80 FR 16705 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Extending the Pilot Period for the Exchange's Retail Liquidity Until September 30, 2015

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 60 (March 30, 2015)

Page Range		16705-16707
FR Document		2015-07136
Federal Register, Volume 80 Issue 60 (Monday, March 30, 2015)
[Federal Register Volume 80, Number 60 (Monday, March 30, 2015)]
[Notices]
[Pages 16705-16707]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-07136]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-74572; File No. SR-NYSEARCA-2015-22]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change Extending the Pilot 
Period for the Exchange's Retail Liquidity Until September 30, 2015

March 24, 2015.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on March 20, 2015, NYSE Arca, Inc. (the ``Exchange'' or ``NYSE 
Arca'') filed with the Securities and Exchange Commission (the 
``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.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 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 extend the pilot period for the Exchange's 
Retail Liquidity Program (the ``Retail Liquidity Program'' or the 
``Program''), which is currently scheduled to expire on April 14, 2015, 
until September 30, 2015. The text of the proposed rule change is 
available on the Exchange's Web site 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.

[[Page 16706]]

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The purpose of this filing is to extend the pilot period of the 
Retail Liquidity Program, currently scheduled to expire on April 14, 
2015, until September 30, 2015.
Background
    In December 2013, the Commission approved the Retail Liquidity 
Program on a pilot basis.\3\ The Program is designed to attract retail 
order flow to the Exchange, and allows such order flow to receive 
potential price improvement. The Program is currently limited to trades 
occurring at prices equal to or greater than $1.00 per share. Under the 
Program, Retail Liquidity Providers (``RLPs'') are able to provide 
potential price improvement in the form of a non-displayed order that 
is priced better than the Exchange's best protected bid or offer 
(``PBBO''), called a Retail Price Improvement Order (``RPI''). When 
there is an RPI in a particular security, the Exchange disseminates an 
indicator, known as the Retail Liquidity Identifier, indicating that 
such interest exists. Retail Member Organizations (``RMOs'') can submit 
a Retail Order to the Exchange, which would interact, to the extent 
possible, with available contra-side RPIs.
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    \3\ See Securities Exchange Act Release No. 71176 (December 23, 
2013), 78 FR 79524 (December 30, 2013) (SR-NYSEArca-2013-107) (``RLP 
Approval Order'').
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    The Retail Liquidity Program was approved by the Commission on a 
pilot basis. Pursuant to NYSE Arca Equities Rule 7.44(m), the pilot 
period for the Program is scheduled to end twelve months after the date 
of implementation. Because the Program was implemented on April 14, 
2014, the pilot period for the Program ends on April 14, 2015.\4\
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    \4\ The Exchange announced the implementation date by Trader 
Update, which is available here: https://www.nyse.com/publicdocs/nyse/notifications/trader-update/2014_04_07_Arca_RLP%20GO%20LIVE.pdf.
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Proposal To Extend the Operation of the Program
    The Exchange established the Retail Liquidity Program in an attempt 
to attract retail order flow to the Exchange by potentially providing 
price improvement to such order flow. The Exchange believes that the 
Program promotes competition for retail order flow by allowing Exchange 
members to submit RPIs to interact with Retail Orders. Such competition 
has the ability to promote efficiency by facilitating the price 
discovery process and generating additional investor interest in 
trading securities, thereby promoting capital formation. The Exchange 
believes that extending the pilot is appropriate because it will allow 
the Exchange and the Commission additional time to analyze data 
regarding the Program that the Exchange has committed to provide.\5\ As 
such, the Exchange believes that it is appropriate to extend the 
current operation of the Program.\6\ Through this filing, the Exchange 
seeks to amend NYSE Arca Equities Rule 7.44(m) and extend the current 
pilot period of the Program until September 30, 2015.
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    \5\ See RLP Approval Order, supra, n. 3 at 79529.
    \6\ Concurrently with this filing, the Exchange has submitted a 
request for an extension of the exemption under Regulation NMS Rule 
612 previously granted by the Commission that permits it to accept 
and rank the undisplayed RPIs. See Letter from Martha Redding, Asst. 
Corporate Secretary, NYSE Group, Inc. to Brent J. Fields, Secretary, 
Securities and Exchange Commission, dated March 19, 2015.
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2. Statutory Basis
    The proposed rule change is consistent with Section 6(b) of the 
Act,\7\ in general, and furthers the objectives of Section 6(b)(5),\8\ 
in particular, in that it is designed to promote just and equitable 
principles of trade, 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 extending the pilot period for the Retail Liquidity 
Program is consistent with these principles because the Program is 
reasonably designed to attract retail order flow to the exchange 
environment, while helping to ensure that retail investors benefit from 
the better price that liquidity providers are willing to give their 
orders. Additionally, as previously stated, the competition promoted by 
the Program may facilitate the price discovery process and potentially 
generate additional investor interest in trading securities. The 
extension of the pilot period will allow the Commission and the 
Exchange to continue to monitor the Program for its potential effects 
on public price discovery, and on the broader market structure.
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    \7\ 15 U.S.C. 78f(b).
    \8\ 15 U.S.C. 78f(b)(5).
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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 
simply extends an established pilot program for an additional six 
months, thus allowing the Retail Liquidity Program to enhance 
competition for retail order flow and contribute to the public price 
discovery process.

