Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change to Modify Rule 7.31, 64000-64003 [2024-17284]
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B. Consistency With Rule 17Ad–
22(e)(3)(ii)
SECURITIES AND EXCHANGE
COMMISSION
Rule 17Ad–22(e)(3)(ii) requires ICC to
establish, implement, maintain, and
enforce written policies and procedures
reasonably designed to maintain a
sound risk management framework for
comprehensively managing legal, credit,
liquidity, operational, general business,
investment, custody, and other risks
that arise in or are borne by ICC, which
includes plans for the recovery and
orderly wind-down of ICC necessitated
by credit losses, liquidity shortfalls,
losses from general business risk, or any
other losses.17
The proposed changes described
above would support ICC’s maintenance
of plans for the recovery and orderly
wind-down of ICC by helping ensure
that the plans are updated with current,
accurate financial, personnel, and Board
information. The proposed rule change
also updates details regarding the
allocation of guaranty fund and margin
among ICC’s financial institutions,
which helps ensure that those using the
plans have current financial information
and an accurate understanding of the
potential resources available for
recovery or an orderly wind-down.
Therefore, the Commission finds that
the proposed rule change, as modified
by Amendment No. 1, is consistent with
Rule 17Ad–22(e)(3)(ii).18
[Release No. 34–100625; File No. SR–NYSE–
2024–41]
IV. Conclusion
On the basis of the foregoing, the
Commission finds that the proposed
rule change is consistent with the
requirements of the Act, and in
particular, with the requirements of
Section 17A(b)(3)(F) of the Act 19 and
Rule 17Ad–22(e)(3)(ii).20
It is therefore ordered pursuant to
Section 19(b)(2) of the Act 21 that the
proposed rule change, as modified by
Amendment No. 1 (SR–ICC–2024–004),
be, and hereby is, approved.22
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.23
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024–17282 Filed 8–5–24; 8:45 am]
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BILLING CODE 8011–01–P
17 17
CFR 240.17Ad–22(e)(3)(ii).
18 17 CFR 240.17Ad–22(e)(3)(ii).
19 15 U.S.C. 78q–1(b)(3)(F).
20 17 CFR 240.17Ad–22(e)(3)(ii).
21 15 U.S.C. 78s(b)(2).
22 In approving the proposed rule change, the
Commission considered the proposal’s impact on
efficiency, competition, and capital formation. 15
U.S.C. 78c(f).
23 17 CFR 200.30–3(a)(12).
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Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change to Modify Rule
7.31
July 31, 2024.
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934
(‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that on July 25,
2024, New York Stock Exchange LLC
(‘‘NYSE’’ or the ‘‘Exchange’’) filed with
the Securities and Exchange
Commission (‘‘Commission’’) the
proposed rule change as described in
Items I and II below, which Items have
been prepared by the Exchange. The
Commission is publishing this notice to
solicit comments on the proposed rule
change from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to modify
Rule 7.31 Rule 7.31 regarding MPL–
ALO Orders. 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.
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
Rule 7.31 regarding MPL–ALO Orders.
Rule 7.31(d)(3) defines a Mid-Point
Liquidity Order (‘‘MPL Order’’) as a
Limit Order to buy (sell) that is not
1 15
U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15
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displayed and does not route, with a
working price at the lower (higher) of
the midpoint of the PBBO or its limit
price. An MPL Order is ranked Priority
3—Non-Display Orders, is valid for any
session, and does not participate in
auctions.
Rule 7.31(d)(3)(A) provides that an
MPL Order to buy (sell) must be
designated with a limit price in the
MPV for the security and will be eligible
to trade at the working price of the
order.
Rule 7.31(d)(3)(B) provides that if
there is no PBB, PBO, or the PBBO is
locked or crossed, both an arriving and
resting MPL Order will wait for a PBBO
that is not locked or crossed before
being eligible to trade. If a resting MPL
Order to buy (sell) trades with an MPL
Order to sell (buy) after there is an
unlocked or uncrossed PBBO, the MPL
Order with the later working time will
be the liquidity-removing order.
Rule 7.31(d)(3)(C) provides that an
Aggressing MPL Order to buy (sell) will
trade at the working price of resting
orders to sell (buy) when such resting
orders have a working price at or below
(above) the working price of the MPL
Order. Resting MPL Orders to buy (sell)
will trade against all Aggressing Orders
to sell (buy) priced at or below (above)
the working price of the MPL Order.
Rule 7.31(d)(3)(D) provides that an
MPL Order may be designated IOC
(‘‘MPL–IOC Order’’). Subject to such
IOC instructions, an MPL–IOC Order
will follow the same trading and
priority rules as an MPL Order, expect
that an MPL–IOC Order will be rejected
if there is no PBBO or the PBBO is
locked or crossed. An MPL–IOC Order
cannot be designated ALO or with a
Non-Display Remove Modifier.
