80_FR_23392 80 FR 23312 - Self-Regulatory Organizations; NASDAQ OMX BX, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Exchange Rules 7001, 7003 and 7018

80 FR 23312 - Self-Regulatory Organizations; NASDAQ OMX BX, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Exchange Rules 7001, 7003 and 7018

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 80 (April 27, 2015)

Page Range23312-23318
FR Document2015-09628

Federal Register, Volume 80 Issue 80 (Monday, April 27, 2015)
[Federal Register Volume 80, Number 80 (Monday, April 27, 2015)]
[Notices]
[Pages 23312-23318]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-09628]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-74773; File No. SR-BX-2015-022]


Self-Regulatory Organizations; NASDAQ OMX BX, Inc.; Notice of 
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend 
Exchange Rules 7001, 7003 and 7018

April 21, 2015.
    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 April 10, 2015, NASDAQ OMX BX, Inc. (``BX'' or ``Exchange'') filed 
with the Securities and Exchange Commission (``SEC'' or ``Commission'') 
the proposed rule change as described in Items I, II, and III below, 
which Items have been prepared by the Exchange. The Commission is 
publishing this notice to solicit comments on the proposed rule change 
from interested persons.
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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 amend BX Rule 7001 trading rights fees and 
to no longer waive certain membership and trading rights fees for BX 
members seeking to participate solely in the BX Options Market, to 
eliminate the Equities Regulatory Fee in BX Rule 7003, as well as to 
amend the fee schedule under Exchange Rule 7018 and to correct a 
typographical error in the rule.
    The text of the proposed rule change is also available on the 
Exchange's Web site at http://nasdaqomxbx.cchwallstreet.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 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.

[[Page 23313]]

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

1. Purpose
    The Exchange is proposing to amend the trading rights fee \3\ and 
to no longer waive certain membership and trading rights fees for BX 
members seeking to participate solely in the BX Options Market in BX 
Rule 7001(a), to eliminate the Equities Regulatory Fee in BX Rule 
7003(b), as well as to amend the fee schedule under Exchange Rule 7018.
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    \3\ The Trading Rights Fee is assessed on all persons that are 
Exchange members as of a date determined by the Exchange in each 
month. This fee is not refundable in the event that a person ceases 
to be an Exchange member following the date on which the fee is 
assessed. See Rule 7001.
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    Specifically, the Exchange proposes to amend BX Rule 7001(a) to 
increase the trading rights fee each Exchange member is assessed from 
$500 per month to $1,000 per month. Additionally, the Exchange will no 
longer waive the membership fee and the trading rights fee for BX 
members who solely conduct an options business. These fee changes and 
elimination of fee waivers reflect that this market is now better 
established and BX no longer needs to rely on such waivers to attract 
market participants.
    The Exchange also proposes to eliminate the Equities Regulatory Fee 
(``ERF'') set forth in BX Rule 7003(b). The ERF is a tier-based fee 
assessed annually at the beginning of the calendar year that covers, in 
part, the regulatory costs of the Exchange. The ERF uses a member 
firm's historical average daily orders entered on the Exchange over the 
prior calendar year as a measure of the member's expected current 
year's Exchange activity. The purpose of the ERF is to more closely 
allocate the regulatory expenses incurred by the Exchange to the member 
firms responsible for those expenses. The Exchange now proposes to 
eliminate this fee because the Exchange believes it is no longer 
necessary to cover regulatory costs based on historic volume.\4\
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    \4\ Despite eliminating the ERF, the Exchange represents that it 
will continue to have adequate resources to fund its regulatory 
program and to fulfill its responsibilities as a self-regulatory 
organization.
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    The Exchange is proposing to amend BX Rule 7018(a) to decrease the 
credits and charges for orders that access or provide liquidity in the 
NASDAQ OMX BX Equities System (the ``System'').
    Specifically, both for orders that receive price improvement and 
execute against an order with Midpoint pegging and those with Midpoint 
pegging that remove liquidity, the credit is being reduced from $0.0005 
per share executed to $0.0000 per share executed.
    For orders that access liquidity (excluding orders with Midpoint 
pegging and excluding orders that receive price improvement and execute 
against an order with Midpoint pegging) entered by a member that 
accesses liquidity equal to or exceeding 0.1% of total Consolidated 
Volume \5\ during a month the credit is being reduced from $0.0015 per 
share executed to $0.0010 per share executed.
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    \5\ Consolidated Volume is defined as the total consolidated 
volume reported to all consolidated transaction reporting plans by 
all exchanges and trade reporting facilities during a month in 
equity securities, excluding executed orders with a size of less 
than one round lot. For purposes of calculating Consolidated Volume 
and the extent of a member's trading activity, expressed as a 
percentage of or ratio to Consolidated Volume, the date of the 
annual reconstitution of the Russell Investments Indexes shall be 
excluded from both total Consolidated Volume and the member's 
trading activitiy. See Rule 7018(a).
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    For an order that accesses liquidity (excluding orders with 
Midpoint pegging and excluding orders that receive price improvement 
and execute against an order with Midpoint pegging) entered by a member 
with a daily average volume of liquidity provided in all securities 
during the month of 1 million or more shares, the Exchange proposes to 
change the parameter that the daily average volume of liquidity 
provided in all securities during the month of 1 million or more shares 
entered by a member to a parameter whereby a member must instead add 
0.015% of total Consolidated Volume during a month. Additionally, the 
credit will be reduced from $0.0013 per share executed to $0.0008 per 
share executed.
    The Exchange proposes to reduce the credit for orders that access 
liquidity (excluding orders with Midpoint pegging and excluding orders 
that receive price improvement and execute against an order with 
Midpoint pegging) entered by a member that provides an average daily 
volume of at least 25,000, but less than 1 million, shares of liquidity 
during the month from $0.0011 per share executed to $0.0006 per share 
executed. The Exchange also proposes to also remove the ``but less than 
1 million'' shares cap parameter.
    BX proposes to reduce the credit for BSTG,\6\ BSCN,\7\ BMOP,\8\ 
BTFY,\9\ BCRT,\10\ BDRK \11\ or BCST \12\ orders that access liquidity 
in the System (excluding orders with Midpoint pegging and excluding 
orders that receive price improvement and execute against an order with 
Midpoint pegging) from $0.0011 per share executed to $0.0006 per share 
executed.
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    \6\ See BX Rule 4758(a)(1)(A)(iii).
    \7\ See BX Rule 4758(a)(1)(A)(iv).
    \8\ See BX Rule 4758(a)(1)(A)(vi).
    \9\ See BX Rule 4758(a)(1)(A)(v).
    \10\ See BX Rule 4758(a)(1)(A)(vii).
    \11\ See BX Rule 4758(a)(1)(A)(viii).
    \12\ See BX Rule 4758(a)(1)(A)(ix).
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    The Exchange next proposes to reduce the charges for providing 
liquidity through the System as well. Specifically, the charge for 
displayed orders entered by a Qualified Market Maker (``QMM'') (Tier 1) 
will be reduced from $0.0014 per share executed to $0.0009 per share 
executed and the charge for displayed orders entered by a QMM (Tier 2) 
will be eliminated, therefore, the parenthetical with ``Tier 1'' 
following ``Displayed order entered by a Qualified Market Maker'' will 
be eliminated as well since there will no longer be a Tier 2. For a 
displayed order entered by a member that adds liquidity equal to or 
exceeding 0.25% of total Consolidated Volume during a month the charge 
will be reduced from $0.00165 per share executed to $0.0012 per share 
executed.
    BX next proposes to reduce the charge for a displayed order entered 
by a member that provides an average daily volume of 2.5 million or 
more shares of liquidity during the month from $0.0018 per share 
executed to $0.0014 per share executed, but will change the parameter 
that a member provide an average daily volume of 2.5 million or more 
shares of liquidity during the month to the parameter that the member 
must add liquidity equal to or exceeding 0.04% of total Consolidated 
Volume during a month.
    The Exchange proposes to reduce the charge for an order with 
Midpoint pegging entered by a member that provides an average daily 
volume of 2 million or more shares of non-displayed liquidity during 
the month from $0.0005 per share executed to $0.0002 per share 
executed, but will replace the parameter that a member provide an 
average daily volume of 2 million or more shares of non-displayed 
liquidity during the month with the parameter that a member must add 
0.03% of total Consolidated Volume of non-displayed liquidity.
    BX also proposes to reduce the charge for an order with Midpoint 
pegging entered by a member that provides an average daily volume of 1 
million or more, but less than 2 million, shares of non-displayed 
liquidity from $0.0009 per share executed to $0.0004 per share 
executed, but will replace the parameter that the member provides an 
average daily volume of 1 million or more, but less than 2 million, 
shares of non-displayed liquidity with the parameter that a member must 
add 0.015% of total

[[Page 23314]]

