Joint Industry Plan; Order Instituting Proceedings To Determine Whether To Approve or Disapprove an Amendment to the National Market System Plan Governing the Consolidated Audit Trail Regarding Reporting of Certain Verbal Activity, Floor and Upstairs Activity, 92726-92729 [2024-27352]
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92726
Federal Register / Vol. 89, No. 226 / Friday, November 22, 2024 / Notices
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.6
Sherry R. Haywood,
Assistant Secretary.
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–101646; File No. SR–
CBOE–2024–042]
[FR Doc. 2024–27351 Filed 11–21–24; 8:45 am]
Self-Regulatory Organizations; Cboe
Exchange, Inc.; Notice of Designation
of a Longer Period for Commission
Action on a Proposed Rule Change To
Amend Its Rules To Permit Orders
Comprised of Options and Futures
Legs
ddrumheller on DSK120RN23PROD with NOTICES1
November 18, 2024.
On September 27, 2024, Cboe
Exchange, Inc. (‘‘Exchange’’) filed with
the Securities and Exchange
Commission (‘‘Commission’’), pursuant
to Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’),1 and
Rule 19b–4 thereunder,2 a proposed rule
change to amend its rules to permit
orders comprised of options and futures
legs. The proposed rule change was
published for comment in the Federal
Register on October 8, 2024.3 The
Commission has received no comment
letters regarding the proposed rule
change.
Section 19(b)(2) of the Act 4 provides
that within 45 days of the publication of
notice of the filing of a proposed rule
change, or within such longer period up
to 90 days as the Commission may
designate if it finds such longer period
to be appropriate and publishes its
reasons for so finding, or as to which the
self-regulatory organization consents,
the Commission shall either approve the
proposed rule change, disapprove the
proposed rule change, or institute
proceedings to determine whether the
proposed rule change should be
disapproved. The 45th day after
publication of the notice for this
proposed rule change is November 22,
2024. The Commission is extending this
45-day time period.
The Commission finds it appropriate
to designate a longer period within
which to take action on the proposed
rule change so that it has sufficient time
to consider the proposed rule change.
Accordingly, the Commission, pursuant
to Section 19(b)(2) of the Act,5
designates January 6, 2025, as the date
by which the Commission shall either
approve or disapprove, or institute
proceedings to determine whether to
disapprove, the proposed rule change
(File No. SR–CBOE–2024–042).
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 101228
(Oct. 1, 2024), 89 FR 81592.
4 15 U.S.C. 78s(b)(2).
5 Id.
2 17
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19:28 Nov 21, 2024
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BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–101648; File No. 4–698]
Joint Industry Plan; Order Instituting
Proceedings To Determine Whether To
Approve or Disapprove an Amendment
to the National Market System Plan
Governing the Consolidated Audit Trail
Regarding Reporting of Certain Verbal
Activity, Floor and Upstairs Activity
November 18, 2024.
I. Introduction
On August 2, 2024, the Consolidated
Audit Trail, LLC (‘‘CAT LLC’’), on
behalf of the following parties to the
National Market System Plan Governing
the Consolidated Audit Trail (the ‘‘CAT
NMS Plan’’ or ‘‘Plan’’):1 BOX Exchange
LLC, Cboe BYX Exchange, Inc., Cboe
BZX Exchange, Inc., Cboe EDGA
Exchange, Inc., Cboe EDGX Exchange,
Inc., Cboe C2 Exchange, Inc., Cboe
Exchange, Inc., Financial Industry
Regulatory Authority, Inc., Investors
Exchange LLC, Long-Term Stock
Exchange, Inc., MEMX, LLC, Miami
International Securities Exchange LLC,
MIAX Emerald, LLC, MIAX PEARL,
LLC, Nasdaq BX, Inc., Nasdaq GEMX,
LLC, Nasdaq ISE, LLC, Nasdaq MRX,
LLC, Nasdaq PHLX LLC, The NASDAQ
Stock Market LLC, New York Stock
Exchange LLC, NYSE American LLC,
NYSE Arca, Inc., NYSE Chicago, Inc.,
and NYSE National, Inc. (collectively,
the ‘‘Participants’’)) filed with the
Securities and Exchange Commission
(‘‘SEC’’ or ‘‘Commission’’) pursuant to
Section 11A(a)(3) of the Securities
Exchange Act of 1934 (‘‘Exchange
Act’’),2 and Rule 608 thereunder,3 a
proposed amendment to the CAT NMS
Plan to amend existing requirements for
the consolidated audit trail (‘‘CAT’’)
regarding the reporting of certain verbal
6 17
CFR 200.30–3(a)(31).
CAT NMS Plan is a national market system
plan approved by the Commission pursuant to
Section 11A of the Exchange Act and the rules and
regulations thereunder. See Securities Exchange Act
Release No. 79318 (Nov. 15, 2016), 81 FR 84696
(Nov. 23, 2016). The full text of the CAT NMS Plan
is available at www.catnmsplan.com. Unless
otherwise defined herein, capitalized terms used
herein are defined as set forth in the CAT NMS
Plan.
2 15 U.S.C 78k–1(a)(3).
3 17 CFR 242.608.
1 The
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activity, floor and upstairs activity (the
‘‘Verbal Quotes Amendment’’).4 Notice
of the Verbal Quotes Amendment was
published in the Federal Register on
August 20, 2024.5
This order institutes proceedings,
under Rule 608(b)(2)(i) of Regulation
NMS,6 to determine whether to
disapprove the Verbal Quotes
Amendment or to approve the Verbal
Quotes Amendment with any changes
or subject to any conditions the
Commission deems necessary or
appropriate.