Rule 7.31(d)(3)(E) and the
subparagraphs thereunder define the
MPL–ALO Order, which is an MPL
Order designated with an ALO
Modifier.4 An Aggressing 5 MPL–ALO
Order to buy (sell) will trade at the
working price of resting orders to sell
(buy) when such resting orders have a
working price below (above) the less
aggressive of the midpoint of the PBBO
or the limit price of the MPL–ALO
Order, but will not trade with resting
orders to sell (buy) priced equal to the
4 An ALO Order is a Non-Routable Limit Order
that, unless it receives price improvement, will not
remove liquidity from the Exchange Book. See
NYSE Rule 7.31(e)(2).
5 An ‘‘Aggressing Order’’ is a buy (sell) order that
is or becomes marketable against sell (buy) interest
on the Exchange Book. A resting order may become
an Aggressing Order if its working price changes,
if the PBBO or NBBO is updated, because of
changes to other orders on the Exchange Book, or
when processing inbound messages. See Rule
7.36(a)(6).
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less aggressive of the midpoint of the
PBBO or the limit price of the MPL–
ALO Order (Rule 7.31(d)(3)(E)(i)). If an
MPL–ALO Order to buy (sell) cannot
trade with a same-priced resting order to
sell (buy), a subsequently arriving order
to sell (buy) eligible to trade at the
working price of the MPL–ALO Order
will trade ahead of a resting order to sell
(buy) that is not displayed at that price;
if such resting order to sell (buy) is
displayed, the MPL–ALO Order to buy
(sell) will not be eligible to trade at that
price (Rule 7.31(d)(3)(E)(ii)). An MPL–
ALO Order may not be designated with
a Non-Display Remove Modifier (Rule
7.31(d)(3)(E)(iii)).
Proposed Rule Change
Currently, Aggressing MPL–ALO
Orders to buy (sell) may trade with
resting orders priced below (above) the
less aggressive of the midpoint of the
PBBO or the limit price of the MPL–
ALO Order (i.e., priced below (above)
the MPL–ALO Order’s working price),
regardless of the amount of price
improvement the Aggressing MPL–ALO
Order would receive. The Exchange
proposes to amend Rule 7.31(d)(3)(E)(i)
to provide that an Aggressing MPL–ALO
Order would only be eligible to trade
with resting orders when it would
receive price improvement over the
MPL–ALO Order’s working price of at
least one MPV. This proposed change
would not impact non-Aggressing MPL–
ALO Orders (e.g., MPL–ALO Orders
resting on the Exchange Book). A nonAggressing MPL–ALO Order would
continue to provide liquidity at its
working price unless it would not be
eligible to trade as outlined in Rules
7.31(d)(3)(E)(ii)(a) and (b), as amended
below.
The Exchange next proposes to amend
Rule 7.31(d)(3)(E)(ii) to provide that an
MPL–ALO Order not eligible to trade as
described in proposed Rule
7.31(d)(3)(E)(i) would be ranked in the
Exchange Book at its working price and
would not trade at that price if it would
lock or cross displayed interest or cross
non-displayed interest on the Exchange
Book. Specifically, the Exchange
proposes to add new Rules
7.31(d)(3)(E)(ii)(a) and (b) to provide
that resting MPL–ALO Orders would
not be eligible to trade (a) at a price
equal to or above (below) any sell (buy)
orders that are displayed and that have
a working price equal to or below
(above) the working price of the MPL–
ALO Order, or (b) at a price above
(below) any sell (buy) orders that are not
displayed and that have a working price
below (above) the working price of the
MPL–ALO Order. The Exchange notes
that the circumstances under which
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such orders would not be able to trade
are consistent with the Exchange’s
existing priority and ranking rules.
The Exchange further proposes to
renumber current Rule 7.31(d)(3)(E)(ii)
as Rule 7.31(d)(3)(E)(iii) and to amend
the text of the rule to provide that if an
MPL–ALO Order to buy (sell) cannot
trade with a same-priced resting order to
sell (buy) that is not displayed, a
subsequently arriving order to sell (buy)
eligible to trade at the working price of
the MPL–ALO Order will trade ahead of
such resting order to sell (buy). This
proposed change is not intended to
change the meaning of the rule, but
rather to clarify that, if an MPL–ALO
Order is resting at the same price as
resting non-displayed interest, a
subsequently arriving order that is
eligible to trade with that MPL–ALO
Order would, as currently, be permitted
to trade ahead of such interest. The
Exchange further proposes to delete the
last sentence of current Rule
7.31(d)(3)(E)(ii), which provides that an
MPL–ALO Order would not be eligible
to trade at the price of a displayed
resting order to buy (sell), as duplicative
of proposed Rule 7.31(d)(3)(E)(ii)(a)
described above.