Consolidated Volume of non-displayed liquidity.
    The Exchange proposes to also reduce the charge for an order with 
Midpoint pegging entered by other member from 0.0015 per share executed 
to 0.0010 per share executed.
    The Exchange proposes to reduce the charge for non-displayed orders 
(other than orders with Midpoint pegging) entered by a member that 
provides an average daily volume of 5 million or more shares of non-
displayed liquidity from $0.0019 per share executed to $0.0014 per 
share executed, but will replace the parameter that the member provides 
an average daily volume of 5 million or more shares of non-displayed 
liquidity with the parameter that a member must add 0.075% of total 
Consolidated Volume of non-displayed liquidity.
    The Exchange also proposes to reduce the charge for non-displayed 
orders (other than orders with Midpoint pegging) entered by a member 
that provides an average daily volume of 3.5 million or more shares 
(but less than 5 million shares) of non-displayed liquidity from 
$0.0024 per share executed to $0.0019 per share executed, but will 
replace the parameter that the member provides an average daily volume 
of 3.5 million or more shares (but less than 5 million shares) of non-
displayed liquidity with the parameter that a member must add 0.055% of 
total Consolidated Volume of non-displayed liquidity.
    BX also proposes to amend how a firm may become a QMM (Tier 1), in 
part, by eliminating two of these ways. Also, and as a result, the 
parenthetical with ``Tier 1'' following ``A Firm may become a Qualified 
Market Maker'' will be eliminated since there will no longer be a Tier 
2 as previously stated. The first option eliminated is by being a 
member with (i) shares of liquidity provided and (ii) total shares of 
liquidity accessed and provided in all securities through one or more 
of its System market maker participant identifier (``MPIDs'') that 
represent more than 0.40% and 0.50%, respectively, of Consolidated 
Volume. For a member qualifying under this method, the member must have 
at least one Qualified MPID, that is, an MPID through which, for at 
least 150 securities, the QMM quotes at the national best bid or offer 
(``NBBO'') an average of at least 25% of the time during regular market 
hours (9:30 a.m. through 4:00 p.m.) during the month. The second option 
eliminated is by being a member with (i) shares of liquidity provided 
and (ii) total shares of liquidity accessed and provided in all 
securities through one or more of its System MPIDs that represent more 
than 0.30% and 0.45%, respectively, of Consolidated Volume during the 
month. For a member qualifying under this method, the member must have 
at least one Qualified MPID, that is, an MPID through which, for at 
least 400 securities, the QMM quotes at the NBBO an average of at least 
25% of the time during regular market hours (9:30 a.m. through 4:00 
p.m.) during the month.
    The third option remains, but is being amended. Currently, this 
option states that a firm may become a QMM (Tier 1) by being a member 
with (i) shares of liquidity provided and (ii) total shares of 
liquidity accessed and provided in all securities through one or more 
of its System MPIDs that represent more than 0.20% and 0.30%, 
respectively, of Consolidated Volume during the month. For a member 
qualifying under this method, the member must have at least one 
Qualified MPID, that is, an MPID through which, for at least 200 
securities, the Qualified Market Maker quotes at the NBBO an average of 
at least 50% of the time during regular market hours (9:30 a.m. through 
4:00 p.m.) during the month. The member must also provide an average 
daily volume of 1.5M shares or more using orders with midpoint pegging 
during the month. BX proposes to amend the beginning of this 
requirement to say that a firm qualifies by being a member that 
provides through one or more of its System MPIDs more than 0.30% of 
Consolidated Volume during the month (the rest of the requirement 
remains unchanged).
    BX proposes to eliminate QMM (Tier 2) altogether.
    Finally, the Exchange proposes to reduce certain credits for retail 
orders in BX Rule 7018(e). Specifically, BX proposes to reduce the 
credit from $0.0005 per share executed to $0.0002 per share executed 
for a retail order that receives price improvement (when the accepted 
price of an order is different than the executed price of an order) and 
accesses a non-Retail Price Improvement order with Midpoint pegging. 
Also, ``that'' in the parenthetical above has been changed to ``than'' 
to reflect the correction to a typographical error in the corresponding 
rule text. Lastly, the Exchange proposes to reduce the credit from 
$0.0017 per share executed to $0.0012 per share executed for a retail 
order that accesses other liquidity on the Exchange book.
2. Statutory Basis
    BX believes that the proposed rule changes are consistent with the 
provisions of Section 6 of the Act,\13\ in general, and with Sections 
6(b)(4) and 6(b)(5) of the Act,\14\ in particular, in that it provides 
for the equitable allocation of reasonable dues, fees and other charges 
among members and issuers and other persons using any facility or 
system which the Exchange operates or controls, and 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 regulating, clearing, settling, 
processing information with respect to, and facilitating transactions 
in securities, to remove impediments to and perfect the mechanism of a 
free and open market and a national market system, and, in general, to 
protect investors and the public interest; and are not designed to 
permit unfair discrimination between customers, issuers, brokers, or 
dealers.
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    \13\ 15 U.S.C. 78f.
    \14\ 15 U.S.C. 78f(b)(4) and (5).
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    The Exchange believes that the proposed change to amend BX Rule 
7001(a) to increase the trading rights fee each Exchange member is 
assessed from $500 per month to $1,000 per month is reasonable because 
the Exchange desires to continue to cover the ongoing costs of 
operating the platform for the benefit of its members. BX also believes 
that the proposed change is consistent with an equitable allocation of 
fees and is not unfairly discriminatory because it affects all members 
equally in the same way.
    The Exchange believes that the proposed change to eliminate the 
waiver of the membership fee and the trading rights fee for BX members 
who solely conduct an options business is reasonable because the 
Exchange no longer believes it is necessary to waive these fees to 
attract market participants to the BX Options Market since this market 
is now better established and BX no longer needs to rely on such 
waivers to attract market participants. The Exchange believes that the 
proposed changes are equitable and not unfairly discriminatory because 
the elimination of the membership fee and trading rights fee waivers 
will uniformly apply to BX Options Participants that transact business 
solely on the BX Options Market.
    The Exchange believes that the proposed change to eliminate the ERF 
set forth in BX Rule 7003(b) is reasonable because it is no longer 
necessary to cover regulatory costs based on historic volume plus not 
all members pay this fee. The Exchange believes that the proposed 
change is

[[Page 23315]]

equitable and not unfairly discriminatory because the elimination of 
the ERF applies uniformly and it affects similarly situated members in 
the same way.
    The proposed reduction to the credits and charges in the fee 
schedule under Exchange Rule 7018 are reflective of BX's ongoing 
efforts to use pricing incentive programs to attract order flow to BX 
and improve market quality. The goal of these pricing incentives is to 
provide meaningful incentives for members to increase their 
participation on BX. Specifically, the Exchange believes that the 
reduction to the credits from $0.0005 per share executed to $0.0000 per 
share executed for both orders that receive price improvement and 
execute either against an order with Midpoint pegging or those with 
Midpoint pegging that remove liquidity, are reasonable because these 
reduced credits are aligned with the reduced charges BX is also putting 
in place through this filing. The Exchange also believes that the 
proposed changes are equitably allocated and not unfairly 
discriminatory because the credit reductions apply uniformly to all 
members that previously had qualified to receive such a credit.
    The Exchange believes that the reduction to the credit from $0.0015 
per share executed to $0.0010 per share executed for orders that 
accesses liquidity (excluding orders with Midpoint pegging and 
excluding orders that receive price improvement and execute against an 
order with Midpoint pegging) entered by a member that accesses 
liquidity equal to or exceeding 0.1% of total Consolidated Volume 
during a month is reasonable because the reduced credit aligns it more 
closely with the reduced charges BX is also putting in place through 
this filing. The Exchange also believes that the proposed change is 
equitably allocated and not unfairly discriminatory because the credit 
reduction applies uniformly to all members that qualify to receive such 
a credit.
    The Exchange believes that the reduction to the credit from $0.0013 
per share executed to $0.0008 per share executed for an order that 
accesses liquidity (excluding orders with Midpoint pegging and 
excluding orders that receive price improvement and execute against an 
order with Midpoint pegging) entered by a member with a daily average 
volume of liquidity provided in all securities during the month of 1 
million or more shares, and the change to the daily average volume of 
liquidity provided in all securities during the month of 1 million or 
more shares parameter, to a parameter that the member that [sic] must 
add 0.015% of total Consolidated Volume during a month is reasonable 
because the reduced credit aligns it more closely with the reduced 
charges BX is also putting in place through this filing. Also, the 
amended parameter switching to total Consolidated Volume will allow a 
member's target activity levels to adjust with overall market volumes 
making such targets easier to reach during low share volume months and 
more difficult to reach during higher share volume months. However, the 
percent of total Consolidated Volume requirement approximately 
represents a similar level of volume on average as the previous 
parameter did given the current Consolidated Volume requirement. 
Additionally, the Exchange further believes that the proposed change is 
equitably allocated and not unfairly discriminatory because the credit 
applies uniformly to all members that qualify to receive such a credit.
    The Exchange believes that the reduction to the credit from $0.0011 
per share executed to $0.0006 per share executed for orders that access 
liquidity (excluding orders with Midpoint pegging and excluding orders 
that receive price improvement and execute against an order with 
Midpoint pegging) entered by a member that provides an average daily 
volume of at least 25,000, but less than 1 million, shares of liquidity 
during the month and the removal of the ``but less than 1 million'' 
shares cap parameter is reasonable because it reduces confusion as to 
when the rate applies since the next tier is tied to the percent of 
total Consolidated Volume. The elimination of the 1 million share cap 
removes a restriction that allows more members to qualify for this 
credit. Additionally, the Exchange further believes that the proposed 
change is equitably allocated and not unfairly discriminatory because 
the credit applies uniformly to all members that qualify to receive 
such a credit.
    The Exchange believes that the reduction to the credit from $0.0011 
per share executed to $0.0006 per share executed for BSTG, BSCN, BMOP, 
BTFY, BCRT, BDRK or BCST orders that access liquidity in the System 
(excluding orders with Midpoint pegging and excluding orders that 
receive price improvement and execute against an order with Midpoint 
pegging) is reasonable because the reduced credit aligns it more 
closely with the reduced charges BX is also putting in place through 
this filing. Additionally, the Exchange further believes that the 
proposed change is equitably allocated and not unfairly discriminatory 
because the credit applies uniformly to all members that qualify to 
receive such a credit.
    BX also believes that the reduction to the charges from $0.0014 per 
share executed to $0.0009 per share executed for displayed orders 
entered by a QMM (Tier 1) and the elimination of the $0.0017 per share 
executed charge for displayed orders entered by a QMM (Tier 2) are 
reasonable because the reduced charge and elimination of another charge 
align them more closely with the reduced credits BX is also putting in 
place through this filing. Also, since the behavior required to qualify 
to become a QMM (Tier 2) has not been met by firms recently, and in 
light of the lack of interest by firms in meeting these requirements, 
the Exchange proposes to eliminate it and the associated rate from the 
fee schedule. Additionally, the Exchange further believes that the 
proposed changes are equitably allocated and not unfairly 
discriminatory because the reduced QMM (Tier 1) charge and eliminated 
QMM (Tier 2) charge apply uniformly to all members that display an 
order entered by a QMM (Tier 1) or previously displayed and order 
entered by a QMM (Tier 2). The parenthetical with ``Tier 1'' following 
``Displayed order entered by a Qualified Market Maker'' also will be 
eliminated since there will no longer be a Tier 2 and the Exchange 
believes that this change clarifies and eliminates the potential for 
confusion to the benefit of market participants. The Exchange believes 
that this clarification will promote market participants' understanding 
of the rule and its administration.
    The Exchange believes that the reduction to the charge from 
$0.00165 per share executed to $0.0012 per share executed for a 
displayed order entered by a member that adds liquidity equal to or 
exceeding 0.25% of total Consolidated Volume during a month is 
reasonable because the reduced charge is designed to encourage 
additional posted liquidity that, in turn, will enable the Exchange to 
provide a more liquid marketplace and attract contra order flow. 
Additionally, the Exchange further believes that the proposed change is 
equitably allocated and not unfairly discriminatory because all members 
can add liquidity to BX and the more liquidity a member adds the lower 
the charge because the member is improving the quality of the market by 
providing this additional liquidity.
    BX believes that the reduction to the charge from $0.0018 per share 
executed to $0.0014 per share executed coupled with the change to the 
parameter that a member provide an average daily

