the Trading Floor
facilities located at 11 Wall Street in New York City would close and
the Exchange would move, on a temporary basis, to fully electronic
trading.\4\ On May 14, 2020, the CEO of the Exchange made a
determination under Rule 7.1(c)(3) to reopen the Trading Floor on a
limited basis on May 26, 2020 to a subset of Floor brokers, subject to
safety measures designed to prevent the spread of COVID-19.\5\ On June
15, 2020, the CEO of the Exchange made a determination under Rule
7.1(c)(3) to begin the second phase of the Trading Floor reopening by
allowing DMMs to return on June 17, 2020, subject to safety measures
designed to prevent the spread of COVID-19.\6\ Consistent with these
safety measures, both DMMs and Floor broker firms continue to operate
with reduced staff on the Trading Floor.
---------------------------------------------------------------------------
\4\ Pursuant to Rule 7.1(e), the CEO notified the Board of
Directors of the Exchange of this determination. The Exchange's
current rules establish how the Exchange will function fully-
electronically. The CEO also closed the NYSE American Options
Trading Floor, which is located at the same 11 Wall Street
facilities, and the NYSE Arca Options Trading Floor, which is
located in San Francisco, CA. See Press Release, dated March 18,
2020, available here: https://ir.theice.com/press/press-releases/all-categories/2020/03-18-2020-204202110.
\5\ See Securities Exchange Act Release No. 88933 (May 22,
2020), 85 FR 32059 (May 28, 2020) (SR-NYSE-2020-47) (Notice of
filing and immediate effectiveness of proposed rule change).
\6\ See Securities Exchange Act Release No. 89086 (June 17,
2020) (SR-NYSE-2020-52) (Notice of filing and immediate
effectiveness of proposed rule change).
---------------------------------------------------------------------------
Proposed Rule Change
Beginning in March 2020, the Exchange modified its rules to add
Commentaries to Rules 7.35, 7.35A, 7.35B, and 7.35C and rule relief in
Rule 36.30,\7\ and has extended the expiration date of such
Commentaries several times.\8\ In July 2021, the Commission approved
the Exchange's proposals to make permanent several of the rule changes
that were the subject of those Commentaries.\9\ The remaining
Commentaries, specified below, are in effect until the earlier of a
full reopening of the Trading Floor facilities to DMMs or after the
Exchange closes on December 31, 2021:
---------------------------------------------------------------------------
\7\ See Securities Exchange Act Release Nos. 88413 (March 18,
2020), 85 FR 16713 (March 24, 2020) (SR-NYSE-2020-19) (amending Rule
7.35C to add Commentary .01); 88444 (March 20, 2020), 85 FR 17141
(March 26, 2020) (SR-NYSE-2020-22) (amending Rules 7.35A to add
Commentary .01, 7.35B to add Commentary .01, and 7.35C to add
Commentary .02); 88488 (March 26, 2020), 85 FR 18286 (April 1, 2020)
(SR-NYSE-2020-23) (amending Rule 7.35A to add Commentary .02); 88546
(April 2, 2020), 85 FR 19782 (April 8, 2020) (SR-NYSE-2020-28)
(amending Rule 7.35A to add Commentary .03); 88562 (April 3, 2020),
85 FR 20002 (April 9, 2020) (SR-NYSE-2020-29) (amending Rule 7.35C
to add Commentary .03); 88705 (April 21, 2020), 85 FR 23413 (April
27, 2020) (SR-NYSE-2020-35) (amending Rule 7.35A to add Commentary
.04); 88725 (April 22, 2020), 85 FR 23583 (April 28, 2020) (SR-NYSE-
2020-37) (amending Rule 7.35 to add Commentary .01); 88950 (May 26,
2020), 85 FR 33252 (June 1, 2020) (SR-NYSE-2020-48) (amending Rule
7.35A to add Commentary .05); 89059 (June 12, 2020), 85 FR 36911
(June 18, 2020) (SR-NYSE-2020-50) (amending Rule 7.35C to add
Commentary .04); 89086 (June 17, 2020), 85 FR 37712 (SR-NYSE-2020-
52) (amending Rules 7.35A to add Commentary .06, 7.35B to add
Commentary .03, 76 to add Supplementary Material 20, and
Supplementary Material .30 to Rule 36); 89925 (September 18, 2020)
(SR-NYSE-2020-75) (amending Rule 7.35 to add Commentary .02); and
90810 (December 29, 2020), 86 FR 335 (January 5, 2021) (SR-NYSE-
2020-109) (amending Rule 7.35A to add Commentary .07).