The following example demonstrates
how an arriving Aggressing MPL–ALO
Order would trade or be ranked on the
Exchange Book, as proposed:
• Assume the PBBO 6 is $10.00 ×
$10.05 (midpoint is $10.025). On the
Exchange Book, there is a Limit Order
to sell 90 shares at $10.02 (‘‘Order 1’’)
and an MPL Order to sell 100 shares at
$10.00 (‘‘Order 2’’). Order 1 is displayed
at its working price of $10.02. Order 2
is non-displayed and has a working
price at the midpoint, $10.025.
• Order 3 is an incoming MPL–ALO
Order to buy 100 shares at $10.05. Order
3, as an Aggressing MPL–ALO Order,
would not trade with either Order 1 or
Order 2 because it would receive less
than $0.01 price improvement over the
midpoint. Pursuant to proposed Rule
7.31(d)(3)(E)(ii), Order 3 would be
ranked on the Exchange Book at its
working price, $10.025 (which is the
midpoint, as the working price of an
MPL–ALO Order to buy is the lower of
the midpoint or the order’s limit price).
• Order 4 is an incoming MPL–IOC
Order to sell 100 shares at $10.00. Order
4 would not trade with Order 3 (which
is now ranked on the Exchange Book at
its working price) at $10.025 per
proposed Rule 7.31(d)(3)(E)(ii)(a)
6 ‘‘Best Protected Bid’’ or ‘‘PBB’’ means the
highest Protected Bid, ‘‘Best Protected Offer’’ or
‘‘PBO’’ means the lowest Protected Offer, and
‘‘Protected Best Bid and Offer’’ or ‘‘PBBO’’ means
the Best Protected Bid and the Best Protected Offer.
See Rule 1.1(r).
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64001
because an execution at that price
would be at a price above displayed
interest on the Exchange Book (Order 1
at $10.02). Order 4, as an IOC Order,
would be cancelled because it does not
execute.
• Assume Order 1 is cancelled, and
Order 5 is an incoming MPL–IOC Order
to sell 100 shares at $10.00. Order 5
would trade with Order 3 (where Order
3 is the liquidity provider) at $10.025,
consistent with proposed Rule
7.31(d)(3)(E)(iii), because the trade
would execute at a price that is not
above the price of any displayed or nondisplayed interest on the Exchange
Book, although it would be at the same
price as Order 2 (non-displayed interest
on the Exchange Book).7
The following example demonstrates
how an MPL–ALO Order that is resting
on the Exchange Book and subsequently
becomes an Aggressing MPL–ALO
Order (in this example, when the PBBO
is updated) would trade, as proposed:
• Assume the PBBO is $10.00 ×
$10.05 (midpoint is $10.025). Order 1 is
a non-displayed Limit Order to sell 100
shares at $10.03, resting on the
Exchange Book at its working price of
$10.03. Order 2 is an MPL–ALO Order
to buy 100 shares at $10.05. Order 2 is
resting non-displayed on the Exchange
Book at its working price of $10.025
(which is the midpoint, as the working
price of an MPL–ALO Order to buy is
the lower of the midpoint or the order’s
limit price).
• Assume the PBBO updates to
$10.03 × $10.05 (midpoint is $10.04).
Order 2 reprices to the new midpoint,
$10.04, and becomes an Aggressing
Order because its working price has
changed and the PBBO has updated.
Order 2 will trade as an Aggressing
Order (as the liquidity taker) with Order
1 at $10.03 because it would receive
$0.01 price improvement over its
working price.
Finally, the Exchange proposes to
renumber current Rule 7.31(d)(3)(E)(iii)
as Rule 7.31(d)(3)(E)(iv) to reflect the
addition of the new rule text described
above, without any changes to the text
of the rule.
The Exchange believes that the
proposed change, which would allow an
Aggressing MPL–ALO Order to trade
only when it would receive price
improvement over its working price of
at least one MPV, would promote
7 As noted above, Rule 7.31(d)(3)(E)(iii), as
amended, reflects current Rule 7.31(d)(3)(E)(ii),
which provides that an MPL–ALO Order that is
resting at the same price as resting non-displayed
interest would be permitted to trade with a
subsequently arriving order that is eligible to trade
with that MPL–ALO Order, ahead of the nondisplayed interest.
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higher-quality executions for member
organizations and provide member
organizations with greater certainty
regarding the amount of price
improvement such executions would
receive, thereby encouraging increased
order flow to the Exchange and
enhanced opportunities for order
execution for all market participants.
The Exchange notes that evaluating the
economic benefit of an execution is not
a novel concept on equity exchanges.8
Accordingly, the Exchange believes that
this proposed change, which would
consider the amount of price
improvement that an Aggressing MPL–
ALO Order would receive upon
execution, would offer member
organizations a similar benefit to that
available on at least one other equity
exchange for an order type similar to the
MPL–ALO Order and could thus
promote competition among equity
exchanges.