[[Page 23316]]

volume of 2.5 million or more shares of liquidity during the month to a 
parameter that the member add liquidity equal to or exceeding 0.04% of 
total Consolidated Volume during a month is reasonable because the 
reduced charge is designed to encourage additional posted liquidity 
that, in turn, will increase the liquidity of the market and attract 
contra order flow. Also, the amended parameter switching to total 
Consolidated Volume will allow a member's target activity levels to 
adjust with overall market volumes making such targets easier to reach 
during low share volume months and more difficult to reach during 
higher share volume months. However, the percent of total Consolidated 
Volume requirement approximately represents a similar level of volume 
on average as the previous parameter did given the current Consolidated 
Volume requirement. Additionally, the Exchange further believes that 
the proposed change is equitably allocated and not unfairly 
discriminatory because all members can add liquidity to BX and the more 
liquidity a member adds the lower the charge because the member is 
improving the quality of the market by providing this additional 
liquidity.
    The Exchange believes that the reduction to the charge from $0.0005 
per share executed to $0.0002 per share executed coupled with a change 
to the requirement for an order with Midpoint pegging entered by a 
member that provides an average daily volume of 2 million or more 
shares of non-displayed liquidity during the month to the requirement 
that a member adds 0.03% of total Consolidated Volume of non-displayed 
liquidity is reasonable because the reduced charge is designed to 
encourage additional posted liquidity that, in turn, will enable the 
Exchange to increase liquidity posted at the midpoint and provide 
additional price improvement opportunity for contra orders. Also, the 
amended parameter switching to total Consolidated Volume will allow a 
member's target activity levels to adjust with overall market volumes 
making such targets easier to reach during low share volume months and 
more difficult to reach during higher share volume months. However, the 
percent of total Consolidated Volume requirement approximately 
represents a similar level of volume on average as the previous 
parameter did given the current Consolidated Volume requirement. 
Additionally, the Exchange further believes that the proposed change is 
equitably allocated and not unfairly discriminatory because all members 
can add liquidity to BX and the more liquidity a member adds the lower 
the charge because the member is improving the quality of the market by 
providing this additional liquidity.
    The Exchange believes that the reduction to the charge from $0.0009 
per share executed to $0.0004 per share executed coupled with a change 
to the requirement that for an order with Midpoint pegging entered by a 
member that provides an average daily volume of 1 million or more, but 
less than 2 million, shares of non-displayed liquidity to that a member 
adds 0.015% of total Consolidated Volume of non-displayed liquidity is 
reasonable because the reduced charge is designed to encourage 
additional posted liquidity that, in turn, will increase midpoint 
liquidity and increase the chance of incoming orders to receive price 
improvement and thereby attract contra order flow. Also, the amended 
parameter switching to total Consolidated Volume will allow a member's 
target activity levels to adjust with overall market volumes making 
such targets easier to reach during low share volume months and more 
difficult to reach during higher share volume months. However, the 
percent of total Consolidated Volume requirement approximately 
represents a similar level of volume on average as the previous 
parameter did given the current Consolidated Volume requirement. 
Additionally, the Exchange further believes that the proposed change is 
equitably allocated and not unfairly discriminatory because all members 
can add liquidity to BX and the more liquidity a member adds the lower 
the charge because the member is improving the quality of the market by 
providing this additional liquidity.
    BX also believes that the reduction to the charges from $0.0015 per 
share executed to $0.0010 per share executed for an order with Midpoint 
pegging entered by other member is reasonable because the reduced 
charge is designed to encourage additional posted liquidity that, in 
turn, will increase midpoint liquidity and increase the chance of 
incoming orders to receive price improvement and thereby attract contra 
order flow. Additionally, the Exchange further believes that the 
proposed change is equitably allocated and not unfairly discriminatory 
because all members can add liquidity to BX and the more liquidity a 
member adds the lower the charge because the member is improving the 
quality of the market by providing this additional liquidity.
    The Exchange believes that the reduction to the charges from 
$0.0019 per share executed to $0.0014 per share executed for a non-
displayed order (other than orders with Midpoint pegging) entered by a 
member that provides an average daily volume of 5 million or more 
shares of non-displayed liquidity coupled with a change to the 
requirement that the member provides an average daily volume of 5 
million or more shares of non-displayed liquidity to a requirement that 
a member adds 0.075% of total Consolidated Volume of non-displayed 
liquidity is reasonable because the reduced charge is designed to 
encourage additional posted liquidity that, in turn, will enable the 
Exchange to collect additional fees to provide rebates and thereby 
attract contra order flow. Also, the amended parameter switching to 
total Consolidated Volume will allow a member's target activity levels 
to adjust with overall market volumes making such targets easier to 
reach during low share volume months and more difficult to reach during 
higher share volume months. However, the percent of total Consolidated 
Volume requirement approximately represents a similar level of volume 
on average as the previous parameter did given the current Consolidated 
Volume requirement. Additionally, the Exchange further believes that 
the proposed change is equitably allocated and not unfairly 
discriminatory because all members can add liquidity to BX and the more 
liquidity a member adds the lower the charge because the member is 
improving the quality of the market by providing this additional 
liquidity.
    The Exchange also believes that the reduction to the charges from 
$0.0024 per share executed to $0.0019 per share executed for non-
displayed orders (other than orders with Midpoint pegging) entered by a 
member that provides an average daily volume of 3.5 million or more 
shares (but less than 5 million shares) of non-displayed liquidity 
coupled with a change to the requirement that the member adds 0.055% of 
total Consolidated Volume of non-displayed liquidity is reasonable 
because the reduced charge is designed to encourage additional posted 
liquidity that, in turn, will enable the Exchange to collect additional 
fees to provide rebates and thereby attract contra order flow. Also, 
the amended parameter switching to total Consolidated Volume will allow 
a member's target activity levels to adjust with overall market volumes 
making such targets easier to reach during low share volume months and 
more difficult to reach during higher share volume months. However, the 
percent of total Consolidated Volume requirement approximately 
represents a similar level of volume on average as the previous 
parameter did

[[Page 23317]]

given the current Consolidated Volume requirement. Additionally, the 
Exchange further believes that the proposed change is equitably 
allocated and not unfairly discriminatory because all members can add 
liquidity to BX and the more liquidity a member adds the lower the 
charge because the member is improving the quality of the market by 
providing this additional liquidity.
    The Exchange believes that the proposed change as to how a firm may 
become a QMM (Tier 1) by eliminating two of the ways to qualify as 
such, amending the third option to qualify as a QMM (Tier 1), and 
eliminating the QMM (Tier 2), are reasonable because the amending of 
the QMM program refines the incentive to BX member firms to enhance the 
quality of the market by providing meaningful improvement, to the 
benefit of all market participants. The Exchange also believes that the 
proposed amended criteria of the qualification standard to become a QMM 
(Tier 1) and the elimination of the QMM (Tier 2) qualification standard 
are reasonable and an equitable allocation because the proposed changes 
help to clearly define how a firm can become a QMM and eliminates 
requirements that firms were not reaching. Additionally, the Exchange 
believes that the proposed change further perfects the mechanism of a 
free and open market by refining and making more effective the means by 
which a member firm may qualify for this beneficial, market improving 
program. Accordingly, to the extent that the amended standard increases 
the number of member firms that qualify under the tier, market quality 
will increase. Also, the parenthetical with ``Tier 1'' following ``A 
Firm may become a Qualified Market Maker'' also will be eliminated 
since there will no longer be a Tier 2 and the Exchange believes that 
this change clarifies and eliminates the potential for confusion to the 
benefit of market participants. The Exchange believes that this 
clarification will promote market participants' understanding of the 
rule and its administration.
    The Exchange also believes that the reduction to the credit from 
$0.0005 per share executed to $0.0002 per share executed for a retail 
order that receives price improvement (when the accepted price of an 
order is different than the executed price of an order) \15\ and 
accesses non-Retail Price Improvement order with Midpoint pegging, as 
well as the reduction to the credit from $0.0017 per share executed to 
$0.0012 per share executed for a retail order that accesses other 
liquidity on the Exchange book, are reasonable because these reduced 
credits align them with the reduced charges collected from non-retail 
price improvement orders BX is also putting in place through this 
filing. The Exchange also believes that the proposed changes are 
equitably allocated and not unfairly discriminatory because the credit 
reductions apply uniformly to all members that previously had qualified 
to receive such a credit. Lastly, the Exchange believes that the 
correction of the non-substantive typographical error in Rule 7018(e) 
(changing ``that'' to ``than'') clarifies and eliminates the potential 
for confusion to the benefit of market participants. The Exchange 
believes that this clarification will promote market participants' 
understanding of the rule and its administration.
---------------------------------------------------------------------------

    \15\ As noted previously, the word ``that'' in the parenthetical 
has been changed to ``than'' to reflect the correction to a 
typographical error in the corresponding rule text.
---------------------------------------------------------------------------

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule changes will 
result in any burden on competition that is not necessary or 
appropriate in furtherance of the purposes of the Act, as amended.\16\ 
BX notes that it operates in a highly competitive market in which 
market participants can readily favor dozens of different competing 
exchanges and alternative trading systems if they deem fee levels at a 
particular venue to be excessive, or rebate opportunities available at 
other venues to be more favorable. In such an environment, BX must 
continually adjust its fees to remain competitive with other exchanges. 
Because competitors are free to modify their own fees in response, and 
because market participants may readily adjust their order routing 
practices, BX believes that the degree to which fee changes in this 
market may impose any burden on competition is extremely limited.
---------------------------------------------------------------------------

    \16\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------

    In this instance, the changes to fees and credits, as well as 
changes to membership and trading rights fees and the ERF, do not 
impose a burden on competition because the Exchange membership is 
optional and is the subject of competition from other exchanges. The 
reduced credits and charges are reflective of the intent to increase 
the order flow on the Exchange. For these reasons, the Exchange does 
not believe that any of the proposed changes will impair the ability of 
members or competing order execution venues to maintain their 
competitive standing in the financial markets. Moreover, because there 
are numerous competitive alternatives to the use of the Exchange, it is 
likely that BX will lose market share as a result of the changes if 
they are unattractive to market participants.
    Accordingly, BX does not believe that the proposed rule changes 
will impair the ability of members or competing order execution venues 
to maintain their competitive standing in the financial markets.

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

    No written comments were either solicited or received.