II. Background
Rule 613(j)(9) of Regulation NMS and
Section 1.1 of the CAT NMS Plan define
the term ‘‘reportable event’’ as
including, but not limited to, the
original receipt or origination,
modification, cancellation, routing, and
execution (in whole or in part) of an
order, and receipt of a routed order.7
The term ‘‘order’’ is defined in Rule
613(j)(8) of Regulation NMS and Section
1.1 of the CAT NMS Plan as including:
(i) any order received by a member of
a national securities exchange or
national securities association from any
person; (ii) any order originated by a
member of a national securities
exchange or national securities
association; or (iii) any bid or offer.8
‘‘Bid’’ and ‘‘offer’’ are defined in Rule
600(b)(16) of Regulation NMS as the bid
price or offer price communicated by a
member of an exchange or association to
any broker-dealer or to any customer, at
which it is willing to buy or sell one or
more round lots of an NMS security, as
principal or agent, but excluding
indications of interest.9
Rule 613 and the CAT NMS Plan both
require that the Industry Members and
the Participants capture and report
quotes and orders that meet the
definition of a CAT reportable event,
with no exclusion for verbal quotes and
orders.10 The Commission previously
4 See Letter from Brandon Becker, CAT NMS Plan
Operating Committee Chair, to Vanessa
Countryman, Secretary, Commission, dated August
2, 2024.
5 See Securities Exchange Act Release No. 100727
(Aug. 14, 2024), 89 FR 67499 (Aug. 20, 2024) (the
‘‘Notice’’).
6 17 CFR 242.608(b)(2)(i).
7 17 CFR 242.613(j)(9).
8 17 CFR 242.613(j)(9).
9 17 CFR 242.600(b)(8).
10 Unstructured verbal or manual
communications on exchange floors and ‘‘upstairs’’
are reportable events under Rule 613 and the CAT
NMS Plan because firm verbal quotes and orders,
whether they occur on an exchange floor or
‘‘upstairs,’’ are reportable to CAT if they are a firm
bid or offer. See Securities Exchange Act Release
No. 90405 (Nov. 12, 2020), 85 FR 73544, at 73546–
547 (Nov. 18, 2020) (‘‘November 2020 Exemptive
Order’’).
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Federal Register / Vol. 89, No. 226 / Friday, November 22, 2024 / Notices
granted CAT LLC’s request for
temporary exemptive relief until July
31, 2026 11 for the reporting to CAT of
the following activities: (i) ‘‘floor broker
verbal announcements of firm orders on
an exchange that are otherwise reported
as systematized orders; (ii) market
maker verbal announcements of firm
quotes on an exchange trading floor; (iii)
telephone discussions between an
Industry Member and a client that may
involve firm bid and offer
communications; and (iv) unstructured
electronic and verbal communications
that are not currently captured by
Industry Member order management or
execution systems (e.g., Bloomberg
chats, text messages).’’ 12
III. Summary of the Verbal Quotes
Amendment
CAT LLC proposes to amend the CAT
NMS Plan to state that the activities
subject to the July 2023 Exemptive
Order (the ‘‘Exempt Activities’’) shall
not be reportable as Participant Data or
Recorded Industry Member Data that
Participants and Industry Members, as
applicable, must record and report to
the Central Repository.13 Specifically,
proposed new Section 6.3(g) of the CAT
NMS Plan would state the following:
‘‘Notwithstanding any other provision
of SEC Rule 613 or the CAT NMS Plan,
the following categories of data shall not
be reportable to the Central Repository
under Section 6.3(d):
(i) floor broker verbal announcements of
firm orders on an exchange that are otherwise
reported as systematized orders;
(ii) market maker verbal announcements of
firm quotes on an exchange trading floor;
(iii) telephone discussions between an
Industry Member and a client that may
involve firm bid and offer communications;
and
(iv) unstructured electronic and verbal
communications that are not currently
captured by Industry Member order
management or execution systems (e.g.,
electronic chats, text messages).’’ 14
ddrumheller on DSK120RN23PROD with NOTICES1
CAT LLC states that the Verbal Quotes
Amendment is intended to have an
effect similar to permanent
11 See November 2020 Exemptive Order (granting
the requested relief until July 31, 2023); Securities
Exchange Act Release No. 98023 (July 28, 2023), 88
FR 51369 (Aug. 3, 2023) (the ‘‘July 2023 Exemptive
Order’’) (extending the relief until July 31, 2026).
12 See Notice, 89 FR at 67499.
13 See Notice, 89 FR at 67499.
14 See id. at 67501. CAT LLC states that the term
‘‘client’’ in the Verbal Quotes Amendment is
intended to include both a non-Industry Member
customer of the Industry Member or another
Industry Member. Id. In addition, CAT LLC
proposes to add references to new Section 6.3(g) to
Section 6.3(d) and Section 6.4(d)(i) of the CAT NMS
Plan. Specifically, CAT LLC proposes to add the
parenthetical phrase ‘‘(subject to the exclusions
outlined in Section 6.3(g))’’ to Section 6.3(d) and
Section 6.4(d)(i) of the CAT NMS Plan. Id.
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incorporation into the CAT NMS Plan of
the existing Commission-approved
temporary exemptive relief within the
July 2023 Exemptive Order, without the
added conditions to relief.15 CAT LLC
states that the Verbal Quotes
Amendment is not intended to affect
activity that is currently reported to
CAT or to otherwise modify the
categories in the July 2023 Exemptive
Order.16
CAT LLC states that the Verbal Quotes
Amendment is merited because of the
impact on overall CAT costs of requiring
reporting of the Exempt Activities.17
CAT LLC estimates that these costs
could be in the billions.18 CAT LLC
further states that the Verbal Quotes
Amendment is appropriate because it is
technologically infeasible to reliably,
accurately, and consistently collect and
report data concerning the Exempt
Activities.19
CAT LLC also states that no
technological developments have
occurred that would make reporting the
Exempt Activities cost-effective.20 CAT
LLC states that market participants
continue to work on developing this
technology, but that a number of
Industry Members have conducted
internal analyses on this question and
concluded that there is currently no
artificial intelligence software or
algorithm with a feasible architecture to
accurately capture and report the
Exempt Activities to the CAT in an
automated manner.21 CAT LLC states
that, given that the technology has not
developed in the four years since the
original November 2020 Exemptive
Order, it is ‘‘exceedingly unlikely’’ that
it will develop to a usable point over the
next two years.22 Moreover, because
there is no existing technological
solution, CAT LLC states that reporting
the Exempt Activities would require
substantial human intervention, which
would also add significantly to the
15 Id. The July 2023 Exemptive Order conditioned
relief on the Participants providing the Commission
a written status update on the reporting of these
quotes and orders by July 31, 2025, including, for
both verbal activity on exchange floors and upstairs
activity separately, an analysis of the feasibility of
traders contemporaneously recording firm bid and
offer information for verbal and manual quotes and
orders, and an implementation plan for the
reporting of these quotes and orders. July 2023
Exemptive Order, 88 FR at 51370–71.