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

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \9\ and Rule 19b-4(f)(6) thereunder.\10\ 
Because the proposed rule change does not: (i) Significantly affect the 
protection of investors or the public interest; (ii) impose any 
significant burden on competition; and (iii) become operative for 30 
days from the date on which it was filed, or such shorter time as the 
Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act \11\ and Rule 19b-
4(f)(6)(iii) thereunder.\12\
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    \9\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \10\ 17 CFR 240.19b-4(f)(6).
    \11\ 15 U.S.C. 78s(b)(3)(A).
    \12\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires the Exchange to give the Commission written notice of the 
Exchange's intent to file the proposed rule change, along with a 
brief description and text of the proposed rule change, at least 
five business days prior to the date of filing of the proposed rule 
change, or such shorter time as designated by the Commission. The 
Exchange has satisfied this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) \13\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\14\ 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 before the pilot's expiration. The 
Exchange stated that an immediate operative date is necessary in order 
to immediately implement the proposed rule change so that member 
organizations could continue to benefit

[[Page 16707]]

from the pilot program without interruption after April 14, 2015. The 
Commission believes that waiving the 30-day operative delay is 
consistent with the protection of investors and the public interest 
because such waiver would allow the pilot to continue uninterrupted, 
thereby avoiding any potential investor confusion that could result 
from temporary interruption in the pilot program. For this reason, the 
Commission designates the proposal operative on April 14, 2015.\15\
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    \13\ 17 CFR 240.19b-4(f)(6).
    \14\ 17 CFR 240.19b-4(f)(6)(iii).
    \15\ For purposes only of waiving the 30-day operative delay, 
the Commission has considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act.

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 (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSEARCA-2015-22 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields, 
Secretary, Securities and Exchange Commission, 100 F Street NE., 
Washington, DC 20549-1090.
    All submissions should refer to File Number SR-NYSEARCA-2015-22. 
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 Web site (http://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 Web site 
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 such filing also will be 
available for inspection and copying at the principal offices of the 
Exchange. All comments received will be posted without change; the 
Commission does not edit personal identifying information from 
submissions. You should submit only information that you wish to make 
available publicly. All submissions should refer to File Number SR-
NYSEARCA-2015-22, and should be submitted on or before April 20, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\16\
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    \16\ 17 CFR 200.30-3(a)(12), (59).
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Brent J. Fields,
Secretary.
[FR Doc. 2015-07136 Filed 3-27-15; 8:45 am]
 BILLING CODE 8011-01-P
Federal Register / Vol. 80, No. 60 / Monday, March 30, 2015 / Notices 16705