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

    The foregoing change has become effective pursuant to Section 
19(b)(3)(A) of the Act \17\ and paragraph (f) of Rule 19b-4 \18\ 
thereunder. At any time within 60 days of the filing of the proposed 
rule change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act.
---------------------------------------------------------------------------

    \17\ 15 U.S.C. 78s(b)(3)(A).
    \18\ 17 CFR 240.19b-4(f).
---------------------------------------------------------------------------

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-BX-2015-022 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-BX-2015-022. 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

[[Page 23318]]

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-BX-2015-022, and should be 
submitted on or before May 18, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\19\
---------------------------------------------------------------------------

    \19\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2015-09628 Filed 4-24-15; 8:45 am]
 BILLING CODE 8011-01-P



                                               23312                           Federal Register / Vol. 80, No. 80 / Monday, April 27, 2015 / Notices

                                                  A proposed rule change filed                         arguments concerning the foregoing,                   SECURITIES AND EXCHANGE
                                               pursuant to Rule 19b–4(f)(6) under the                  including whether the proposed rule                   COMMISSION
                                               Act 10 normally does not become                         change is consistent with the Act.
                                               operative for 30 days after the date of                 Comments may be submitted by any of                   [Release No. 34–74773; File No. SR–BX–
                                               the filing. However, pursuant to Rule                   the following methods:                                2015–022]
                                               19b–4(f)(6)(iii),11 the Commission may
                                               designate a shorter time if such action                 Electronic Comments                                   Self-Regulatory Organizations;
                                               is consistent with the protection of                      • Use the Commission’s Internet                     NASDAQ OMX BX, Inc.; Notice of Filing
                                               investors and the public interest. The                  comment form (http://www.sec.gov/                     and Immediate Effectiveness of a
                                               Exchange has asked the Commission to                    rules/sro.shtml); or                                  Proposed Rule Change To Amend
                                               waive the 30-day operative delay so that                                                                      Exchange Rules 7001, 7003 and 7018
                                                                                                         • Send an email to rule-comments@
                                               the proposal may become operative                       sec.gov. Please include File Number SR–               April 21, 2015.
                                               immediately upon filing. The                            NYSEArca–2015–31 on the subject line.                    Pursuant to Section 19(b)(1) of the
                                               Commission believes that waiving the
                                                                                                       Paper Comments                                        Securities Exchange Act of 1934
                                               30-day operative delay is consistent
                                                                                                                                                             (‘‘Act’’),1 and Rule 19b–4 thereunder,2
                                               with the protection of investors and the
                                                                                                          • Send paper comments in triplicate                notice is hereby given that on April 10,
                                               public interest. As represented by the
                                                                                                       to Brent J. Fields, Secretary, Securities             2015, NASDAQ OMX BX, Inc. (‘‘BX’’ or
                                               Exchange, excluding March 31, 2015
                                                                                                       and Exchange Commission, 100 F Street                 ‘‘Exchange’’) filed with the Securities
                                               from any CADV or ADV calculation
                                                                                                       NE., Washington, DC 20549–1090.                       and Exchange Commission (‘‘SEC’’ or
                                               described in the Equities Fee Schedule
                                                                                                          All submissions should refer to File               ‘‘Commission’’) the proposed rule
                                               would reasonably ensure that any
                                                                                                       Number SR–NYSEArca-2015–31. This                      change as described in Items I, II, and
                                               market participant on the Exchange
                                                                                                       file number should be included on the                 III below, which Items have been
                                               would not be negatively impacted by
                                                                                                       subject line if email is used. To help the            prepared by the Exchange. The
                                               the issues that occurred on March 31,
                                                                                                       Commission process and review your                    Commission is publishing this notice to
                                               2015 with respect to billing on the
                                                                                                       comments more efficiently, please use                 solicit comments on the proposed rule
                                               Exchange. Accordingly, waiving the 30-
                                                                                                       only one method. The Commission will                  change from interested persons.
                                               day operative delay would eliminate the
                                               potential for confusion among ETP                       post all comments on the Commission’s                 I. Self-Regulatory Organization’s
                                               Holders and the public regarding how                    Internet Web site (http://www.sec.gov/                Statement of the Terms of Substance of
                                               the Exchange will calculate volume,                     rules/sro.shtml). Copies of the                       the Proposed Rule Change
                                               liquidity, and quoting thresholds related               submission, all subsequent
                                                                                                       amendments, all written statements                       The Exchange proposes to amend BX
                                               to billing for activity on the Exchange                                                                       Rule 7001 trading rights fees and to no
                                               during March 2015 and, more                             with respect to the proposed rule
                                                                                                       change that are filed with the                        longer waive certain membership and
                                               specifically, on March 31, 2015, and                                                                          trading rights fees for BX members
                                               permit the Exchange to determine                        Commission, and all written
                                                                                                       communications relating to the                        seeking to participate solely in the BX
                                               transaction fees and credits for ETP                                                                          Options Market, to eliminate the
                                               Holders in a timely manner after the end                proposed rule change between the
                                                                                                       Commission and any person, other than                 Equities Regulatory Fee in BX Rule
                                               of the billing month of March 2015.                                                                           7003, as well as to amend the fee
                                               Therefore, the Commission hereby                        those that may be withheld from the
                                                                                                       public in accordance with the                         schedule under Exchange Rule 7018 and
                                               designates the proposed rule change                                                                           to correct a typographical error in the
                                               operative upon filing.12                                provisions of 5 U.S.C. 552, will be
                                                                                                       available for Web site viewing and                    rule.
                                                  At any time within 60 days of the                                                                             The text of the proposed rule change
                                               filing of the proposed rule change, the                 printing in the Commission’s Public
                                                                                                       Reference Room, 100 F Street NE.,                     is also available on the Exchange’s Web
                                               Commission summarily may                                                                                      site at http://
                                               temporarily suspend such rule change if                 Washington, DC 20549 on official
                                                                                                       business days between the hours of                    nasdaqomxbx.cchwallstreet.com, at the
                                               it appears to the Commission that such                                                                        principal office of the Exchange, and at
                                               action is necessary or appropriate in the               10:00 a.m. and 3:00 p.m. Copies of such
                                                                                                       filing also will be available for                     the Commission’s Public Reference
                                               public interest, for the protection of                                                                        Room.
                                               investors, or otherwise in furtherance of               inspection and copying at the principal
                                               the purposes of the Act. If the                         office of the Exchange. All comments                  II. Self-Regulatory Organization’s
                                               Commission takes such action, the                       received will be posted without change;               Statement of the Purpose of, and
                                               Commission shall institute proceedings                  the Commission does not edit personal                 Statutory Basis for, the Proposed Rule
                                               under Section 19(b)(2)(B) of the Act 13 to              identifying information from                          Change
                                               determine whether the proposed rule                     submissions. You should submit only
                                                                                                       information that you wish to make                       In its filing with the Commission, the
                                               should be approved or disapproved.                                                                            Exchange included statements
                                                                                                       available publicly. All submissions
                                               IV. Solicitation of Comments                            should refer to File Number SR–                       concerning the purpose of and basis for
                                                                                                       NYSEArca–2015–31, and should be                       the proposed rule change and discussed
                                                 Interested persons are invited to
                                                                                                       submitted on or before May 18, 2015.                  any comments it received on the
                                               submit written data, views, and
                                                                                                                                                             proposed rule change. The text of these
                                                                                                          For the Commission, by the Division of             statements may be examined at the
                                               change, at least five business days prior to the date   Trading and Markets, pursuant to delegated            places specified in Item IV below. The
Rmajette on DSK2VPTVN1PROD with NOTICES




                                               of filing of the proposed rule change, or such          authority.14
                                               shorter time as designated by the Commission.                                                                 Exchange has prepared summaries, set
                                                 10 17 CFR 240.19b–4(f)(6).                            Jill M. Peterson,                                     forth in sections A, B, and C below, of
                                                 11 17 CFR 240.19b–4(f)(6)(iii).                       Assistant Secretary.                                  the most significant aspects of such
                                                 12 For purposes only of waiving the 30-day
                                                                                                       [FR Doc. 2015–09627 Filed 4–24–15; 8:45 am]           statements.
                                               operative delay, the Commission has considered the
                                                                                                       BILLING CODE 8011–01–P
                                               proposed rule’s impact on efficiency, competition,
                                               and capital formation. See 15 U.S.C. 78c(f).                                                                    1 15   U.S.C. 78s(b)(1).
                                                 13 15 U.S.C. 78s(b)(2)(B).                              14 17   CFR 200.30–3(a)(12).                          2 17   CFR 240.19b–4.



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                                                                              Federal Register / Vol. 80, No. 80 / Monday, April 27, 2015 / Notices                                            23313