16 See Notice, 89 FR at 67501.
17 See id.
18 See id. A letter cited by CAT LLC provides
additional detail on these estimates. See Letter from
Howard Meyerson, Managing Director, Financial
Information Forum, to Commission at 20 (Dec. 16,
2022) (‘‘December 2022 FIF Letter’’).
19 Id.
20 See Notice at 67502–03.
21 See id. (citing December 2022 FIF Letter at 5).
22 See Notice at 67502.
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92727
costs.23 Specifically, CAT LLC states
that the only way for the Participants
and Industry Members to report the
Exempt Activities to the CAT would be
to manually capture these events by
requiring a human being to listen to
every verbal interaction of every floor
broker, market maker, or upstairs trader
either live or from tape, and/or to sift
through electronic communications to
determine if and precisely when a quote
was given and whether it was firm.24
CAT LLC states that there also would be
considerable costs to implement the
reporting of the Exempt Activities
beyond the above-described costs to
maintain such reporting.25 CAT LLC
further states that reporting the Exempt
Activities would also disrupt trading
and reduce the use of firm quotations
and orders.26
CAT LLC states that these significant
costs ‘‘would not provide enough value
from a regulatory and surveillance
perspective to outweigh their
substantial costs’’ because most of the
relevant data that could be gleaned from
the Exempt Activities is already
gathered in some other form in CAT.27
CAT LLC states that on all exchanges
with floor trading, every order must be
systematized upon receipt by the floor
broker on the floor of the exchange and
is reportable to the CAT.28 CAT LLC
states that an order is ‘‘systematized’’
when (A) the order is sent electronically
to the floor broker’s system at the
exchange; or (B) the order is manually
systematized by the floor broker upon
receipt outside of the floor broker’s
system and prior to representation in
the floor trading crowd.29 CAT LLC
states that therefore all firm bids or
offers represented by a floor broker must
be associated with orders that have
already been systematized.30 CAT LLC
states that because the Participants
require that any firm verbal interest
expressed by a floor broker must be
related to a CAT reportable systematized
order, and any resulting trade must be
reported to CAT, all verbal interest
expressed by a floor broker that may be
a CAT Reportable Event is already
reported to CAT.31 In addition, CAT
LLC states that any cancellation or
change to an order transmitted to an
exchange floor broker must occur within
23 See
Notice at 67502–03.
24 Id.
25 Id.
26 See
Notice at 67503.
27 Id.
28 Id.
29 See
Notice at 67503.
30 Id.
31 See
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Federal Register / Vol. 89, No. 226 / Friday, November 22, 2024 / Notices
the systematized order record.32 CAT
LLC states that there is additional
information that would be associated
with the Exempt Activities, but states
that such additional information does
not need to be captured to allow for
effective surveillance and regulation of
exchange floor activity.33
CAT LLC states therefore that the
ultimate regulatory value-add of
expanding the existing CAT reporting to
include the Exempt Activities is
minimal given the scope of the data
associated with the Exempt Activities
that is already reported.34 CAT LLC
further states that communications
related to the Exempt Activities do not
lend themselves to the types of market
manipulation considered in the
adoption of Rule 613 because such
communications are not widely
disseminated.35 CAT LLC concludes
that any small incremental value added
for regulatory purposes would be
significantly outweighed by costs
imposed on Industry Members, their
customers, and the Participants, as well
as the disruption to trading on
Participant trading floors.36
IV. Summary of Comments
The Commission received one
comment letter in connection with the
Verbal Quotes Amendment.37 The
commenter supports the Verbal Quotes
Amendment stating that: (i) automated
capture of the Exempt Activities is not
possible based on current technology;
(ii) the costs for manually capturing,
interpreting and reporting the Exempt
Activities will be significant; 38 (iii) the
CAT NMS Plan and the Commission’s
approval order do not address these
significant costs; (iv) Industry Members
will curtail their current verbal activity
in the absence of relief, which could
result in reduced execution quality for
customer orders and reduced market
liquidity; (v) prices communicated in
upstairs one-to-one unstructured
communications are not firm because
they are not binding on the
communicating party and always
32 Id.
ddrumheller on DSK120RN23PROD with NOTICES1
33 See
id.
34 See id.
35 See id.
36 Id.
37 See Letter from Howard Meyerson, Managing
Director, Financial Information Forum (‘‘FIF’’) to
Secretary, Commission, dated September 9, 2024,
available at https://www.sec.gov/comments/4-698/
4698-518035-1490942.pdf (‘‘September 2024 FIF
Letter’’), enclosing December 2022 FIF Letter.
38 FIF states that the annual cost to report the
Exempt Activities would be in excess of $4.4
billion, subject to an increase for inflation in the
period of time following the submission of the
December 2022 FIF Letter. September 2024 FIF
Letter at 3.