Because of the technology changes
associated with this proposed rule
change, the Exchange will announce the
implementation date by Trader Update,
which, subject to effectiveness of this
proposed rule change, will be no later
than in the fourth quarter of 2024.
2. Statutory Basis
The proposed rule change is
consistent with Section 6(b) of the Act,9
in general, and furthers the objectives of
Section 6(b)(5),10 in particular, because
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, 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.
The Exchange believes that the
proposed change would promote just
and equitable principles of trade,
remove impediments to, and perfect the
mechanism of, a free and open market
and a national market system, and
protect investors and the public interest
because allowing an Aggressing MPL–
ALO Order to trade only when it would
receive price improvement over its
working price of at least one MPV
would promote higher-quality
executions for member organizations,
8 See, e.g., Nasdaq Stock Market LLC, Equity 4,
Rule 4702(b)(5)(A) (defining the Midpoint Peg PostOnly Order, which is priced at the midpoint
between the NBBO and will execute upon entry
only in circumstances where economically
beneficial to the party entering such order).
9 15 U.S.C. 78f(b).
10 15 U.S.C. 78f(b)(5).
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thereby encouraging increased order
flow to the Exchange and enhanced
trading opportunities for all market
participants. The Exchange also believes
that the proposed conforming changes
to Rule 7.31(d)(3)(E) would remove
impediments to, and perfect the
mechanism of, a free and open market
and a national market system, and
protect investors and the public interest
by clarifying how Aggressing MPL–ALO
Orders that would not be eligible to
trade based on the amount of price
improvement would be ranked and
would trade once resting, in accordance
with the Exchange’s priority and
ranking rules. Finally, the Exchange
notes that considering the economic
benefit of an execution is not a novel
concept and believes that this proposed
change would remove impediments to,
and perfect the mechanism of, a free and
open market and a national market
system by providing member
organizations with greater certainty as to
the amount of price improvement they
would receive when an Aggressing
MPL–ALO Order executes, as well as by
promoting competition among equity
exchanges.11
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 would amend
Exchange rules to permit Aggressing
MPL–ALO Orders to trade only when
they would receive price improvement
of at least one MPV over their working
price, thereby providing a minimum
amount of price improvement for
member organizations entering such
orders. To the extent the proposed rule
change promotes higher-quality
executions on the Exchange, the
proposed change could encourage
increased order flow to the Exchange
and facilitate additional trading
opportunities for all market
participants. In addition, at least one
other equity exchange considers the
economic benefit to the entering party
when evaluating whether a similar order
type may trade, and the Exchange’s
proposal would thus promote
competition among exchanges by
providing a minimum amount of price
improvement to Aggressing MPL–ALO
Orders.12 The Exchange also believes
that, to the extent the proposed change
would increase opportunities for order
execution, the proposed change would
11 See
12 See
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note 8, supra.
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promote competition by making the
Exchange a more attractive venue for
order flow and enhancing market
quality for all market participants.
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
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 after the date of
the filing, or such shorter time as the
Commission may designate if consistent
with the protection of investors and the
public interest, it has become effective
pursuant to Section 19(b)(3)(A) of the
Act 13 and Rule 19b–4(f)(6) 14
thereunder.
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 19b–4(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 proposed
rule change may become operative upon
filing. The Exchange is requesting the
waiver because it will allow the
Exchange to implement the proposed
change as soon as the associated
technology is available, which is
anticipated to be less than 30 days from
the date of this filing. The Exchange
believes the proposed change would
provide member organizations with
greater certainty regarding the amount
of price improvement their Aggressing
MPL–ALO Orders would receive,
thereby promoting higher-quality
executions and encouraging increased
order flow to the Exchange for the
benefit of all market participants. For
these reasons, and because the proposed
13 15
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(6). In addition, Rule 19b–
4(f)(6) 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.
15 17 CFR 240.19b–4(f)(6).
16 17 CFR 240.19b–4(f)(6)(iii).
14 17
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rule change does not raise any novel
legal or regulatory issues, the
Commission believes that waiving the
30-day operative delay is consistent
with the protection of investors and the
public interest. Therefore, 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 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:
ddrumheller on DSK120RN23PROD with NOTICES1
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–2024–41 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–NYSE–2024–41. 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
17 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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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
a.m. and 3 p.m. Copies of the filing also
will be available for inspection and
copying at the principal office of the
Exchange. Do not include personal
identifiable information in submissions;
you should submit only information
that you wish to make available
publicly. We may redact in part or
withhold entirely from publication
submitted material that is obscene or
subject to copyright protection. All
submissions should refer to file number
SR–NYSE–2024–41 and should be
submitted on or before August 27, 2024.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.18
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024–17284 Filed 8–5–24; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–100630; File No. SR–
SAPPHIRE–2024–03]
Self-Regulatory Organizations; MIAX
Sapphire, LLC; Notice of Filing and
Immediate Effectiveness of a Proposed
Rule Change To Amend Exchange
Rule 100, Definitions; Rule 518,
Complex Orders; and Rule 530, Limit
Up-Limit Down
July 31, 2024.