                                               A. Self-Regulatory Organization’s                       remove liquidity, the credit is being                  (excluding orders with Midpoint
                                               Statement of the Purpose of, and                        reduced from $0.0005 per share                         pegging and excluding orders that
                                               Statutory Basis for, the Proposed Rule                  executed to $0.0000 per share executed.                receive price improvement and execute
                                               Change                                                     For orders that access liquidity                    against an order with Midpoint pegging)
                                                                                                       (excluding orders with Midpoint                        from $0.0011 per share executed to
                                               1. Purpose                                              pegging and excluding orders that                      $0.0006 per share executed.
                                                  The Exchange is proposing to amend                   receive price improvement and execute                     The Exchange next proposes to reduce
                                               the trading rights fee 3 and to no longer               against an order with Midpoint pegging)                the charges for providing liquidity
                                               waive certain membership and trading                    entered by a member that accesses                      through the System as well.
                                               rights fees for BX members seeking to                   liquidity equal to or exceeding 0.1% of                Specifically, the charge for displayed
                                               participate solely in the BX Options                    total Consolidated Volume 5 during a                   orders entered by a Qualified Market
                                               Market in BX Rule 7001(a), to eliminate                 month the credit is being reduced from                 Maker (‘‘QMM’’) (Tier 1) will be
                                               the Equities Regulatory Fee in BX Rule                  $0.0015 per share executed to $0.0010                  reduced from $0.0014 per share
                                               7003(b), as well as to amend the fee                    per share executed.                                    executed to $0.0009 per share executed
                                               schedule under Exchange Rule 7018.                         For an order that accesses liquidity                and the charge for displayed orders
                                                  Specifically, the Exchange proposes to               (excluding orders with Midpoint                        entered by a QMM (Tier 2) will be
                                               amend BX Rule 7001(a) to increase the                   pegging and excluding orders that                      eliminated, therefore, the parenthetical
                                               trading rights fee each Exchange                        receive price improvement and execute                  with ‘‘Tier 1’’ following ‘‘Displayed
                                               member is assessed from $500 per                        against an order with Midpoint pegging)                order entered by a Qualified Market
                                               month to $1,000 per month.                              entered by a member with a daily                       Maker’’ will be eliminated as well since
                                               Additionally, the Exchange will no                      average volume of liquidity provided in                there will no longer be a Tier 2. For a
                                               longer waive the membership fee and                     all securities during the month of 1                   displayed order entered by a member
                                               the trading rights fee for BX members                   million or more shares, the Exchange                   that adds liquidity equal to or exceeding
                                               who solely conduct an options business.                 proposes to change the parameter that                  0.25% of total Consolidated Volume
                                               These fee changes and elimination of fee                the daily average volume of liquidity                  during a month the charge will be
                                               waivers reflect that this market is now                 provided in all securities during the                  reduced from $0.00165 per share
                                               better established and BX no longer                     month of 1 million or more shares                      executed to $0.0012 per share executed.
                                               needs to rely on such waivers to attract                entered by a member to a parameter                        BX next proposes to reduce the charge
                                               market participants.                                    whereby a member must instead add                      for a displayed order entered by a
                                                  The Exchange also proposes to                        0.015% of total Consolidated Volume                    member that provides an average daily
                                               eliminate the Equities Regulatory Fee                   during a month. Additionally, the credit               volume of 2.5 million or more shares of
                                               (‘‘ERF’’) set forth in BX Rule 7003(b).                 will be reduced from $0.0013 per share                 liquidity during the month from $0.0018
                                               The ERF is a tier-based fee assessed                    executed to $0.0008 per share executed.                per share executed to $0.0014 per share
                                               annually at the beginning of the                           The Exchange proposes to reduce the                 executed, but will change the parameter
                                               calendar year that covers, in part, the                 credit for orders that access liquidity                that a member provide an average daily
                                               regulatory costs of the Exchange. The                   (excluding orders with Midpoint                        volume of 2.5 million or more shares of
                                               ERF uses a member firm’s historical                     pegging and excluding orders that                      liquidity during the month to the
                                               average daily orders entered on the                     receive price improvement and execute                  parameter that the member must add
                                               Exchange over the prior calendar year as                against an order with Midpoint pegging)                liquidity equal to or exceeding 0.04% of
                                               a measure of the member’s expected                      entered by a member that provides an                   total Consolidated Volume during a
                                               current year’s Exchange activity. The                   average daily volume of at least 25,000,               month.
                                               purpose of the ERF is to more closely                   but less than 1 million, shares of                        The Exchange proposes to reduce the
                                               allocate the regulatory expenses                        liquidity during the month from $0.0011                charge for an order with Midpoint
                                               incurred by the Exchange to the member                  per share executed to $0.0006 per share                pegging entered by a member that
                                               firms responsible for those expenses.                   executed. The Exchange also proposes                   provides an average daily volume of 2
                                               The Exchange now proposes to                            to also remove the ‘‘but less than 1                   million or more shares of non-displayed
                                               eliminate this fee because the Exchange                 million’’ shares cap parameter.                        liquidity during the month from $0.0005
                                               believes it is no longer necessary to                      BX proposes to reduce the credit for                per share executed to $0.0002 per share
                                               cover regulatory costs based on historic                BSTG,6 BSCN,7 BMOP,8 BTFY,9                            executed, but will replace the parameter
                                               volume.4                                                BCRT,10 BDRK 11 or BCST 12 orders that                 that a member provide an average daily
                                                  The Exchange is proposing to amend                   access liquidity in the System                         volume of 2 million or more shares of
                                               BX Rule 7018(a) to decrease the credits                                                                        non-displayed liquidity during the
                                               and charges for orders that access or                      5 Consolidated Volume is defined as the total       month with the parameter that a
                                               provide liquidity in the NASDAQ OMX                     consolidated volume reported to all consolidated       member must add 0.03% of total
                                               BX Equities System (the ‘‘System’’).                    transaction reporting plans by all exchanges and
                                                                                                       trade reporting facilities during a month in equity
                                                                                                                                                              Consolidated Volume of non-displayed
                                                  Specifically, both for orders that                   securities, excluding executed orders with a size of   liquidity.
                                               receive price improvement and execute                   less than one round lot. For purposes of calculating      BX also proposes to reduce the charge
                                               against an order with Midpoint pegging                  Consolidated Volume and the extent of a member’s       for an order with Midpoint pegging
                                               and those with Midpoint pegging that                    trading activity, expressed as a percentage of or      entered by a member that provides an
                                                                                                       ratio to Consolidated Volume, the date of the
                                                                                                       annual reconstitution of the Russell Investments       average daily volume of 1 million or
                                                 3 The Trading Rights Fee is assessed on all
                                                                                                       Indexes shall be excluded from both total              more, but less than 2 million, shares of
                                               persons that are Exchange members as of a date          Consolidated Volume and the member’s trading           non-displayed liquidity from $0.0009
Rmajette on DSK2VPTVN1PROD with NOTICES




                                               determined by the Exchange in each month. This          activitiy. See Rule 7018(a).
                                               fee is not refundable in the event that a person           6 See BX Rule 4758(a)(1)(A)(iii).
                                                                                                                                                              per share executed to $0.0004 per share
                                               ceases to be an Exchange member following the              7 See BX Rule 4758(a)(1)(A)(iv).
                                                                                                                                                              executed, but will replace the parameter
                                               date on which the fee is assessed. See Rule 7001.          8 See BX Rule 4758(a)(1)(A)(vi).                    that the member provides an average
                                                 4 Despite eliminating the ERF, the Exchange
                                                                                                          9 See BX Rule 4758(a)(1)(A)(v).                     daily volume of 1 million or more, but
                                               represents that it will continue to have adequate
                                               resources to fund its regulatory program and to
                                                                                                          10 See BX Rule 4758(a)(1)(A)(vii).                  less than 2 million, shares of non-
                                               fulfill its responsibilities as a self-regulatory          11 See BX Rule 4758(a)(1)(A)(viii).                 displayed liquidity with the parameter
                                               organization.                                              12 See BX Rule 4758(a)(1)(A)(ix).                   that a member must add 0.015% of total


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                                               23314                          Federal Register / Vol. 80, No. 80 / Monday, April 27, 2015 / Notices

                                               Consolidated Volume of non-displayed                    System MPIDs that represent more than                 provisions of Section 6 of the Act,13 in
                                               liquidity.                                              0.30% and 0.45%, respectively, of                     general, and with Sections 6(b)(4) and
                                                  The Exchange proposes to also reduce                 Consolidated Volume during the month.                 6(b)(5) of the Act,14 in particular, in that
                                               the charge for an order with Midpoint                   For a member qualifying under this                    it provides for the equitable allocation
                                               pegging entered by other member from                    method, the member must have at least                 of reasonable dues, fees and other
                                               0.0015 per share executed to 0.0010 per                 one Qualified MPID, that is, an MPID                  charges among members and issuers and
                                               share executed.                                         through which, for at least 400                       other persons using any facility or
                                                  The Exchange proposes to reduce the                  securities, the QMM quotes at the NBBO                system which the Exchange operates or
                                               charge for non-displayed orders (other                  an average of at least 25% of the time                controls, and is designed to prevent
                                               than orders with Midpoint pegging)                      during regular market hours (9:30 a.m.                fraudulent and manipulative acts and
                                               entered by a member that provides an                    through 4:00 p.m.) during the month.                  practices, to promote just and equitable
                                               average daily volume of 5 million or                                                                          principles of trade, to foster cooperation
                                                                                                          The third option remains, but is being
                                               more shares of non-displayed liquidity                                                                        and coordination with persons engaged
                                                                                                       amended. Currently, this option states
                                               from $0.0019 per share executed to                                                                            in regulating, clearing, settling,
                                               $0.0014 per share executed, but will                    that a firm may become a QMM (Tier 1)
                                                                                                       by being a member with (i) shares of                  processing information with respect to,
                                               replace the parameter that the member                                                                         and facilitating transactions in
                                               provides an average daily volume of 5                   liquidity provided and (ii) total shares
                                                                                                       of liquidity accessed and provided in all             securities, to remove impediments to
                                               million or more shares of non-displayed                                                                       and perfect the mechanism of a free and
                                               liquidity with the parameter that a                     securities through one or more of its
                                                                                                                                                             open market and a national market
                                               member must add 0.075% of total                         System MPIDs that represent more than
                                                                                                                                                             system, and, in general, to protect
                                               Consolidated Volume of non-displayed                    0.20% and 0.30%, respectively, of
                                                                                                                                                             investors and the public interest; and
                                               liquidity.                                              Consolidated Volume during the month.
                                                                                                                                                             are not designed to permit unfair
                                                  The Exchange also proposes to reduce                 For a member qualifying under this
                                                                                                                                                             discrimination between customers,
                                               the charge for non-displayed orders                     method, the member must have at least
                                                                                                                                                             issuers, brokers, or dealers.
                                               (other than orders with Midpoint                        one Qualified MPID, that is, an MPID                     The Exchange believes that the
                                               pegging) entered by a member that                       through which, for at least 200                       proposed change to amend BX Rule
                                               provides an average daily volume of 3.5                 securities, the Qualified Market Maker                7001(a) to increase the trading rights fee
                                               million or more shares (but less than 5                 quotes at the NBBO an average of at                   each Exchange member is assessed from
                                               million shares) of non-displayed                        least 50% of the time during regular                  $500 per month to $1,000 per month is
                                               liquidity from $0.0024 per share                        market hours (9:30 a.m. through 4:00                  reasonable because the Exchange desires
                                               executed to $0.0019 per share executed,                 p.m.) during the month. The member                    to continue to cover the ongoing costs
                                               but will replace the parameter that the                 must also provide an average daily                    of operating the platform for the benefit
                                               member provides an average daily                        volume of 1.5M shares or more using                   of its members. BX also believes that the
                                               volume of 3.5 million or more shares                    orders with midpoint pegging during                   proposed change is consistent with an
                                               (but less than 5 million shares) of non-                the month. BX proposes to amend the                   equitable allocation of fees and is not
                                               displayed liquidity with the parameter                  beginning of this requirement to say that             unfairly discriminatory because it
                                               that a member must add 0.055% of total                  a firm qualifies by being a member that               affects all members equally in the same
                                               Consolidated Volume of non-displayed                    provides through one or more of its                   way.
                                               liquidity.                                              System MPIDs more than 0.30% of                          The Exchange believes that the
                                                  BX also proposes to amend how a                      Consolidated Volume during the month                  proposed change to eliminate the waiver
                                               firm may become a QMM (Tier 1), in                      (the rest of the requirement remains                  of the membership fee and the trading
                                               part, by eliminating two of these ways.                 unchanged).                                           rights fee for BX members who solely
                                               Also, and as a result, the parenthetical                   BX proposes to eliminate QMM (Tier                 conduct an options business is
                                               with ‘‘Tier 1’’ following ‘‘A Firm may                  2) altogether.                                        reasonable because the Exchange no
                                               become a Qualified Market Maker’’ will                                                                        longer believes it is necessary to waive
                                               be eliminated since there will no longer                   Finally, the Exchange proposes to
                                                                                                       reduce certain credits for retail orders in           these fees to attract market participants
                                               be a Tier 2 as previously stated. The first                                                                   to the BX Options Market since this
                                               option eliminated is by being a member                  BX Rule 7018(e). Specifically, BX
                                                                                                       proposes to reduce the credit from                    market is now better established and BX
                                               with (i) shares of liquidity provided and                                                                     no longer needs to rely on such waivers
                                               (ii) total shares of liquidity accessed and             $0.0005 per share executed to $0.0002
                                                                                                       per share executed for a retail order that            to attract market participants. The
                                               provided in all securities through one or                                                                     Exchange believes that the proposed
                                               more of its System market maker                         receives price improvement (when the
                                                                                                       accepted price of an order is different               changes are equitable and not unfairly
                                               participant identifier (‘‘MPIDs’’) that                                                                       discriminatory because the elimination
                                               represent more than 0.40% and 0.50%,                    than the executed price of an order) and
                                                                                                       accesses a non-Retail Price                           of the membership fee and trading rights
                                               respectively, of Consolidated Volume.                                                                         fee waivers will uniformly apply to BX
                                               For a member qualifying under this                      Improvement order with Midpoint
                                                                                                       pegging. Also, ‘‘that’’ in the                        Options Participants that transact
                                               method, the member must have at least                                                                         business solely on the BX Options
                                               one Qualified MPID, that is, an MPID                    parenthetical above has been changed to
                                                                                                       ‘‘than’’ to reflect the correction to a               Market.
                                               through which, for at least 150                                                                                  The Exchange believes that the
                                               securities, the QMM quotes at the                       typographical error in the corresponding
                                                                                                                                                             proposed change to eliminate the ERF
                                               national best bid or offer (‘‘NBBO’’) an                rule text. Lastly, the Exchange proposes
                                                                                                                                                             set forth in BX Rule 7003(b) is
                                               average of at least 25% of the time                     to reduce the credit from $0.0017 per
                                                                                                                                                             reasonable because it is no longer
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                                               during regular market hours (9:30 a.m.                  share executed to $0.0012 per share
                                                                                                                                                             necessary to cover regulatory costs
                                               through 4:00 p.m.) during the month.                    executed for a retail order that accesses
                                                                                                                                                             based on historic volume plus not all
                                               The second option eliminated is by                      other liquidity on the Exchange book.
                                                                                                                                                             members pay this fee. The Exchange
                                               being a member with (i) shares of                       2. Statutory Basis                                    believes that the proposed change is
                                               liquidity provided and (ii) total shares
                                               of liquidity accessed and provided in all                 BX believes that the proposed rule                    13 15   U.S.C. 78f.
                                               securities through one or more of its                   changes are consistent with the                         14 15   U.S.C. 78f(b)(4) and (5).