whether the information will have Commission includes the estimated SECURITIES AND EXCHANGE
practical utility; burden of complying with the COMMISSION
• evaluate the accuracy of the information collection required by Rule
agency’s estimate of the burden of the 11a–2 in the total number of burden [Release No. 34–74572; File No. SR–
proposed collections of information, hours estimated for completing the NYSEARCA–2015–22]
including the validity of the relevant registration statements and
methodologies and assumptions used; reports the burden of Rule 11a–2 in the Self-Regulatory Organizations; NYSE
• enhance the quality, utility, and separate Paperwork Reduction Act Arca, Inc.; Notice of Filing and
clarity of the information to be
(‘‘PRA’’) submissions for those Immediate Effectiveness of Proposed
collected; and
• minimize the burden of the registration statements (see the separate Rule Change Extending the Pilot
collections of information on those who PRA submissions for Form N–3 (17 CFR Period for the Exchange’s Retail
are to respond, including through the 274.11b), Form N–4 (17 CFR 274.11c) Liquidity Until September 30, 2015
use of appropriate automated, and Form N–6 (17 CFR 274.11d). The
March 24, 2015.
electronic, mechanical, or other Commission is requesting a burden of
technological collection techniques or one hour for Rule 11a–2 for Pursuant to Section 19(b)(1) of the
other forms of information technology, administrative purposes. Securities Exchange Act of 1934 (the
e.g., permitting electronic submission of The estimate of average burden hours ‘‘Act’’),1 and Rule 19b–4 thereunder,2
responses. is made solely for the purposes of the notice is hereby given that on March 20,
Issued in Washington, DC, this 24th day of PRA, and is not derived from a 2015, NYSE Arca, Inc. (the ‘‘Exchange’’
March, 2015. comprehensive or even a representative or ‘‘NYSE Arca’’) filed with the
Judith Starr, survey or study of the costs of Securities and Exchange Commission
General Counsel, Pension Benefit Guaranty Commission rules or forms. With regard (the ‘‘Commission’’) a proposed rule
Corporation. to Rule 11a–2, the Commission includes change as described in Items I and II
[FR Doc. 2015–07271 Filed 3–27–15; 8:45 am] the estimate of burden hours in the total below, which Items have been prepared
BILLING CODE 7709–02–P number of burden hours estimated for by the Exchange. The Commission is
completing the relevant registration publishing this notice to solicit
statements and reported on the separate comments on the proposed rule change
SECURITIES AND EXCHANGE PRA submissions for those statements from interested persons.
COMMISSION (see the separate PRA submissions for I. Self-Regulatory Organization’s
[SEC File No. 270–267, OMB Control No. Form N–3, Form N–4 and Form N–6). Statement of the Terms of Substance of
3235–0272] The information collection the Proposed Rule Change
requirements imposed by Rule 11a–2
Submission for OMB Review; The Exchange proposes to extend the
are mandatory. Responses to the
Comment Request pilot period for the Exchange’s Retail
collection of information will not be
Upon Written Request, Copies Available kept confidential. An agency may not Liquidity Program (the ‘‘Retail Liquidity
From: Securities and Exchange conduct or sponsor, and a person is not Program’’ or the ‘‘Program’’), which is
Commission, Office of FOIA Services, required to respond to, a collection of currently scheduled to expire on April
100 F Street NE., Washington, DC information unless it displays a 14, 2015, until September 30, 2015. The
20549–2736. currently valid control number. text of the proposed rule change is
Extension:
available on the Exchange’s Web site at
The public may view the background www.nyse.com, at the principal office of
Rule 11a–2.
documentation for this information the Exchange, and at the Commission’s
Notice is hereby given that, pursuant collection at the following Web site, Public Reference Room.
to the Paperwork Reduction Act of 1995 www.reginfo.gov. Comments should be
(44 U.S.C. 3501 et seq.), the Securities directed to: (i) Desk Officer for the II. Self-Regulatory Organization’s
and Exchange Commission (the Securities and Exchange Commission, Statement of the Purpose of, and
‘‘Commission’’) has submitted to the Office of Information and Regulatory Statutory Basis for, the Proposed Rule
Office of Management and Budget a Affairs, Office of Management and Change
request for extension of the previously Budget, Room 10102, New Executive
approved collection of information In its filing with the Commission, the
Office Building, Washington, DC 20503,
discussed below. self-regulatory organization included
or by sending an email to: Shagufta_
Rule 11a–2 (17 CFR 270.11a–2) under statements concerning the purpose of,
the Investment Company Act of 1940 Ahmed@omb.eop.gov; and (ii) Pamela
and basis for, the proposed rule change
(15 U.S.C. 80a–1 et seq.) permits certain Dyson, Director/Chief Information
and discussed any comments it received
registered insurance company separate Officer, Securities and Exchange
on the proposed rule change. The text
accounts, subject to certain conditions, Commission, c/o Remi Pavlik-Simon,
of those statements may be examined at
to make exchange offers without prior 100 F Street NE., Washington, DC 20549
the places specified in Item IV below.
approval by the Commission of the or send an email to: PRA_Mailbox@
The Exchange has prepared summaries,
terms of those offers. Rule 11a–2 sec.gov. Comments must be submitted to
set forth in sections A, B, and C below,
OMB within 30 days of this notice.
mstockstill on DSK4VPTVN1PROD with NOTICES