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19:28 Nov 21, 2024
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require a further affirmative action by
the communicating party; (vi) that the
regulatory value of the data is not clear;
and (vii) the Exemptive Activities could
be defined as ‘‘pre-order
communications,’’ but are not orders
under Commission Rule 613 because
they cannot result in a trade execution
unless an order is transmitted and
received subsequent to such a pre-order
communication and prior to the time of
trade execution’’ 39
FIF states that if the Commission does
not provide permanent relief for
reporting the Exempt Activities, it
would be necessary for the Commission
to: (i) provide support for this position
based on Commission precedent; 40 (ii)
publicly communicate its reasoning in
writing; (iii) clearly explain the
conditions under which specific verbal
activity would be or would not be
reportable to CAT; and (iv) ensure that
the CAT system and CAT
documentation are updated to clearly
describe the required reporting
(including how specific fields, such as
duration, should be reported).41 FIF
states that the Commission would need
to complete these four steps at least
three years prior to any implementation
of CAT reporting for the Exempt
Activities.42
V. Proceedings To Determine Whether
To Approve or Disapprove the Verbal
Quotes Amendment and Grounds for
Disapproval Under Consideration
The Commission is instituting
proceedings pursuant to Rule
608(b)(2)(i) of Regulation NMS,43 and
Rules 700 and 701 of the Commission’s
Rules of Practice,44 to determine
whether to disapprove the Verbal
Quotes Amendment or to approve the
Verbal Quotes Amendment with any
changes or subject to any conditions the
Commission deems necessary or
appropriate. The Commission is
instituting proceedings to have
sufficient time to consider the issues
raised by the proposal, including
comments received. Institution of
proceedings does not indicate that the
39 September
2024 FIF Letter at 2–4.
states that unstructured verbal and
electronic upstairs activities are not reportable to
CAT under Rule 613 because they represent
indications of interest—not orders. December 2022
FIF Letter at 11–12. CAT LLC states that the
analysis in the December 2022 FIF Letter explaining
why unstructured verbal and electronic upstairs
activities are not reportable to CAT under Rule 613
(including the challenges that would be associated
with reporting those activities) applies equally to
communications on exchange trading floors. See
Notice, supra note 5, at 67499.
41 September 2024 FIF Letter at 4.
42 Id.
43 17 CFR 242.608(b)(2)(i).
44 17 CFR 201.700; 17 CFR 201.701.
40 FIF
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Commission has reached any
conclusions with respect to any of the
issues involved. Rather, as described
below, the Commission seeks and
encourages interested persons to
provide comment on the Verbal Quotes
Amendment.
Rule 608(b)(2) of Regulation NMS
provides that the Commission ‘‘shall
approve a national market system plan
or proposed amendment to an effective
national market system plan, with such
changes or subject to such conditions as
the Commission may deem necessary or
appropriate, if it finds that such plan or
amendment is necessary or appropriate
in the public interest, for the protection
of investors and the maintenance of fair
and orderly markets, to remove
impediments to, and perfect the
mechanisms of, a national market
system, or otherwise in furtherance of
the purposes of the [Exchange] Act.’’ 45
Rule 608(b)(2) further provides that the
Commission shall disapprove a national
market system plan or proposed
amendment if it does not make such a
finding.46 In the Notice, the Commission
sought comment on the proposed
amendment, including whether the
proposed amendment is consistent with
the Exchange Act.47 In this order,
pursuant to Rule 608(b)(2)(i) of
Regulation NMS,48 the Commission is
providing notice of the grounds for
disapproval under consideration:
• whether, consistent with Rule 608
of Regulation NMS, the Participants
have demonstrated that the Verbal
Quotes Amendment is necessary or
appropriate in the public interest, for
the protection of investors and the
maintenance of fair and orderly markets,
to remove impediments to, and perfect
the mechanisms of, a national market
system, or otherwise in furtherance of
the purposes of the Exchange Act; 49 and
• whether, and if so how, the Verbal
Quotes Amendment would affect
efficiency, competition or capital
formation.
Under the Commission’s Rules of
Practice, the ‘‘burden to demonstrate
that a NMS plan filing is consistent with
the Exchange Act and the rules and
regulations issued thereunder . . . is on
the plan participants that filed the NMS
plan filing.’’ 50 The description of the
NMS plan filing, its purpose and
operation, its effect, and a legal analysis
of its consistency with applicable
requirements must all be sufficiently
45 17
CFR 242.608(b)(2).
46 Id.
47 See
Notice at 67504.
CFR 242.608(b)(2)(i).
49 17 CFR 242.608(b)(2).
50 17 CFR 201.701(b)(3)(ii).
48 17
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detailed and specific to support an
affirmative Commission finding, and
‘‘[a] mere assertion that the NMS plan
filing is consistent with those
requirements is not sufficient.’’ 51 Any
failure of the plan participants that filed
the NMS plan filing to provide such
detail and specificity may result in the
Commission not having a sufficient
basis to make an affirmative finding that
the NMS plan filing is consistent with
the Act and the applicable rules and
regulations thereunder.52
ddrumheller on DSK120RN23PROD with NOTICES1
VI. Commission’s Solicitation of
Comments
The Commission requests that
interested persons provide written
submissions of their views, data, and
arguments with respect to the issues
identified above, as well as any other
concerns they may have with the Verbal
Quotes Amendment. In particular, the
Commission invites the written views of
interested persons concerning whether
the Verbal Quotes Amendment is
consistent with the Exchange Act, the
rules and regulations thereunder, or any
other provisions of the CAT NMS Plan.
The Commission asks that commenters
address the sufficiency and merit of the
Participants’ statements in support of
the Verbal Quotes Amendment, and to
consider the impact of the Verbal
Quotes Amendment on efficiency,
competition, and capital formation, in
addition to any other comments they
may wish to submit about the Verbal
Quotes Amendment.
Although there do not appear to be
any issues relevant to approval or
disapproval that would be facilitated by
an oral presentation of views, data, and
arguments, the Commission will
consider, pursuant to Rule 608(b)(2)(i)
of Regulation NMS, any request for an
opportunity to make an oral
presentation.
Interested persons are invited to
submit written data, views, and
arguments regarding whether the Verbal
Quotes Amendment should be approved
or disapproved by December 13, 2024.
Any person who wishes to file a rebuttal
to any other person’s submission must
file that rebuttal by December 27, 2024.