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                                                                              Federal Register / Vol. 80, No. 80 / Monday, April 27, 2015 / Notices                                            23315

                                               equitable and not unfairly                              member that [sic] must add 0.015% of                  the credit applies uniformly to all
                                               discriminatory because the elimination                  total Consolidated Volume during a                    members that qualify to receive such a
                                               of the ERF applies uniformly and it                     month is reasonable because the                       credit.
                                               affects similarly situated members in the               reduced credit aligns it more closely                    BX also believes that the reduction to
                                               same way.                                               with the reduced charges BX is also                   the charges from $0.0014 per share
                                                  The proposed reduction to the credits                putting in place through this filing.                 executed to $0.0009 per share executed
                                               and charges in the fee schedule under                   Also, the amended parameter switching                 for displayed orders entered by a QMM
                                               Exchange Rule 7018 are reflective of                    to total Consolidated Volume will allow               (Tier 1) and the elimination of the
                                               BX’s ongoing efforts to use pricing                     a member’s target activity levels to                  $0.0017 per share executed charge for
                                               incentive programs to attract order flow                adjust with overall market volumes                    displayed orders entered by a QMM
                                               to BX and improve market quality. The                   making such targets easier to reach                   (Tier 2) are reasonable because the
                                               goal of these pricing incentives is to                  during low share volume months and                    reduced charge and elimination of
                                               provide meaningful incentives for                       more difficult to reach during higher                 another charge align them more closely
                                               members to increase their participation                 share volume months. However, the                     with the reduced credits BX is also
                                               on BX. Specifically, the Exchange                       percent of total Consolidated Volume                  putting in place through this filing.
                                               believes that the reduction to the credits              requirement approximately represents a                Also, since the behavior required to
                                               from $0.0005 per share executed to                      similar level of volume on average as                 qualify to become a QMM (Tier 2) has
                                               $0.0000 per share executed for both                     the previous parameter did given the                  not been met by firms recently, and in
                                               orders that receive price improvement                   current Consolidated Volume                           light of the lack of interest by firms in
                                               and execute either against an order with                requirement. Additionally, the                        meeting these requirements, the
                                               Midpoint pegging or those with                          Exchange further believes that the                    Exchange proposes to eliminate it and
                                               Midpoint pegging that remove liquidity,                 proposed change is equitably allocated                the associated rate from the fee
                                               are reasonable because these reduced                    and not unfairly discriminatory because               schedule. Additionally, the Exchange
                                               credits are aligned with the reduced                    the credit applies uniformly to all                   further believes that the proposed
                                               charges BX is also putting in place                     members that qualify to receive such a                changes are equitably allocated and not
                                               through this filing. The Exchange also                  credit.                                               unfairly discriminatory because the
                                               believes that the proposed changes are                     The Exchange believes that the                     reduced QMM (Tier 1) charge and
                                               equitably allocated and not unfairly                    reduction to the credit from $0.0011 per              eliminated QMM (Tier 2) charge apply
                                               discriminatory because the credit                       share executed to $0.0006 per share                   uniformly to all members that display
                                               reductions apply uniformly to all                       executed for orders that access liquidity             an order entered by a QMM (Tier 1) or
                                               members that previously had qualified                   (excluding orders with Midpoint                       previously displayed and order entered
                                               to receive such a credit.                               pegging and excluding orders that                     by a QMM (Tier 2). The parenthetical
                                                  The Exchange believes that the                       receive price improvement and execute                 with ‘‘Tier 1’’ following ‘‘Displayed
                                               reduction to the credit from $0.0015 per                against an order with Midpoint pegging)               order entered by a Qualified Market
                                               share executed to $0.0010 per share                     entered by a member that provides an                  Maker’’ also will be eliminated since
                                               executed for orders that accesses                       average daily volume of at least 25,000,              there will no longer be a Tier 2 and the
                                               liquidity (excluding orders with                        but less than 1 million, shares of                    Exchange believes that this change
                                               Midpoint pegging and excluding orders                   liquidity during the month and the                    clarifies and eliminates the potential for
                                               that receive price improvement and                      removal of the ‘‘but less than 1 million’’            confusion to the benefit of market
                                               execute against an order with Midpoint                  shares cap parameter is reasonable                    participants. The Exchange believes that
                                               pegging) entered by a member that                       because it reduces confusion as to when               this clarification will promote market
                                               accesses liquidity equal to or exceeding                the rate applies since the next tier is tied          participants’ understanding of the rule
                                               0.1% of total Consolidated Volume                       to the percent of total Consolidated                  and its administration.
                                               during a month is reasonable because                    Volume. The elimination of the 1                         The Exchange believes that the
                                               the reduced credit aligns it more closely               million share cap removes a restriction               reduction to the charge from $0.00165
                                               with the reduced charges BX is also                     that allows more members to qualify for               per share executed to $0.0012 per share
                                               putting in place through this filing. The               this credit. Additionally, the Exchange               executed for a displayed order entered
                                               Exchange also believes that the                         further believes that the proposed                    by a member that adds liquidity equal
                                               proposed change is equitably allocated                  change is equitably allocated and not                 to or exceeding 0.25% of total
                                               and not unfairly discriminatory because                 unfairly discriminatory because the                   Consolidated Volume during a month is
                                               the credit reduction applies uniformly                  credit applies uniformly to all members               reasonable because the reduced charge
                                               to all members that qualify to receive                  that qualify to receive such a credit.                is designed to encourage additional
                                               such a credit.                                             The Exchange believes that the                     posted liquidity that, in turn, will
                                                  The Exchange believes that the                       reduction to the credit from $0.0011 per              enable the Exchange to provide a more
                                               reduction to the credit from $0.0013 per                share executed to $0.0006 per share                   liquid marketplace and attract contra
                                               share executed to $0.0008 per share                     executed for BSTG, BSCN, BMOP,                        order flow. Additionally, the Exchange
                                               executed for an order that accesses                     BTFY, BCRT, BDRK or BCST orders that                  further believes that the proposed
                                               liquidity (excluding orders with                        access liquidity in the System                        change is equitably allocated and not
                                               Midpoint pegging and excluding orders                   (excluding orders with Midpoint                       unfairly discriminatory because all
                                               that receive price improvement and                      pegging and excluding orders that                     members can add liquidity to BX and
                                               execute against an order with Midpoint                  receive price improvement and execute                 the more liquidity a member adds the
                                               pegging) entered by a member with a                     against an order with Midpoint pegging)               lower the charge because the member is
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                                               daily average volume of liquidity                       is reasonable because the reduced credit              improving the quality of the market by
                                               provided in all securities during the                   aligns it more closely with the reduced               providing this additional liquidity.
                                               month of 1 million or more shares, and                  charges BX is also putting in place                      BX believes that the reduction to the
                                               the change to the daily average volume                  through this filing. Additionally, the                charge from $0.0018 per share executed
                                               of liquidity provided in all securities                 Exchange further believes that the                    to $0.0014 per share executed coupled
                                               during the month of 1 million or more                   proposed change is equitably allocated                with the change to the parameter that a
                                               shares parameter, to a parameter that the               and not unfairly discriminatory because               member provide an average daily


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                                               23316                          Federal Register / Vol. 80, No. 80 / Monday, April 27, 2015 / Notices