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 July 24,
2024, MIAX
Sapphire, LLC (‘‘MIAX Sapphire’’ or
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) a proposed rule change
as described in Items I and II below,
which Items have been prepared by the
Exchange. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend
Exchange Rule 100, Definitions; Rule
18 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
PO 00000
Frm 00094
Fmt 4703
Sfmt 4703
64003
518, Complex Orders; and Rule 530,
Limit Up-Limit Down.
The text of the proposed rule change
is available on the Exchange’s website at
https://www.miaxglobal.com/markets/
us-options/miax-sapphire/rule-filings, at
the Exchange’s principal office, 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
Exchange Rule 100 to adopt a definition
for the term ‘‘Professional Interest’’ to
mean, ‘‘an order that is for the account
of a person or entity that is not a Priority
Customer, or, ‘‘an order for the account
of a Market Maker.’’ 3 This definition is
substantively identical to the definition
of ‘‘Professional Interest’’ on the
Exchange’s affiliate, MIAX Emerald.4
The Exchange proposes to update
citations to Rule 600(b) of Regulation
NMS in Exchange Rule 518, Complex
Orders; Rule 530, Limit Up-Limit Down.
In 2021, the Securities and Exchange
Commission (the ‘‘Commission’’)
amended Regulation NMS under the Act
in connection with the adoption of the
Market Data Infrastructure Rules.5 As
part of that initiative, the Commission
adopted new definitions in Rule 600(b)
of Regulation NMS and renumbered the
remaining definitions, including the
definitions of Trading Center (formerly
Rule 600(b)(78)), NMS Stock (formerly
3 The term ‘‘Professional Interest’’ is used in
establishing complex order priority for stock-option
orders. See Exchange Rule 518(c)(3)(ii).
4 The term ‘‘Professional Interest’’ means (i) an
order that is for the account of a person or entity
that is not a Priority Customer, or (ii) an order or
non-priority quote for the account of a Market
Maker. See MIAX Emerald Exchange Rule 100.
5 See Securities Exchange Act Release No. 90610,
86 FR 18596 (April 9, 2021) (S7–03–20).
E:\FR\FM\06AUN1.SGM
06AUN1
]]>Agencies
[Federal Register Volume 89, Number 151 (Tuesday, August 6, 2024)]
[Notices]
[Pages 64000-64003]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-17284]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-100625; File No. SR-NYSE-2024-41]
Self-Regulatory Organizations; New York Stock Exchange LLC;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change to
Modify Rule 7.31
July 31, 2024.
Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given
that on July 25, 2024, New York Stock Exchange LLC (``NYSE'' or the
``Exchange'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I and
II below, which Items have been prepared by the Exchange. The
Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to modify Rule 7.31 Rule 7.31 regarding MPL-
ALO Orders. 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.
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 Rule 7.31 regarding MPL-ALO Orders.
Rule 7.31(d)(3) defines a Mid-Point Liquidity Order (``MPL Order'')
as a Limit Order to buy (sell) that is not displayed and does not
route, with a working price at the lower (higher) of the midpoint of
the PBBO or its limit price. An MPL Order is ranked Priority 3--Non-
Display Orders, is valid for any session, and does not participate in
auctions.
Rule 7.31(d)(3)(A) provides that an MPL Order to buy (sell) must be
designated with a limit price in the MPV for the security and will be
eligible to trade at the working price of the order.
Rule 7.31(d)(3)(B) provides that if there is no PBB, PBO, or the
PBBO is locked or crossed, both an arriving and resting MPL Order will
wait for a PBBO that is not locked or crossed before being eligible to
trade. If a resting MPL Order to buy (sell) trades with an MPL Order to
sell (buy) after there is an unlocked or uncrossed PBBO, the MPL Order
with the later working time will be the liquidity-removing order.
Rule 7.31(d)(3)(C) provides that an Aggressing MPL Order to buy
(sell) will trade at the working price of resting orders to sell (buy)
when such resting orders have a working price at or below (above) the
working price of the MPL Order. Resting MPL Orders to buy (sell) will
trade against all Aggressing Orders to sell (buy) priced at or below
(above) the working price of the MPL Order.
Rule 7.31(d)(3)(D) provides that an MPL Order may be designated IOC
(``MPL-IOC Order''). Subject to such IOC instructions, an MPL-IOC Order
will follow the same trading and priority rules as an MPL Order, expect
that an MPL-IOC Order will be rejected if there is no PBBO or the PBBO
is locked or crossed. An MPL-IOC Order cannot be designated ALO or with
a Non-Display Remove Modifier.