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 4–
698 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 4–698 (CAT Verbal Quotes
Amendment). 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 Verbal
Quotes Amendment that are filed with
the Commission, and all written
communications relating to the Verbal
Quotes Amendment 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
Participants’ principal offices. 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 4–698 (CAT Verbal
Quotes Amendment) and should be
submitted on or before December 13,
2024.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.53
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024–27352 Filed 11–21–24; 8:45 am]
BILLING CODE 8011–01–P
VerDate Sep<11>2014
SMALL BUSINESS ADMINISTRATION
[Disaster Declaration #20711 and #20712;
GEORGIA Disaster Number GA–20013]
Presidential Declaration Amendment of
a Major Disaster for the State of
Georgia
U.S. Small Business
Administration.
AGENCY:
53 17
19:28 Nov 21, 2024
Jkt 265001
Amendment 10.
This is an amendment of the
Presidential declaration of a major
disaster for the State of Georgia (FEMA–
4830–DR), dated September 30, 2024.
Incident: Hurricane Helene.
DATES: Issued on November 13, 2024.
Incident Period: September 24, 2024
through October 30, 2024.
Physical Loan Application Deadline
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Economic Injury (EIDL) Loan
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SUMMARY:
Visit the MySBA Loan
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FOR FURTHER INFORMATION CONTACT:
Alan Escobar, Office of Disaster
Recovery & Resilience, U.S. Small
Business Administration, 409 3rd Street
SW, Suite 6050, Washington, DC 20416,
(202) 205–6734.
SUPPLEMENTARY INFORMATION: The notice
of the President’s major disaster
declaration for the State of Georgia,
dated September 30, 2024, is hereby
amended to extend the deadline for
filing applications for physical damages
as a result of this disaster to January 7,
2025.
All other information in the original
declaration remains unchanged.
ADDRESSES:
(Catalog of Federal Domestic Assistance
Number 59008)
Alejandro Contreras,
Acting Deputy Associate Administrator,
Office of Disaster Recovery & Resilience.
[FR Doc. 2024–27343 Filed 11–21–24; 8:45 am]
BILLING CODE 8026–09–P
SMALL BUSINESS ADMINISTRATION
Reporting and Recordkeeping
Requirements Under Office of
Management and Budget Review
U.S. Small Business
Administration.
ACTION: 30-Day notice; request for
comments.
AGENCY:
The Small Business
Administration (SBA) will submit the
information collection described below
to the Office of Management and Budget
(OMB) for review and clearance in
accordance with the Paperwork
Reduction Act of 1995, as amended, on
or after the date of publication of this
notice. SBA is publishing this notice to
allow all interested members of the
public an additional 30 days to provide
comments on the collection of
information.
SUMMARY:
51 Id.
52 Id.
ACTION:
PO 00000
CFR 200.30–3(a)(85).
Frm 00113
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Agencies
[Federal Register Volume 89, Number 226 (Friday, November 22, 2024)]
[Notices]
[Pages 92726-92729]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-27352]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-101648; File No. 4-698]
Joint Industry Plan; Order Instituting Proceedings To Determine
Whether To Approve or Disapprove an Amendment to the National Market
System Plan Governing the Consolidated Audit Trail Regarding Reporting
of Certain Verbal Activity, Floor and Upstairs Activity
November 18, 2024.
I. Introduction
On August 2, 2024, the Consolidated Audit Trail, LLC (``CAT LLC''),
on behalf of the following parties to the National Market System Plan
Governing the Consolidated Audit Trail (the ``CAT NMS Plan'' or
``Plan''):\1\ BOX Exchange LLC, Cboe BYX Exchange, Inc., Cboe BZX
Exchange, Inc., Cboe EDGA Exchange, Inc., Cboe EDGX Exchange, Inc.,
Cboe C2 Exchange, Inc., Cboe Exchange, Inc., Financial Industry
Regulatory Authority, Inc., Investors Exchange LLC, Long-Term Stock
Exchange, Inc., MEMX, LLC, Miami International Securities Exchange LLC,
MIAX Emerald, LLC, MIAX PEARL, LLC, Nasdaq BX, Inc., Nasdaq GEMX, LLC,
Nasdaq ISE, LLC, Nasdaq MRX, LLC, Nasdaq PHLX LLC, The NASDAQ Stock
Market LLC, New York Stock Exchange LLC, NYSE American LLC, NYSE Arca,
Inc., NYSE Chicago, Inc., and NYSE National, Inc. (collectively, the
``Participants'')) filed with the Securities and Exchange Commission
(``SEC'' or ``Commission'') pursuant to Section 11A(a)(3) of the
Securities Exchange Act of 1934 (``Exchange Act''),\2\ and Rule 608
thereunder,\3\ a proposed amendment to the CAT NMS Plan to amend
existing requirements for the consolidated audit trail (``CAT'')
regarding the reporting of certain verbal activity, floor and upstairs
activity (the ``Verbal Quotes Amendment'').\4\ Notice of the Verbal
Quotes Amendment was published in the Federal Register on August 20,
2024.\5\
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\1\ The CAT NMS Plan is a national market system plan approved
by the Commission pursuant to Section 11A of the Exchange Act and
the rules and regulations thereunder. See Securities Exchange Act
Release No. 79318 (Nov. 15, 2016), 81 FR 84696 (Nov. 23, 2016). The
full text of the CAT NMS Plan is available at www.catnmsplan.com.
Unless otherwise defined herein, capitalized terms used herein are
defined as set forth in the CAT NMS Plan.
\2\ 15 U.S.C 78k-1(a)(3).
\3\ 17 CFR 242.608.
\4\ See Letter from Brandon Becker, CAT NMS Plan Operating
Committee Chair, to Vanessa Countryman, Secretary, Commission, dated
August 2, 2024.
\5\ See Securities Exchange Act Release No. 100727 (Aug. 14,
2024), 89 FR 67499 (Aug. 20, 2024) (the ``Notice'').
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This order institutes proceedings, under Rule 608(b)(2)(i) of
Regulation NMS,\6\ to determine whether to disapprove the Verbal Quotes
Amendment or to approve the Verbal Quotes Amendment with any changes or
subject to any conditions the Commission deems necessary or
appropriate.