requires disclosure, in certain of the most significant parts of such
registration statements filed pursuant to Dated: March 24, 2015. statements.
the Securities Act of 1933 (15 U.S.C. 77a Brent J. Fields,
et seq.) of any administrative fee or sales
Secretary.
load imposed in connection with an
exchange offer. [FR Doc. 2015–07129 Filed 3–27–15; 8:45 am]
There are currently 652 registrants BILLING CODE 8011–01–P 1 15 U.S.C. 78s(b)(1).
governed by Rule 11a–2. The 2 17 CFR 240.19b–4.

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Federal Register / Vol. 80, No. 60 / Monday, March 30, 2015 / Notices 16707

from the pilot program without public in accordance with the www.nyse.com, at the principal office of
interruption after April 14, 2015. The provisions of 5 U.S.C. 552, will be the Exchange, and at the Commission’s
Commission believes that waiving the available for Web site viewing and Public Reference Room.
30-day operative delay is consistent printing in the Commission’s Public
II. Self-Regulatory Organization’s
with the protection of investors and the Reference Room, 100 F Street NE.,
Statement of the Purpose of, and
public interest because such waiver Washington, DC 20549 on official
Statutory Basis for, the Proposed Rule
would allow the pilot to continue business days between the hours of
Change
uninterrupted, thereby avoiding any 10:00 a.m. and 3:00 p.m. Copies of such
potential investor confusion that could filing also will be available for In its filing with the Commission, the
result from temporary interruption in inspection and copying at the principal self-regulatory organization included
the pilot program. For this reason, the offices of the Exchange. All comments statements concerning the purpose of,
Commission designates the proposal received will be posted without change; and basis for, the proposed rule change
operative on April 14, 2015.15 the Commission does not edit personal and discussed any comments it received
At any time within 60 days of the identifying information from on the proposed rule change. The text
filing of the proposed rule change, the submissions. You should submit only of those statements may be examined at
Commission summarily may information that you wish to make the places specified in Item IV below.
temporarily suspend such rule change if available publicly. All submissions The Exchange has prepared summaries,
it appears to the Commission that such should refer to File Number SR– set forth in sections A, B, and C below,
action is necessary or appropriate in the NYSEARCA–2015–22, and should be of the most significant parts of such
public interest, for the protection of submitted on or before April 20, 2015. statements.
investors, or otherwise in furtherance of For the Commission, by the Division of A. Self-Regulatory Organization’s
the purposes of the Act. Trading and Markets, pursuant to delegated Statement of the Purpose of, and the
IV. Solicitation of Comments authority.16 Statutory Basis for, the Proposed Rule
Brent J. Fields, Change
Interested persons are invited to
Secretary.
submit written data, views, and 1. Purpose
arguments concerning the foregoing, [FR Doc. 2015–07136 Filed 3–27–15; 8:45 am]
BILLING CODE 8011–01–P The Exchange proposes to amend
including whether the proposed rule
Rule 13—Equities (‘‘Rule 13’’) relating
change is consistent with the Act.
to pegging interest to provide that if the
Comments may be submitted by any of
SECURITIES AND EXCHANGE protected best bid or offer (‘‘PBBO’’) is
the following methods:
COMMISSION not within the range of the pegging
Electronic Comments interest, the pegging interest would peg
[Release No. 34–74571; File No. SR–
• Use the Commission’s Internet NYSEMKT–2015–19]
to the ‘‘next best-priced available
comment form (http://www.sec.gov/ displayable interest,’’ rather than the