                                               volume of 2.5 million or more shares of                 the more liquidity a member adds the                  (other than orders with Midpoint
                                               liquidity during the month to a                         lower the charge because the member is                pegging) entered by a member that
                                               parameter that the member add liquidity                 improving the quality of the market by                provides an average daily volume of 5
                                               equal to or exceeding 0.04% of total                    providing this additional liquidity.                  million or more shares of non-displayed
                                               Consolidated Volume during a month is                      The Exchange believes that the                     liquidity coupled with a change to the
                                               reasonable because the reduced charge                   reduction to the charge from $0.0009                  requirement that the member provides
                                               is designed to encourage additional                     per share executed to $0.0004 per share               an average daily volume of 5 million or
                                               posted liquidity that, in turn, will                    executed coupled with a change to the                 more shares of non-displayed liquidity
                                               increase the liquidity of the market and                requirement that for an order with                    to a requirement that a member adds
                                               attract contra order flow. Also, the                    Midpoint pegging entered by a member                  0.075% of total Consolidated Volume of
                                               amended parameter switching to total                    that provides an average daily volume of              non-displayed liquidity is reasonable
                                               Consolidated Volume will allow a                        1 million or more, but less than 2                    because the reduced charge is designed
                                               member’s target activity levels to adjust               million, shares of non-displayed                      to encourage additional posted liquidity
                                               with overall market volumes making                      liquidity to that a member adds 0.015%                that, in turn, will enable the Exchange
                                               such targets easier to reach during low                 of total Consolidated Volume of non-                  to collect additional fees to provide
                                               share volume months and more difficult                  displayed liquidity is reasonable                     rebates and thereby attract contra order
                                               to reach during higher share volume                     because the reduced charge is designed                flow. Also, the amended parameter
                                               months. However, the percent of total                   to encourage additional posted liquidity              switching to total Consolidated Volume
                                               Consolidated Volume requirement                         that, in turn, will increase midpoint                 will allow a member’s target activity
                                               approximately represents a similar level                liquidity and increase the chance of                  levels to adjust with overall market
                                               of volume on average as the previous                    incoming orders to receive price                      volumes making such targets easier to
                                               parameter did given the current                         improvement and thereby attract contra                reach during low share volume months
                                               Consolidated Volume requirement.                        order flow. Also, the amended                         and more difficult to reach during
                                               Additionally, the Exchange further                      parameter switching to total                          higher share volume months. However,
                                               believes that the proposed change is                    Consolidated Volume will allow a                      the percent of total Consolidated
                                               equitably allocated and not unfairly                    member’s target activity levels to adjust             Volume requirement approximately
                                               discriminatory because all members can                  with overall market volumes making                    represents a similar level of volume on
                                               add liquidity to BX and the more                        such targets easier to reach during low               average as the previous parameter did
                                               liquidity a member adds the lower the                   share volume months and more difficult                given the current Consolidated Volume
                                               charge because the member is                            to reach during higher share volume                   requirement. Additionally, the
                                               improving the quality of the market by                  months. However, the percent of total                 Exchange further believes that the
                                               providing this additional liquidity.                    Consolidated Volume requirement                       proposed change is equitably allocated
                                                                                                       approximately represents a similar level              and not unfairly discriminatory because
                                                  The Exchange believes that the                       of volume on average as the previous
                                               reduction to the charge from $0.0005                                                                          all members can add liquidity to BX and
                                                                                                       parameter did given the current                       the more liquidity a member adds the
                                               per share executed to $0.0002 per share                 Consolidated Volume requirement.
                                               executed coupled with a change to the                                                                         lower the charge because the member is
                                                                                                       Additionally, the Exchange further                    improving the quality of the market by
                                               requirement for an order with Midpoint                  believes that the proposed change is
                                               pegging entered by a member that                                                                              providing this additional liquidity.
                                                                                                       equitably allocated and not unfairly
                                               provides an average daily volume of 2                   discriminatory because all members can                   The Exchange also believes that the
                                               million or more shares of non-displayed                 add liquidity to BX and the more                      reduction to the charges from $0.0024
                                               liquidity during the month to the                       liquidity a member adds the lower the                 per share executed to $0.0019 per share
                                               requirement that a member adds 0.03%                    charge because the member is                          executed for non-displayed orders
                                               of total Consolidated Volume of non-                    improving the quality of the market by                (other than orders with Midpoint
                                               displayed liquidity is reasonable                       providing this additional liquidity.                  pegging) entered by a member that
                                               because the reduced charge is designed                     BX also believes that the reduction to             provides an average daily volume of 3.5
                                               to encourage additional posted liquidity                the charges from $0.0015 per share                    million or more shares (but less than 5
                                               that, in turn, will enable the Exchange                 executed to $0.0010 per share executed                million shares) of non-displayed
                                               to increase liquidity posted at the                     for an order with Midpoint pegging                    liquidity coupled with a change to the
                                               midpoint and provide additional price                   entered by other member is reasonable                 requirement that the member adds
                                               improvement opportunity for contra                      because the reduced charge is designed                0.055% of total Consolidated Volume of
                                               orders. Also, the amended parameter                     to encourage additional posted liquidity              non-displayed liquidity is reasonable
                                               switching to total Consolidated Volume                  that, in turn, will increase midpoint                 because the reduced charge is designed
                                               will allow a member’s target activity                   liquidity and increase the chance of                  to encourage additional posted liquidity
                                               levels to adjust with overall market                    incoming orders to receive price                      that, in turn, will enable the Exchange
                                               volumes making such targets easier to                   improvement and thereby attract contra                to collect additional fees to provide
                                               reach during low share volume months                    order flow. Additionally, the Exchange                rebates and thereby attract contra order
                                               and more difficult to reach during                      further believes that the proposed                    flow. Also, the amended parameter
                                               higher share volume months. However,                    change is equitably allocated and not                 switching to total Consolidated Volume
                                               the percent of total Consolidated                       unfairly discriminatory because all                   will allow a member’s target activity
                                               Volume requirement approximately                        members can add liquidity to BX and                   levels to adjust with overall market
                                               represents a similar level of volume on                 the more liquidity a member adds the                  volumes making such targets easier to
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                                               average as the previous parameter did                   lower the charge because the member is                reach during low share volume months
                                               given the current Consolidated Volume                   improving the quality of the market by                and more difficult to reach during
                                               requirement. Additionally, the                          providing this additional liquidity.                  higher share volume months. However,
                                               Exchange further believes that the                         The Exchange believes that the                     the percent of total Consolidated
                                               proposed change is equitably allocated                  reduction to the charges from $0.0019                 Volume requirement approximately
                                               and not unfairly discriminatory because                 per share executed to $0.0014 per share               represents a similar level of volume on
                                               all members can add liquidity to BX and                 executed for a non-displayed order                    average as the previous parameter did


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                                                                               Federal Register / Vol. 80, No. 80 / Monday, April 27, 2015 / Notices                                            23317

                                               given the current Consolidated Volume                   the reduction to the credit from $0.0017               venues to maintain their competitive
                                               requirement. Additionally, the                          per share executed to $0.0012 per share                standing in the financial markets.
                                               Exchange further believes that the                      executed for a retail order that accesses              Moreover, because there are numerous
                                               proposed change is equitably allocated                  other liquidity on the Exchange book,                  competitive alternatives to the use of the
                                               and not unfairly discriminatory because                 are reasonable because these reduced                   Exchange, it is likely that BX will lose
                                               all members can add liquidity to BX and                 credits align them with the reduced                    market share as a result of the changes
                                               the more liquidity a member adds the                    charges collected from non-retail price                if they are unattractive to market
                                               lower the charge because the member is                  improvement orders BX is also putting                  participants.
                                               improving the quality of the market by                  in place through this filing. The                         Accordingly, BX does not believe that
                                               providing this additional liquidity.                    Exchange also believes that the                        the proposed rule changes will impair
                                                  The Exchange believes that the                       proposed changes are equitably                         the ability of members or competing
                                               proposed change as to how a firm may                    allocated and not unfairly                             order execution venues to maintain
                                               become a QMM (Tier 1) by eliminating                    discriminatory because the credit                      their competitive standing in the
                                               two of the ways to qualify as such,                     reductions apply uniformly to all                      financial markets.
                                               amending the third option to qualify as                 members that previously had qualified
                                                                                                       to receive such a credit. Lastly, the                  C. Self-Regulatory Organization’s
                                               a QMM (Tier 1), and eliminating the
                                                                                                       Exchange believes that the correction of               Statement on Comments on the
                                               QMM (Tier 2), are reasonable because
                                                                                                       the non-substantive typographical error                Proposed Rule Change Received From
                                               the amending of the QMM program
                                                                                                       in Rule 7018(e) (changing ‘‘that’’ to                  Members, Participants, or Others
                                               refines the incentive to BX member
                                               firms to enhance the quality of the                     ‘‘than’’) clarifies and eliminates the                   No written comments were either
                                               market by providing meaningful                          potential for confusion to the benefit of              solicited or received.
                                               improvement, to the benefit of all                      market participants. The Exchange
                                                                                                                                                              III. Date of Effectiveness of the
                                               market participants. The Exchange also                  believes that this clarification will
                                                                                                                                                              Proposed Rule Change and Timing for
                                               believes that the proposed amended                      promote market participants’
                                                                                                                                                              Commission Action
                                               criteria of the qualification standard to               understanding of the rule and its
                                               become a QMM (Tier 1) and the                           administration.                                           The foregoing change has become
                                               elimination of the QMM (Tier 2)                                                                                effective pursuant to Section 19(b)(3)(A)
                                                                                                       B. Self-Regulatory Organization’s                      of the Act 17 and paragraph (f) of Rule
                                               qualification standard are reasonable                   Statement on Burden on Competition
                                               and an equitable allocation because the                                                                        19b–4 18 thereunder. At any time within
                                               proposed changes help to clearly define                   The Exchange does not believe that                   60 days of the filing of the proposed rule
                                               how a firm can become a QMM and                         the proposed rule changes will result in               change, the Commission summarily may
                                               eliminates requirements that firms were                 any burden on competition that is not                  temporarily suspend such rule change if
                                               not reaching. Additionally, the                         necessary or appropriate in furtherance                it appears to the Commission that such
                                               Exchange believes that the proposed                     of the purposes of the Act, as                         action is necessary or appropriate in the
                                               change further perfects the mechanism                   amended.16 BX notes that it operates in                public interest, for the protection of
                                               of a free and open market by refining                   a highly competitive market in which                   investors, or otherwise in furtherance of
                                               and making more effective the means by                  market participants can readily favor                  the purposes of the Act.
                                                                                                       dozens of different competing
                                               which a member firm may qualify for                                                                            IV. Solicitation of Comments
                                                                                                       exchanges and alternative trading
                                               this beneficial, market improving
                                                                                                       systems if they deem fee levels at a                     Interested persons are invited to
                                               program. Accordingly, to the extent that
                                                                                                       particular venue to be excessive, or                   submit written data, views, and
                                               the amended standard increases the
                                                                                                       rebate opportunities available at other                arguments concerning the foregoing,
                                               number of member firms that qualify
                                                                                                       venues to be more favorable. In such an                including whether the proposed rule
                                               under the tier, market quality will
                                                                                                       environment, BX must continually                       change is consistent with the Act.
                                               increase. Also, the parenthetical with
                                                                                                       adjust its fees to remain competitive                  Comments may be submitted by any of
                                               ‘‘Tier 1’’ following ‘‘A Firm may become
                                                                                                       with other exchanges. Because                          the following methods:
                                               a Qualified Market Maker’’ also will be
                                                                                                       competitors are free to modify their own
                                               eliminated since there will no longer be                fees in response, and because market                   Electronic Comments
                                               a Tier 2 and the Exchange believes that                 participants may readily adjust their                    • Use the Commission’s Internet
                                               this change clarifies and eliminates the                order routing practices, BX believes that              comment form (http://www.sec.gov/
                                               potential for confusion to the benefit of               the degree to which fee changes in this                rules/sro.shtml); or
                                               market participants. The Exchange                       market may impose any burden on                          • Send an email to rule-comments@
                                               believes that this clarification will                   competition is extremely limited.                      sec.gov. Please include File Number SR–
                                               promote market participants’                              In this instance, the changes to fees                BX–2015–022 on the subject line.
                                               understanding of the rule and its                       and credits, as well as changes to
                                               administration.                                         membership and trading rights fees and                 Paper Comments
                                                  The Exchange also believes that the                  the ERF, do not impose a burden on                       • Send paper comments in triplicate
                                               reduction to the credit from $0.0005 per                competition because the Exchange                       to Secretary, Securities and Exchange
                                               share executed to $0.0002 per share                     membership is optional and is the                      Commission, 100 F Street NE.,
                                               executed for a retail order that receives               subject of competition from other                      Washington, DC 20549–1090.
                                               price improvement (when the accepted                    exchanges. The reduced credits and                     All submissions should refer to File
                                               price of an order is different than the                 charges are reflective of the intent to                Number SR–BX–2015–022. This file
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                                               executed price of an order) 15 and                      increase the order flow on the Exchange.               number should be included on the
                                               accesses non-Retail Price Improvement                   For these reasons, the Exchange does                   subject line if email is used. To help the
                                               order with Midpoint pegging, as well as                 not believe that any of the proposed                   Commission process and review your
                                                 15 As noted previously, the word ‘‘that’’ in the
                                                                                                       changes will impair the ability of                     comments more efficiently, please use
                                               parenthetical has been changed to ‘‘than’’ to reflect   members or competing order execution
                                                                                                                                                                17 15   U.S.C. 78s(b)(3)(A).
                                               the correction to a typographical error in the
                                               corresponding rule text.                                  16 15   U.S.C. 78f(b)(8).                              18 17   CFR 240.19b–4(f).