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\6\ 17 CFR 242.608(b)(2)(i).
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II. Background
Rule 613(j)(9) of Regulation NMS and Section 1.1 of the CAT NMS
Plan define the term ``reportable event'' as including, but not limited
to, the original receipt or origination, modification, cancellation,
routing, and execution (in whole or in part) of an order, and receipt
of a routed order.\7\ The term ``order'' is defined in Rule 613(j)(8)
of Regulation NMS and Section 1.1 of the CAT NMS Plan as including: (i)
any order received by a member of a national securities exchange or
national securities association from any person; (ii) any order
originated by a member of a national securities exchange or national
securities association; or (iii) any bid or offer.\8\ ``Bid'' and
``offer'' are defined in Rule 600(b)(16) of Regulation NMS as the bid
price or offer price communicated by a member of an exchange or
association to any broker-dealer or to any customer, at which it is
willing to buy or sell one or more round lots of an NMS security, as
principal or agent, but excluding indications of interest.\9\
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\7\ 17 CFR 242.613(j)(9).
\8\ 17 CFR 242.613(j)(9).
\9\ 17 CFR 242.600(b)(8).
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Rule 613 and the CAT NMS Plan both require that the Industry
Members and the Participants capture and report quotes and orders that
meet the definition of a CAT reportable event, with no exclusion for
verbal quotes and orders.\10\ The Commission previously
[[Page 92727]]
granted CAT LLC's request for temporary exemptive relief until July 31,
2026 \11\ for the reporting to CAT of the following activities: (i)
``floor broker verbal announcements of firm orders on an exchange that
are otherwise reported as systematized orders; (ii) market maker verbal
announcements of firm quotes on an exchange trading floor; (iii)
telephone discussions between an Industry Member and a client that may
involve firm bid and offer communications; and (iv) unstructured
electronic and verbal communications that are not currently captured by
Industry Member order management or execution systems (e.g., Bloomberg
chats, text messages).'' \12\
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\10\ Unstructured verbal or manual communications on exchange
floors and ``upstairs'' are reportable events under Rule 613 and the
CAT NMS Plan because firm verbal quotes and orders, whether they
occur on an exchange floor or ``upstairs,'' are reportable to CAT if
they are a firm bid or offer. See Securities Exchange Act Release
No. 90405 (Nov. 12, 2020), 85 FR 73544, at 73546-547 (Nov. 18, 2020)
(``November 2020 Exemptive Order'').
\11\ See November 2020 Exemptive Order (granting the requested
relief until July 31, 2023); Securities Exchange Act Release No.
98023 (July 28, 2023), 88 FR 51369 (Aug. 3, 2023) (the ``July 2023
Exemptive Order'') (extending the relief until July 31, 2026).
\12\ See Notice, 89 FR at 67499.
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III. Summary of the Verbal Quotes Amendment
CAT LLC proposes to amend the CAT NMS Plan to state that the
activities subject to the July 2023 Exemptive Order (the ``Exempt
Activities'') shall not be reportable as Participant Data or Recorded
Industry Member Data that Participants and Industry Members, as
applicable, must record and report to the Central Repository.\13\
Specifically, proposed new Section 6.3(g) of the CAT NMS Plan would
state the following:
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\13\ See Notice, 89 FR at 67499.
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``Notwithstanding any other provision of SEC Rule 613 or the CAT
NMS Plan, the following categories of data shall not be reportable to
the Central Repository under Section 6.3(d):
(i) floor broker verbal announcements of firm orders on an
exchange that are otherwise reported as systematized orders;
(ii) market maker verbal announcements of firm quotes on an
exchange trading floor;
(iii) telephone discussions between an Industry Member and a
client that may involve firm bid and offer communications; and
(iv) unstructured electronic and verbal communications that are
not currently captured by Industry Member order management or
execution systems (e.g., electronic chats, text messages).'' \14\
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\14\ See id. at 67501. CAT LLC states that the term ``client''
in the Verbal Quotes Amendment is intended to include both a non-
Industry Member customer of the Industry Member or another Industry
Member. Id. In addition, CAT LLC proposes to add references to new
Section 6.3(g) to Section 6.3(d) and Section 6.4(d)(i) of the CAT
NMS Plan. Specifically, CAT LLC proposes to add the parenthetical
phrase ``(subject to the exclusions outlined in Section 6.3(g))'' to
Section 6.3(d) and Section 6.4(d)(i) of the CAT NMS Plan. Id.
CAT LLC states that the Verbal Quotes Amendment is intended to have
an effect similar to permanent incorporation into the CAT NMS Plan of
the existing Commission-approved temporary exemptive relief within the
July 2023 Exemptive Order, without the added conditions to relief.\15\
CAT LLC states that the Verbal Quotes Amendment is not intended to
affect activity that is currently reported to CAT or to otherwise
modify the categories in the July 2023 Exemptive Order.\16\
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\15\ Id. The July 2023 Exemptive Order conditioned relief on the
Participants providing the Commission a written status update on the
reporting of these quotes and orders by July 31, 2025, including,
for both verbal activity on exchange floors and upstairs activity
separately, an analysis of the feasibility of traders
contemporaneously recording firm bid and offer information for
verbal and manual quotes and orders, and an implementation plan for
the reporting of these quotes and orders. July 2023 Exemptive Order,
88 FR at 51370-71.
\16\ See Notice, 89 FR at 67501.
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CAT LLC states that the Verbal Quotes Amendment is merited because
of the impact on overall CAT costs of requiring reporting of the Exempt
Activities.\17\ CAT LLC estimates that these costs could be in the
billions.\18\ CAT LLC further states that the Verbal Quotes Amendment
is appropriate because it is technologically infeasible to reliably,
accurately, and consistently collect and report data concerning the
Exempt Activities.\19\
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\17\ See id.
\18\ See id. A letter cited by CAT LLC provides additional
detail on these estimates. See Letter from Howard Meyerson, Managing
Director, Financial Information Forum, to Commission at 20 (Dec. 16,
2022) (``December 2022 FIF Letter'').