rules/sro.shtml); or Self-Regulatory Organizations; NYSE ‘‘next best-priced available interest.’’
• Send an email to rule-comments@ MKT LLC; Notice of Filing and This amendment would therefore
sec.gov. Please include File Number SR– Immediate Effectiveness of Proposed exclude non-displayed interest from
NYSEARCA–2015–22 on the subject Rule Change Amending Rule 13— consideration as part of the ‘‘next best-
line. Equities Relating to Pegging Interest priced available interest’’ under the
rule.
Paper Comments March 24, 2015.
Background
• Send paper comments in triplicate Pursuant to Section 19(b)(1) 1 of the
to Brent J. Fields, Secretary, Securities Securities Exchange Act of 1934 Under current Rule 13, pegging
and Exchange Commission, 100 F Street (‘‘Act’’) 2 and Rule 19b–4 thereunder,3 interest pegs to prices based on (i) a
NE., Washington, DC 20549–1090. notice is hereby given that on March 17, PBBO, which may be available on the
All submissions should refer to File 2015, NYSE MKT LLC (‘‘Exchange’’ or Exchange or an away market, or (ii)
Number SR–NYSEARCA–2015–22. This ‘‘NYSE MKT’’) filed with the Securities interest that establishes a price on the
file number should be included on the and Exchange Commission Exchange.4 In addition, pegging interest
subject line if email is used. To help the (‘‘Commission’’) the proposed rule will peg only within a price range
Commission process and review your change as described in Items I and II specified by the floor broker submitting
comments more efficiently, please use below, which Items have been prepared the order. Thus, if the PBBO is not
only one method. The Commission will by the self-regulatory organization. The within the specified price range of the
post all comments on the Commission’s Commission is publishing this notice to pegging interest, the pegging interest
Internet Web site (http://www.sec.gov/ solicit comments on the proposed rule will instead peg to the next available
rules/sro.shtml). Copies of the change from interested persons. best-priced interest that is within the
submission, all subsequent specified price range.5 For example, if
I. Self-Regulatory Organization’s
amendments, all written statements pegging interest to buy 100 shares has
Statement of the Terms of Substance of
with respect to the proposed rule a specified price range up to $10.00, but
the Proposed Rule Change
change that are filed with the the best protected bid (‘‘PBB’’) of 100
Commission, and all written The Exchange proposes to amend shares is $10.01, then such pegging
communications relating to the Rule 13—Equities (Orders and interest could not peg to the $10.01 PBB
mstockstill on DSK4VPTVN1PROD with NOTICES

proposed rule change between the Modifiers) relating to pegging interest. because it is not within the specified
Commission and any person, other than The text of the proposed rule change is price range of the pegging interest. The
those that may be withheld from the available on the Exchange’s Web site at pegging interest would instead peg to
16 17 CFR 200.30–3(a)(12), (59). 4 See paragraph (a)(3) to Rule 13 governing
15 For purposes only of waiving the 30-day
1 15 U.S.C. 78s(b)(1).
operative delay, the Commission has considered the pegging interest.
2 15 U.S.C. 78a.
proposed rule’s impact on efficiency, competition, 5 See paragraph (a)(4) to Rule 13 governing

and capital formation. See 15 U.S.C. 78c(f). 3 17 CFR 240.19b–4. pegging interest.

VerDate Sep<11>2014 19:57 Mar 27, 2015 Jkt 235001 PO 00000 Frm 00092 Fmt 4703 Sfmt 4703 E:\FR\FM\30MRN1.SGM 30MRN1
Document Created: 2015-12-18 11:32:26
Document Modified: 2015-12-18 11:32:26
Category		Regulatory Information
Collection		Federal Register
sudoc Class		AE 2.7: GS 4.107: AE 2.106:
Publisher		Office of the Federal Register, National Archives and Records Administration
Section		Notices
FR Citation		80 FR 16705