Rule 7.31(d)(3)(E) and the subparagraphs thereunder define the MPL-
ALO Order, which is an MPL Order designated with an ALO Modifier.\4\ An
Aggressing \5\ MPL-ALO Order to buy (sell) will trade at the working
price of resting orders to sell (buy) when such resting orders have a
working price below (above) the less aggressive of the midpoint of the
PBBO or the limit price of the MPL-ALO Order, but will not trade with
resting orders to sell (buy) priced equal to the
[[Page 64001]]
less aggressive of the midpoint of the PBBO or the limit price of the
MPL-ALO Order (Rule 7.31(d)(3)(E)(i)). If an MPL-ALO Order to buy
(sell) cannot trade with a same-priced resting order to sell (buy), a
subsequently arriving order to sell (buy) eligible to trade at the
working price of the MPL-ALO Order will trade ahead of a resting order
to sell (buy) that is not displayed at that price; if such resting
order to sell (buy) is displayed, the MPL-ALO Order to buy (sell) will
not be eligible to trade at that price (Rule 7.31(d)(3)(E)(ii)). An
MPL-ALO Order may not be designated with a Non-Display Remove Modifier
(Rule 7.31(d)(3)(E)(iii)).
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\4\ An ALO Order is a Non-Routable Limit Order that, unless it
receives price improvement, will not remove liquidity from the
Exchange Book. See NYSE Rule 7.31(e)(2).
\5\ An ``Aggressing Order'' is a buy (sell) order that is or
becomes marketable against sell (buy) interest on the Exchange Book.
A resting order may become an Aggressing Order if its working price
changes, if the PBBO or NBBO is updated, because of changes to other
orders on the Exchange Book, or when processing inbound messages.
See Rule 7.36(a)(6).
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Proposed Rule Change
Currently, Aggressing MPL-ALO Orders to buy (sell) may trade with
resting orders priced below (above) the less aggressive of the midpoint
of the PBBO or the limit price of the MPL-ALO Order (i.e., priced below
(above) the MPL-ALO Order's working price), regardless of the amount of
price improvement the Aggressing MPL-ALO Order would receive. The
Exchange proposes to amend Rule 7.31(d)(3)(E)(i) to provide that an
Aggressing MPL-ALO Order would only be eligible to trade with resting
orders when it would receive price improvement over the MPL-ALO Order's
working price of at least one MPV. This proposed change would not
impact non-Aggressing MPL-ALO Orders (e.g., MPL-ALO Orders resting on
the Exchange Book). A non-Aggressing MPL-ALO Order would continue to
provide liquidity at its working price unless it would not be eligible
to trade as outlined in Rules 7.31(d)(3)(E)(ii)(a) and (b), as amended
below.
The Exchange next proposes to amend Rule 7.31(d)(3)(E)(ii) to
provide that an MPL-ALO Order not eligible to trade as described in
proposed Rule 7.31(d)(3)(E)(i) would be ranked in the Exchange Book at
its working price and would not trade at that price if it would lock or
cross displayed interest or cross non-displayed interest on the
Exchange Book. Specifically, the Exchange proposes to add new Rules
7.31(d)(3)(E)(ii)(a) and (b) to provide that resting MPL-ALO Orders
would not be eligible to trade (a) at a price equal to or above (below)
any sell (buy) orders that are displayed and that have a working price
equal to or below (above) the working price of the MPL-ALO Order, or
(b) at a price above (below) any sell (buy) orders that are not
displayed and that have a working price below (above) the working price
of the MPL-ALO Order. The Exchange notes that the circumstances under
which such orders would not be able to trade are consistent with the
Exchange's existing priority and ranking rules.
The Exchange further proposes to renumber current Rule
7.31(d)(3)(E)(ii) as Rule 7.31(d)(3)(E)(iii) and to amend the text of
the rule to provide that if an MPL-ALO Order to buy (sell) cannot trade
with a same-priced resting order to sell (buy) that is not displayed, a
subsequently arriving order to sell (buy) eligible to trade at the
working price of the MPL-ALO Order will trade ahead of such resting
order to sell (buy). This proposed change is not intended to change the
meaning of the rule, but rather to clarify that, if an MPL-ALO Order is
resting at the same price as resting non-displayed interest, a
subsequently arriving order that is eligible to trade with that MPL-ALO
Order would, as currently, be permitted to trade ahead of such
interest. The Exchange further proposes to delete the last sentence of
current Rule 7.31(d)(3)(E)(ii), which provides that an MPL-ALO Order
would not be eligible to trade at the price of a displayed resting
order to buy (sell), as duplicative of proposed Rule
7.31(d)(3)(E)(ii)(a) described above.