\19\ Id.
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CAT LLC also states that no technological developments have
occurred that would make reporting the Exempt Activities cost-
effective.\20\ CAT LLC states that market participants continue to work
on developing this technology, but that a number of Industry Members
have conducted internal analyses on this question and concluded that
there is currently no artificial intelligence software or algorithm
with a feasible architecture to accurately capture and report the
Exempt Activities to the CAT in an automated manner.\21\ CAT LLC states
that, given that the technology has not developed in the four years
since the original November 2020 Exemptive Order, it is ``exceedingly
unlikely'' that it will develop to a usable point over the next two
years.\22\ Moreover, because there is no existing technological
solution, CAT LLC states that reporting the Exempt Activities would
require substantial human intervention, which would also add
significantly to the costs.\23\ Specifically, CAT LLC states that the
only way for the Participants and Industry Members to report the Exempt
Activities to the CAT would be to manually capture these events by
requiring a human being to listen to every verbal interaction of every
floor broker, market maker, or upstairs trader either live or from
tape, and/or to sift through electronic communications to determine if
and precisely when a quote was given and whether it was firm.\24\ CAT
LLC states that there also would be considerable costs to implement the
reporting of the Exempt Activities beyond the above-described costs to
maintain such reporting.\25\ CAT LLC further states that reporting the
Exempt Activities would also disrupt trading and reduce the use of firm
quotations and orders.\26\
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\20\ See Notice at 67502-03.
\21\ See id. (citing December 2022 FIF Letter at 5).
\22\ See Notice at 67502.
\23\ See Notice at 67502-03.
\24\ Id.
\25\ Id.
\26\ See Notice at 67503.
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CAT LLC states that these significant costs ``would not provide
enough value from a regulatory and surveillance perspective to outweigh
their substantial costs'' because most of the relevant data that could
be gleaned from the Exempt Activities is already gathered in some other
form in CAT.\27\ CAT LLC states that on all exchanges with floor
trading, every order must be systematized upon receipt by the floor
broker on the floor of the exchange and is reportable to the CAT.\28\
CAT LLC states that an order is ``systematized'' when (A) the order is
sent electronically to the floor broker's system at the exchange; or
(B) the order is manually systematized by the floor broker upon receipt
outside of the floor broker's system and prior to representation in the
floor trading crowd.\29\ CAT LLC states that therefore all firm bids or
offers represented by a floor broker must be associated with orders
that have already been systematized.\30\ CAT LLC states that because
the Participants require that any firm verbal interest expressed by a
floor broker must be related to a CAT reportable systematized order,
and any resulting trade must be reported to CAT, all verbal interest
expressed by a floor broker that may be a CAT Reportable Event is
already reported to CAT.\31\ In addition, CAT LLC states that any
cancellation or change to an order transmitted to an exchange floor
broker must occur within
[[Page 92728]]
the systematized order record.\32\ CAT LLC states that there is
additional information that would be associated with the Exempt
Activities, but states that such additional information does not need
to be captured to allow for effective surveillance and regulation of
exchange floor activity.\33\
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\27\ Id.
\28\ Id.
\29\ See Notice at 67503.
\30\ Id.
\31\ See Notice at 67502-03.
\32\ Id.
\33\ See id.
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CAT LLC states therefore that the ultimate regulatory value-add of
expanding the existing CAT reporting to include the Exempt Activities
is minimal given the scope of the data associated with the Exempt
Activities that is already reported.\34\ CAT LLC further states that
communications related to the Exempt Activities do not lend themselves
to the types of market manipulation considered in the adoption of Rule
613 because such communications are not widely disseminated.\35\ CAT
LLC concludes that any small incremental value added for regulatory
purposes would be significantly outweighed by costs imposed on Industry
Members, their customers, and the Participants, as well as the
disruption to trading on Participant trading floors.\36\
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\34\ See id.
\35\ See id.
\36\ Id.
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IV. Summary of Comments
The Commission received one comment letter in connection with the
Verbal Quotes Amendment.\37\ The commenter supports the Verbal Quotes
Amendment stating that: (i) automated capture of the Exempt Activities
is not possible based on current technology; (ii) the costs for
manually capturing, interpreting and reporting the Exempt Activities
will be significant; \38\ (iii) the CAT NMS Plan and the Commission's
approval order do not address these significant costs; (iv) Industry
Members will curtail their current verbal activity in the absence of
relief, which could result in reduced execution quality for customer
orders and reduced market liquidity; (v) prices communicated in
upstairs one-to-one unstructured communications are not firm because
they are not binding on the communicating party and always require a
further affirmative action by the communicating party; (vi) that the
regulatory value of the data is not clear; and (vii) the Exemptive
Activities could be defined as ``pre-order communications,'' but are
not orders under Commission Rule 613 because they cannot result in a
trade execution unless an order is transmitted and received subsequent
to such a pre-order communication and prior to the time of trade
execution'' \39\
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\37\ See Letter from Howard Meyerson, Managing Director,
Financial Information Forum (``FIF'') to Secretary, Commission,
dated September 9, 2024, available at https://www.sec.gov/comments/4-698/4698-518035-1490942.pdf (``September 2024 FIF Letter''),
enclosing December 2022 FIF Letter.
\38\ FIF states that the annual cost to report the Exempt
Activities would be in excess of $4.4 billion, subject to an
increase for inflation in the period of time following the
submission of the December 2022 FIF Letter. September 2024 FIF
Letter at 3.
\39\ September 2024 FIF Letter at 2-4.