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                                               23318                            Federal Register / Vol. 80, No. 80 / Monday, April 27, 2015 / Notices

                                               only one method. The Commission will                      DEPARTMENT OF TRANSPORTATION                          released by an instrument of release
                                               post all comments on the Commission’s                                                                           dated June 11, 2013. Physical
                                               Internet Web site (http://www.sec.gov/                    Federal Aviation Administration                       constraints of the airport site required
                                               rules/sro.shtml). Copies of the                                                                                 the construction and opening of the
                                               submission, all subsequent                                Notice of Intent To Rule on Request To                Replacement Airport in 2011,
                                               amendments, all written statements                        Release Airport Property at the St.                   approximately 15 miles to the east. The
                                               with respect to the proposed rule                         George Airport, St. George, Utah                      former St. George Airport was
                                               change that are filed with the                            AGENCY:  Federal Aviation                             decommissioned on January 15, 2011.
                                               Commission, and all written                               Administration (FAA), DOT.                            The former airport is no longer needed
                                               communications relating to the                                                                                  for aviation purposes and the release is
                                                                                                         ACTION: Notice of request to release
                                               proposed rule change between the                                                                                to allow for the sale of the property so
                                                                                                         airport property.
                                               Commission and any person, other than                                                                           the proceeds from the sale can be used
                                               those that may be withheld from the                       SUMMARY:   The FAA proposes to rule and               towards payment of the City’s share of
                                               public in accordance with the                             invite public comment on the release of               the costs associated with the
                                               provisions of 5 U.S.C. 552, will be                       land at St. George Airport under the                  Replacement Airport. The property will
                                               available for Web site viewing and                        provisions of Section 125 of the                      be sold as the market improves, at fair
                                               printing in the Commission’s Public                       Wendell H. Ford Aviation Investment                   market value. Any person may inspect,
                                               Reference Room, 100 F Street NE.,                         Reform Act for the 21st Century (AIR                  by appointment, the request in person at
                                               Washington, DC 20549 on official                          21), now 49 U.S.C. 47107(h)(2).                       the FAA office listed above under FOR
                                               business days between the hours of                        DATES: Comments must be received on
                                                                                                                                                               FURTHER INFORMATION CONTACT.
                                               10:00 a.m. and 3:00 p.m. Copies of such                   or before May 27, 2015.                                 In addition, any person may, upon
                                               filing also will be available for                                                                               appointment and request, inspect the
                                                                                                         ADDRESSES: Comments on this
                                               inspection and copying at the principal                                                                         application, notice and other documents
                                               offices of the Exchange. All comments                     application may be mailed or delivered                germane to the application in person at
                                               received will be posted without change;                   to the FAA at the following address: Mr.              the St George Airport.
                                               the Commission does not edit personal                     John P. Bauer, Manager, Federal
                                                                                                         Aviation Administration, Northwest                      Issued in Denver, Colorado on April 20,
                                               identifying information from                                                                                    2015.
                                               submissions. You should submit only                       Mountain Region, Airports Division,
                                                                                                         Denver Airports District Office, 26805 E.             John P. Bauer,
                                               information that you wish to make                                                                               Manager, Denver Airports District Office .
                                               available publicly. All submissions                       68th Avenue, Suite 224, Denver,
                                               should refer to File Number SR–BX–                        Colorado 80249–6361.                                  [FR Doc. 2015–09759 Filed 4–24–15; 8:45 am]

                                               2015–022, and should be submitted on                        In addition, one copy of any                        BILLING CODE 4910–13–P

                                               or before May 18, 2015.                                   comments submitted to the FAA must
                                                                                                         be mailed or delivered to Mr. Gary
                                                  For the Commission, by the Division of                 Esplin, City Manager, City of St. George,             DEPARTMENT OF TRANSPORTATION
                                               Trading and Markets, pursuant to delegated                Utah, at the following address: Mr. Gary
                                               authority.19                                              Esplin, City Manager, City of St. George,             Federal Railroad Administration
                                               Jill M. Peterson,                                         175 East 200 North, St. George, Utah                  [Safety Advisory 2015–01]
                                               Assistant Secretary.                                      84770.
                                               [FR Doc. 2015–09628 Filed 4–24–15; 8:45 am]               FOR FURTHER INFORMATION CONTACT:      Mr.             Mechanical Inspections and Wheel
                                               BILLING CODE 8011–01–P                                    Marc Miller, Colorado Engineer/                       Impact Load Detector Standards for
                                                                                                         Compliance Specialist, Federal Aviation               Trains Transporting Large Amounts of
                                                                                                         Administration, Northwest Mountain                    Class 3 Flammable Liquids
                                                                                                         Region, Denver Airports District Office,              AGENCY: Federal Railroad
                                               SMALL BUSINESS ADMINISTRATION                             26805 E. 68th Avenue, Suite 224,                      Administration (FRA), Department of
                                                                                                         Denver, Colorado 80249–6361.                          Transportation (DOT).
                                               Military Reservist Economic Injury                           The request to release property may
                                               Disaster Loans; Interest Rate for Third                                                                         ACTION: Notice of Safety Advisory.
                                                                                                         be reviewed, by appointment, in person
                                               Quarter FY 2015                                           at this same location.                                SUMMARY:   Recent derailments have
                                                                                                         SUPPLEMENTARY INFORMATION: The FAA                    occurred involving trains transporting
                                                 In accordance with the Code of                          invites public comment on the request                 large quantities of petroleum crude oil
                                               Federal Regulations 13—Business Credit                    to release property at the St. George                 and ethanol. Preliminary investigation
                                               and Assistance § 123.512, the following                   Airport under the provisions of the AIR               of one of these recent derailments
                                               interest rate is effective for Military                   21 (49 U.S.C. 47107(h)(2)).                           involving a crude oil train indicates that
                                               Reservist Economic Injury Disaster                           On April 20, 2015, the FAA                         a mechanical defect involving a broken
                                               Loans approved on or after April 20,                      determined that the request to release                tank car wheel may have caused or
                                               2015.                                                     property at the St. George Airport                    contributed to the incident. FRA is
                                               Military Reservist Loan Program—                          submitted by the City of St. George                   issuing this Safety Advisory to make
                                                4.000%                                                   meets the procedural requirements of                  recommendations to enhance the
                                                                                                         the Federal Aviation Administration.                  mechanical safety of the cars in trains
                                                 Dated: April 16, 2015.
                                                                                                            The following is a brief overview of               transporting large quantities of
Rmajette on DSK2VPTVN1PROD with NOTICES




                                               Joseph P. Loddo,                                          the request:                                          flammable liquids. This Safety Advisory
                                               Acting Associate Administrator for Disaster                  The City of St. George is proposing                recommends that railroads use highly
                                               Assistance.                                               the release from the terms, conditions,               qualified individuals to conduct the
                                               [FR Doc. 2015–09637 Filed 4–24–15; 8:45 am]               reservations, and restrictions on the                 brake and mechanical inspections and
                                               BILLING CODE P                                            remaining approximate 223 acres of the                recommends a reduction to the impact
                                                                                                         former airport. A 40 acre parcel of                   threshold levels the industry currently
                                                 19 17   CFR 200.30–3(a)(12).                            airport property had previously been                  uses for wayside detectors that measure


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Document Created: 2015-12-16 08:29:53
Document Modified: 2015-12-16 08:29:53
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation80 FR 23312 

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