\8\ See Securities Exchange Act Release No. 92802 (August 30,
2021), 86 FR 49587 (September 3, 2021) (SR-NYSE-2021-46) (Notice of
filing and immediate effectiveness of proposed rule change to extend
the temporary period for specified Commentaries to Rules 7.35A and
7.35C and temporary rule relief in Rule 36.30 to end on the earlier
of a full reopening of the Trading Floor facilities to DMMs or after
the Exchange closes on December 31, 2021). See also Securities
Exchange Act Release Nos. 89199 (June 30, 2020), 85 FR 40718 (July
7, 2020) (SR-NYSE-2020-56) (Notice of filing and immediate
effectiveness of proposed rule change to extend the temporary period
for Commentaries to Rules 7.35, 7.35A, 7.35B, and 7.35C;
Supplementary Material .20 to Rule 76; and temporary rule relief in
Rule 36.30 to end on the earlier of a full reopening of the Trading
Floor facilities to DMMs or after the Exchange closes on July 31,
2020); 89368 (July 21, 2020), 85 FR 45272 (July 27, 2020) (SR-NYSE-
2020-61) (Notice of filing and immediate effectiveness of proposed
rule change to lift the temporary suspension to Rule 76 and delete
Supplementary Material .20 to Rule 76); 89425 (July 30, 2020), 85 FR
47446 (August 5, 2020) (SR-NYSE-2020-63) (extending the temporary
period specified in Commentaries to Rules 7.35, 7.35A, 7.35B, and
7.35C and Temporary Rule Relief in Rule 36.30 to end on the earlier
of a full reopening of the Trading Floor facilities to DMMs or after
the Exchange closes on September 30, 2020); 90005 (September 25,
2020), 85 FR 61999 (October 2020) (SR-NYSE-2020-78) (extending same
to end on the earlier of a full reopening of the Trading Floor
facilities to DMMs or after the Exchange closes on December 31,
2020); 90795 (December 23, 2020), 85 FR 86608 (December 30, 2020)
(SR-NYSE-2020-106) (extending same to end on the earlier of a full
reopening of the Trading Floor facilities to DMMs or after the
Exchange closes on April 30, 2021); and 91778 (May 5, 2021) 86 FR
25902 (May 11, 2021) (SR-NYSE-2021-29) (extending same to end on the
earlier of a full reopening of the Trading Floor facilities to DMMs
or after the Exchange closes on August 31, 2021).
\9\ See Securities Exchange Act Release Nos. 92374 (July 9,
2021), 86 FR 37367 (July 15, 2021) (SR-NYSE-2020-89) (making
permanent the rule changes specified in Commentary .03 to Rule
7.35C); 92373 (July 12, 2021), 86 FR 37779 (July 16, 2021) (SR-NYSE-
2020-93) (making permanent the rule changes specified in
Commentaries .01 and .02 to Rule 7.35); and 92480 (July 23, 2021),
86 FR 40885 (July 29, 2021) (SR-NYSE-2020-95) (making permanent
certain rule changes specified in Commentaries .01 and .06 to Rule
7.35A and Commentaries .01 and .03 to Rule 7.35B).
---------------------------------------------------------------------------
Commentaries .01, .02, .03, .04, .05, and .07 to Rule
7.35A;
Commentaries .01, .02, and .04 to Rule 7.35C; and
Amendments to Rule 36.30.
The first and second phases of the reopening of the Trading Floor
are subject to safety measures designed to prevent the spread of COVID-
19. To meet these safety measures, Floor brokers and DMM units that
have chosen to return to the Trading Floor are operating with reduced
staff. The Exchange is therefore proposing to extend Commentaries .01,
.02, .03, .04, 05, and .07 to Rule 7.35A, Commentaries .01 and .02 to
Rule 7.35C,\10\ and the amendments to Rule
[[Page 72011]]
36.30 until the earlier of March 31, 2022 or such time that there is a
full reopening of the Trading Floor facilities to DMMs.
---------------------------------------------------------------------------
\10\ The Exchange does not propose to extend Commentary .04 to
Rule 7.35C because the Exchange implemented its technology change to
use the midpoint of the Auction NBBO as the Auction Reference price
for an Exchange-facilitated Core Open Auction and therefore this
Commentary is no longer operative. See Securities Exchange Act
Release No. 91143 (February 17, 2021), 86 FR 11024 (February 23,
2021) (SR-NYSE-2021-13) (Notice of filing and immediate
effectiveness of proposed rule change).
---------------------------------------------------------------------------
The Exchange is not proposing any substantive changes to these
Rules.
2. Statutory Basis
The proposed rule change is consistent with Section 6(b) of the
Act,\11\ in general, and furthers the objectives of Section 6(b)(5) of
the Act,\12\ in particular, in that it is 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 facilitating transactions in securities, and to
remove impediments to and perfect the mechanism of a free and open
market and a national market system.