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FIF states that if the Commission does not provide permanent relief
for reporting the Exempt Activities, it would be necessary for the
Commission to: (i) provide support for this position based on
Commission precedent; \40\ (ii) publicly communicate its reasoning in
writing; (iii) clearly explain the conditions under which specific
verbal activity would be or would not be reportable to CAT; and (iv)
ensure that the CAT system and CAT documentation are updated to clearly
describe the required reporting (including how specific fields, such as
duration, should be reported).\41\ FIF states that the Commission would
need to complete these four steps at least three years prior to any
implementation of CAT reporting for the Exempt Activities.\42\
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\40\ FIF states that unstructured verbal and electronic upstairs
activities are not reportable to CAT under Rule 613 because they
represent indications of interest--not orders. December 2022 FIF
Letter at 11-12. CAT LLC states that the analysis in the December
2022 FIF Letter explaining why unstructured verbal and electronic
upstairs activities are not reportable to CAT under Rule 613
(including the challenges that would be associated with reporting
those activities) applies equally to communications on exchange
trading floors. See Notice, supra note 5, at 67499.
\41\ September 2024 FIF Letter at 4.
\42\ Id.
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V. Proceedings To Determine Whether To Approve or Disapprove the Verbal
Quotes Amendment and Grounds for Disapproval Under Consideration
The Commission is instituting proceedings pursuant to Rule
608(b)(2)(i) of Regulation NMS,\43\ and Rules 700 and 701 of the
Commission's Rules of Practice,\44\ to determine whether to disapprove
the Verbal Quotes Amendment or to approve the Verbal Quotes Amendment
with any changes or subject to any conditions the Commission deems
necessary or appropriate. The Commission is instituting proceedings to
have sufficient time to consider the issues raised by the proposal,
including comments received. Institution of proceedings does not
indicate that the Commission has reached any conclusions with respect
to any of the issues involved. Rather, as described below, the
Commission seeks and encourages interested persons to provide comment
on the Verbal Quotes Amendment.
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\43\ 17 CFR 242.608(b)(2)(i).
\44\ 17 CFR 201.700; 17 CFR 201.701.
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Rule 608(b)(2) of Regulation NMS provides that the Commission
``shall approve a national market system plan or proposed amendment to
an effective national market system plan, with such changes or subject
to such conditions as the Commission may deem necessary or appropriate,
if it finds that such plan or amendment is necessary or appropriate in
the public interest, for the protection of investors and the
maintenance of fair and orderly markets, to remove impediments to, and
perfect the mechanisms of, a national market system, or otherwise in
furtherance of the purposes of the [Exchange] Act.'' \45\ Rule
608(b)(2) further provides that the Commission shall disapprove a
national market system plan or proposed amendment if it does not make
such a finding.\46\ In the Notice, the Commission sought comment on the
proposed amendment, including whether the proposed amendment is
consistent with the Exchange Act.\47\ In this order, pursuant to Rule
608(b)(2)(i) of Regulation NMS,\48\ the Commission is providing notice
of the grounds for disapproval under consideration:
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\45\ 17 CFR 242.608(b)(2).
\46\ Id.
\47\ See Notice at 67504.
\48\ 17 CFR 242.608(b)(2)(i).
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whether, consistent with Rule 608 of Regulation NMS, the
Participants have demonstrated that the Verbal Quotes Amendment is
necessary or appropriate in the public interest, for the protection of
investors and the maintenance of fair and orderly markets, to remove
impediments to, and perfect the mechanisms of, a national market
system, or otherwise in furtherance of the purposes of the Exchange
Act; \49\ and
---------------------------------------------------------------------------
\49\ 17 CFR 242.608(b)(2).
---------------------------------------------------------------------------
whether, and if so how, the Verbal Quotes Amendment would
affect efficiency, competition or capital formation.
Under the Commission's Rules of Practice, the ``burden to
demonstrate that a NMS plan filing is consistent with the Exchange Act
and the rules and regulations issued thereunder . . . is on the plan
participants that filed the NMS plan filing.'' \50\ The description of
the NMS plan filing, its purpose and operation, its effect, and a legal
analysis of its consistency with applicable requirements must all be
sufficiently
[[Page 92729]]
detailed and specific to support an affirmative Commission finding, and
``[a] mere assertion that the NMS plan filing is consistent with those
requirements is not sufficient.'' \51\ Any failure of the plan
participants that filed the NMS plan filing to provide such detail and
specificity may result in the Commission not having a sufficient basis
to make an affirmative finding that the NMS plan filing is consistent
with the Act and the applicable rules and regulations thereunder.\52\
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\50\ 17 CFR 201.701(b)(3)(ii).
\51\ Id.
\52\ Id.
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VI. Commission's Solicitation of Comments
The Commission requests that interested persons provide written
submissions of their views, data, and arguments with respect to the
issues identified above, as well as any other concerns they may have
with the Verbal Quotes Amendment. In particular, the Commission invites
the written views of interested persons concerning whether the Verbal
Quotes Amendment is consistent with the Exchange Act, the rules and
regulations thereunder, or any other provisions of the CAT NMS Plan.
The Commission asks that commenters address the sufficiency and merit
of the Participants' statements in support of the Verbal Quotes
Amendment, and to consider the impact of the Verbal Quotes Amendment on
efficiency, competition, and capital formation, in addition to any
other comments they may wish to submit about the Verbal Quotes
Amendment.
Although there do not appear to be any issues relevant to approval
or disapproval that would be facilitated by an oral presentation of
views, data, and arguments, the Commission will consider, pursuant to
Rule 608(b)(2)(i) of Regulation NMS, any request for an opportunity to
make an oral presentation.
Interested persons are invited to submit written data, views, and
arguments regarding whether the Verbal Quotes Amendment should be
approved or disapproved by December 13, 2024. Any person who wishes to
file a rebuttal to any other person's submission must file that
rebuttal by December 27, 2024. 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 4-698 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 4-698 (CAT Verbal Quotes
Amendment). 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 Verbal Quotes Amendment that
are filed with the Commission, and all written communications relating
to the Verbal Quotes Amendment 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 Participants' principal
offices. 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 4-698 (CAT
Verbal Quotes Amendment) and should be submitted on or before December
13, 2024.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\53\
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\53\ 17 CFR 200.30-3(a)(85).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-27352 Filed 11-21-24; 8:45 am]
BILLING CODE 8011-01-P