The following example demonstrates how an arriving Aggressing MPL-
ALO Order would trade or be ranked on the Exchange Book, as proposed:
Assume the PBBO \6\ is $10.00 x $10.05 (midpoint is
$10.025). On the Exchange Book, there is a Limit Order to sell 90
shares at $10.02 (``Order 1'') and an MPL Order to sell 100 shares at
$10.00 (``Order 2''). Order 1 is displayed at its working price of
$10.02. Order 2 is non-displayed and has a working price at the
midpoint, $10.025.
---------------------------------------------------------------------------
\6\ ``Best Protected Bid'' or ``PBB'' means the highest
Protected Bid, ``Best Protected Offer'' or ``PBO'' means the lowest
Protected Offer, and ``Protected Best Bid and Offer'' or ``PBBO''
means the Best Protected Bid and the Best Protected Offer. See Rule
1.1(r).
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Order 3 is an incoming MPL-ALO Order to buy 100 shares at
$10.05. Order 3, as an Aggressing MPL-ALO Order, would not trade with
either Order 1 or Order 2 because it would receive less than $0.01
price improvement over the midpoint. Pursuant to proposed Rule
7.31(d)(3)(E)(ii), Order 3 would be ranked on the Exchange Book at its
working price, $10.025 (which is the midpoint, as the working price of
an MPL-ALO Order to buy is the lower of the midpoint or the order's
limit price).
Order 4 is an incoming MPL-IOC Order to sell 100 shares at
$10.00. Order 4 would not trade with Order 3 (which is now ranked on
the Exchange Book at its working price) at $10.025 per proposed Rule
7.31(d)(3)(E)(ii)(a) because an execution at that price would be at a
price above displayed interest on the Exchange Book (Order 1 at
$10.02). Order 4, as an IOC Order, would be cancelled because it does
not execute.
Assume Order 1 is cancelled, and Order 5 is an incoming
MPL-IOC Order to sell 100 shares at $10.00. Order 5 would trade with
Order 3 (where Order 3 is the liquidity provider) at $10.025,
consistent with proposed Rule 7.31(d)(3)(E)(iii), because the trade
would execute at a price that is not above the price of any displayed
or non-displayed interest on the Exchange Book, although it would be at
the same price as Order 2 (non-displayed interest on the Exchange
Book).\7\
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\7\ As noted above, Rule 7.31(d)(3)(E)(iii), as amended,
reflects current Rule 7.31(d)(3)(E)(ii), which provides that an MPL-
ALO Order that is resting at the same price as resting non-displayed
interest would be permitted to trade with a subsequently arriving
order that is eligible to trade with that MPL-ALO Order, ahead of
the non-displayed interest.
---------------------------------------------------------------------------
The following example demonstrates how an MPL-ALO Order that is
resting on the Exchange Book and subsequently becomes an Aggressing
MPL-ALO Order (in this example, when the PBBO is updated) would trade,
as proposed:
Assume the PBBO is $10.00 x $10.05 (midpoint is $10.025).
Order 1 is a non-displayed Limit Order to sell 100 shares at $10.03,
resting on the Exchange Book at its working price of $10.03. Order 2 is
an MPL-ALO Order to buy 100 shares at $10.05. Order 2 is resting non-
displayed on the Exchange Book at its working price of $10.025 (which
is the midpoint, as the working price of an MPL-ALO Order to buy is the
lower of the midpoint or the order's limit price).
Assume the PBBO updates to $10.03 x $10.05 (midpoint is
$10.04). Order 2 reprices to the new midpoint, $10.04, and becomes an
Aggressing Order because its working price has changed and the PBBO has
updated. Order 2 will trade as an Aggressing Order (as the liquidity
taker) with Order 1 at $10.03 because it would receive $0.01 price
improvement over its working price.
Finally, the Exchange proposes to renumber current Rule
7.31(d)(3)(E)(iii) as Rule 7.31(d)(3)(E)(iv) to reflect the addition of
the new rule text described above, without any changes to the text of
the rule.
The Exchange believes that the proposed change, which would allow
an Aggressing MPL-ALO Order to trade only when it would receive price
improvement over its working price of at least one MPV, would promote
[[Page 64002]]
higher-quality executions for member organizations and provide member
organizations with greater certainty regarding the amount of price
improvement such executions would receive, thereby encouraging
increased order flow to the Exchange and enhanced opportunities for
order execution for all market participants. The Exchange notes that
evaluating the economic benefit of an execution is not a novel concept
on equity exchanges.\8\ Accordingly, the Exchange believes that this
proposed change, which would consider the amount of price improvement
that an Aggressing MPL-ALO Order would receive upon execution, would
offer member organizations a similar benefit to that available on at
least one other equity exchange for an order type similar to the MPL-
ALO Order and could thus promote competition among equity exchanges.