---------------------------------------------------------------------------
\11\ 15 U.S.C. 78f(b).
\12\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
To reduce the spread of COVID-19, the CEO of the Exchange made a
determination under Rule 7.1(c)(3) that beginning March 23, 2020, the
Trading Floor facilities located at 11 Wall Street in New York City
would close and the Exchange would move, on a temporary basis, to fully
electronic trading. On May 14, 2020, the CEO made a determination under
Rule 7.1(c)(3) that, beginning May 26, 2020, the Trading Floor would be
partially reopened to allow a subset of Floor brokers to return to the
Trading Floor. On June 15, 2020, the CEO made a determination under
Rule 7.1(c)(3) that, beginning June 17, 2020, DMM units may choose to
return a subset of staff to the Trading Floor.
The Exchange believes that the proposed rule change would remove
impediments to and perfect the mechanism of a free and open market and
a national market system because the Trading Floor has not yet reopened
in full to DMMs or Floor brokers. Accordingly, the Exchange believes
that the temporary rule changes in effect pursuant to the Commentaries
to Rules 7.35A and 7.35C and amendments to Rule 36.30, which are
intended to be in effect during the temporary period while the Trading
Floor has not yet opened in full to DMMs, should be extended until such
time that there is a full reopening of the Trading Floor facilities to
DMMs. The Exchange is not proposing any substantive changes to these
Rules.
The Exchange believes that, by clearly stating that this relief
will be in effect through the earlier of a full reopening of the
Trading Floor facilities to DMMs or the close of the Exchange on March
31, 2022, market participants will have advance notice of the temporary
period during which the Commentaries to Rules 7.35A and 7.35C and
amendments to Rule 36.30 will be in effect.
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
not designed to address any competitive issues but rather would extend
the period during which Commentaries .01, .02, .03, .04, 05, and .07 to
Rule 7.35A; Commentaries .01 and .02 to Rule 7.35C; and amendments to
Rule 36.30 will be in effect. These Commentaries are intended to be in
effect during the temporary period while the Trading Floor has not yet
been opened in full to DMMs and Floor brokers and are currently due to
expire on December 31, 2021. Because the Trading Floor has not been
opened in full to DMMs, the Exchange proposes to extend the temporary
period for these temporary rules to end on the earlier of a full
reopening of the Trading Floor facilities to DMMs or after the Exchange
closes on March 31, 2022.
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 with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed rule change pursuant to Section
19(b)(3)(A)(iii) of the Act \13\ and Rule 19b-4(f)(6) thereunder.\14\
Because the 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 prior to
30 days from the date on which it was filed, or such shorter time as
the Commission may designate, if consistent with the protection of
investors and the public interest, the proposed rule change has become
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder.
---------------------------------------------------------------------------
\13\ 15 U.S.C. 78s(b)(3)(A)(iii).
\14\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
A proposed rule change filed under Rule 19b-4(f)(6) \15\ normally
does not become operative prior to 30 days after the date of the
filing. However, pursuant to Rule 19b4(f)(6)(iii),\16\ the Commission
may 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 so that the proposal
may become operative immediately upon filing.
---------------------------------------------------------------------------
\15\ 17 CFR 240.19b-4(f)(6).
\16\ 17 CFR 240.19b-4(f)(6)(iii).
---------------------------------------------------------------------------
The Commission believes that waiver of the operative delay is
consistent with the protection of investors and the public interest
because it will allow the rules discussed above to remain in effect
during the temporary period during which the Trading Floor has not yet
been reopened in full to DMMs because of health precautions related to
the Covid-19 pandemic. Accordingly, the Commission hereby waives the
30-day operative delay and designates the proposal operative upon
filing.\17\
---------------------------------------------------------------------------
\17\ For purposes only of accelerating the operative date of
this proposal, the Commission has considered the proposed rule's
impact on efficiency, competition, and capital formation. 15 U.S.C.
78c(f).
---------------------------------------------------------------------------
At any time within 60 days of the filing of such 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 under
Section 19(b)(2)(B) \18\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
---------------------------------------------------------------------------
\18\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------
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-NYSE-2021-71 on the subject line.
Paper Comments
Send paper comments in triplicate to: Secretary,
Securities and Exchange
[[Page 72012]]
Commission, 100 F Street NE, Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSE-2021-71. 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-NYSE-2021-71 and should be submitted on
or before January 10, 2022.
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\19\ 17 CFR 200.30-3(a)(12), (59).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\19\
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-27429 Filed 12-17-21; 8:45 am]
BILLING CODE 8011-01-P