---------------------------------------------------------------------------
\8\ See, e.g., Nasdaq Stock Market LLC, Equity 4, Rule
4702(b)(5)(A) (defining the Midpoint Peg Post-Only Order, which is
priced at the midpoint between the NBBO and will execute upon entry
only in circumstances where economically beneficial to the party
entering such order).
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Because of the technology changes associated with this proposed
rule change, the Exchange will announce the implementation date by
Trader Update, which, subject to effectiveness of this proposed rule
change, will be no later than in the fourth quarter of 2024.
2. Statutory Basis
The proposed rule change is consistent with Section 6(b) of the
Act,\9\ in general, and furthers the objectives of Section 6(b)(5),\10\
in particular, because 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, 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.
---------------------------------------------------------------------------
\9\ 15 U.S.C. 78f(b).
\10\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
The Exchange believes that the proposed change would promote just
and equitable principles of trade, remove impediments to, and perfect
the mechanism of, a free and open market and a national market system,
and protect investors and the public interest because allowing an
Aggressing MPL-ALO Order to trade only when it would receive price
improvement over its working price of at least one MPV would promote
higher-quality executions for member organizations, thereby encouraging
increased order flow to the Exchange and enhanced trading opportunities
for all market participants. The Exchange also believes that the
proposed conforming changes to Rule 7.31(d)(3)(E) would remove
impediments to, and perfect the mechanism of, a free and open market
and a national market system, and protect investors and the public
interest by clarifying how Aggressing MPL-ALO Orders that would not be
eligible to trade based on the amount of price improvement would be
ranked and would trade once resting, in accordance with the Exchange's
priority and ranking rules. Finally, the Exchange notes that
considering the economic benefit of an execution is not a novel concept
and believes that this proposed change would remove impediments to, and
perfect the mechanism of, a free and open market and a national market
system by providing member organizations with greater certainty as to
the amount of price improvement they would receive when an Aggressing
MPL-ALO Order executes, as well as by promoting competition among
equity exchanges.\11\
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\11\ See note 8, supra.
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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
would amend Exchange rules to permit Aggressing MPL-ALO Orders to trade
only when they would receive price improvement of at least one MPV over
their working price, thereby providing a minimum amount of price
improvement for member organizations entering such orders. To the
extent the proposed rule change promotes higher-quality executions on
the Exchange, the proposed change could encourage increased order flow
to the Exchange and facilitate additional trading opportunities for all
market participants. In addition, at least one other equity exchange
considers the economic benefit to the entering party when evaluating
whether a similar order type may trade, and the Exchange's proposal
would thus promote competition among exchanges by providing a minimum
amount of price improvement to Aggressing MPL-ALO Orders.\12\ The
Exchange also believes that, to the extent the proposed change would
increase opportunities for order execution, the proposed change would
promote competition by making the Exchange a more attractive venue for
order flow and enhancing market quality for all market participants.
---------------------------------------------------------------------------
\12\ See note 8, supra.
---------------------------------------------------------------------------
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
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 after the date of the filing, or such
shorter time as the Commission may designate if consistent with the
protection of investors and the public interest, it has become
effective pursuant to Section 19(b)(3)(A) of the Act \13\ and Rule 19b-
4(f)(6) \14\ thereunder.
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\13\ 15 U.S.C. 78s(b)(3)(A).
\14\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
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.
---------------------------------------------------------------------------
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 19b-4(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 proposed
rule change may become operative upon filing. The Exchange is
requesting the waiver because it will allow the Exchange to implement
the proposed change as soon as the associated technology is available,
which is anticipated to be less than 30 days from the date of this
filing. The Exchange believes the proposed change would provide member
organizations with greater certainty regarding the amount of price
improvement their Aggressing MPL-ALO Orders would receive, thereby
promoting higher-quality executions and encouraging increased order
flow to the Exchange for the benefit of all market participants. For
these reasons, and because the proposed
[[Page 64003]]
rule change does not raise any novel legal or regulatory issues, the
Commission believes that waiving the 30-day operative delay is
consistent with the protection of investors and the public interest.
Therefore, the Commission hereby waives the 30-day operative delay and
designates the proposal operative upon filing.\17\
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\15\ 17 CFR 240.19b-4(f)(6).
\16\ 17 CFR 240.19b-4(f)(6)(iii).
\17\ 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).
---------------------------------------------------------------------------
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 [email protected]. Please include
file number SR-NYSE-2024-41 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-NYSE-2024-41. 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
a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of the Exchange. Do not
include personal identifiable information in submissions; you should
submit only information that you wish to make available publicly. We
may redact in part or withhold entirely from publication submitted
material that is obscene or subject to copyright protection. All
submissions should refer to file number SR-NYSE-2024-41 and should be
submitted on or before August 27, 2024.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\18\
---------------------------------------------------------------------------
\18\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-17284 Filed 8-5-24; 8:45 am]
BILLING CODE 8011-01-P
