80_FR_39593 80 FR 39462 - Self-Regulatory Organizations; BATS Exchange, Inc.; BATS Y-Exchange, Inc.; EDGA Exchange, Inc.; and EDGX Exchange, Inc.; Order Approving Proposed Rule Changes, as Modified by Amendment No. 1, Relating to Liquidity Requirements for Securities Admitted to Unlisted Trading Privileges

80 FR 39462 - Self-Regulatory Organizations; BATS Exchange, Inc.; BATS Y-Exchange, Inc.; EDGA Exchange, Inc.; and EDGX Exchange, Inc.; Order Approving Proposed Rule Changes, as Modified by Amendment No. 1, Relating to Liquidity Requirements for Securities Admitted to Unlisted Trading Privileges

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 131 (July 9, 2015)

Page Range39462-39463
FR Document2015-16727

Federal Register, Volume 80 Issue 131 (Thursday, July 9, 2015)
[Federal Register Volume 80, Number 131 (Thursday, July 9, 2015)]
[Notices]
[Pages 39462-39463]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-16727]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-75354; File Nos. SR-BATS-2015-37; SR-BYX-2015-25; SR-
EDGA-2015-19; SR-EDGX-2015-21]


Self-Regulatory Organizations; BATS Exchange, Inc.; BATS Y-
Exchange, Inc.; EDGA Exchange, Inc.; and EDGX Exchange, Inc.; Order 
Approving Proposed Rule Changes, as Modified by Amendment No. 1, 
Relating to Liquidity Requirements for Securities Admitted to Unlisted 
Trading Privileges

July 2, 2015.

I. Introduction

    On May 5, 2015, BATS Exchange, Inc. (``BATS''); BATS Y-Exchange, 
Inc. (``BYX''); EDGA Exchange, Inc. (``EDGA''); and EDGX Exchange, Inc. 
(``EDGX'') (each, an ``Exchange'' and, collectively, the ``Exchanges'') 
filed with the Securities and Exchange Commission (the ``Commission''), 
pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 1934 
(the ``Act''),\2\ and Rule 19b-4 thereunder,\3\ proposed rule changes 
to amend each Exchange's Rule 11.2, ``Securities Eligible for 
Trading,'' to indicate that the Exchanges may determine not to 
designate for trading any security admitted to unlisted trading 
privileges that does not meet certain consolidated average daily 
trading volume thresholds. On May 15, 2015, the Exchanges each filed 
Amendment No. 1 to their respective proposals.\4\ The proposed rule 
changes, as amended, were published for comment in the in the Federal 
Register on May 22, 2015.\5\ The Commission received two comment 
letters regarding the proposals.\6\ This order approves the proposed 
rule changes, as amended.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
    \4\ Each Amendment No. 1 amended and replaced its original 
proposal in its entirety.
    \5\ See Securities Exchange Act Release Nos. 74987 (May 18, 
2015), 80 FR 29769 (``BATS Notice''); 74988 (May 18, 2015), 80 FR 
29781 (``BYX Notice''); 74986 (May 18, 2015), 80 FR 29772 (``EDGA 
Notice''); and 74985 (May 18, 2015), 80 FR 29778 (``EDGX Notice'').
    \6\ See letters to Brent J. Fields, Secretary, Commission, from 
John A. McCarthy, General Counsel, KCG Holdings, Inc. (``KCG''), 
dated June 12, 2015 (``KCG Letter'') available at http://www.sec.gov/comments/sr-byx-2015-25/byx201525-1.pdf; and from 
Theodore R. Lazo, Managing Director and Associate General Counsel, 
Securities Industry and Financial Markets Association (``SIFMA''), 
dated June 15, 2015 (``SIFMA Letter'') available at http://www.sec.gov/comments/sr-bats-2015-37/bats201537-1.pdf.
---------------------------------------------------------------------------

II. Description of the Proposals

    Each Exchange proposes to amend its rules by adding new paragraphs 
(b), (c), and (d) to Rule 11.2.\7\ Proposed Rule 11.2(b) provides that 
an Exchange may determine not to designate for trading any security 
admitted to unlisted trading privileges on the Exchange when that 
security's consolidated average daily volume is equal to or less than 
2,500 shares during the preceding 90 calendar days.\8\ An Exchange may 
begin trading a security that it had previously not designated for 
trading pursuant to proposed Rule 11.2(b) if the security's 
consolidated average daily trading volume exceeds 5,000 shares over any 
90 calendar day period since the security was not designated for 
trading.\9\ An Exchange would be required to notify its members at 
least one trading day in advance of any securities it is making 
unavailable for trading pursuant to proposed Rule 11.2(b), and of any 
securities it is making available for trading pursuant to proposed Rule 
11.2(c).\10\
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    \7\ The existing provisions of Rule 11.2 will be included in 
proposed subparagraph (a).
    \8\ See proposed Exchange Rule 11.2(b). Based on internal 
statistics, the Exchanges anticipate that approximately 700 
securities would meet this criterion.
    \9\ See proposed Exchange Rule 11.2(c).
    \10\ See proposed Exchange Rule 11.2(d).
---------------------------------------------------------------------------

    Each Exchange would retain discretion over whether to determine not 
to quote and trade securities that meet the criteria in proposed 
Exchange Rules 11.2(b) and 11.2(c).\11\ In determining whether to 
exercise its discretion under proposed Exchange Rules 11.2(b) and 
11.2(c), an Exchange would consider such factors as member and investor 
feedback, as well as whether other non-listing exchanges have decided 
to cease quoting and trading in the affected securities.\12\
---------------------------------------------------------------------------

    \11\ See proposed Exchange Rule 11.2(c).
    \12\ See BATS Notice, 80 FR at 29770; BYX Notice, 80 FR at 
29782; EDGA Notice, 80 FR at 29773; and EDGX Notice, 80 FR at 29779.
---------------------------------------------------------------------------

    The Exchanges state that the proposals may facilitate an 
improvement in market quality for the affected securities, which could 
increase investor interest in trading these securities. In particular, 
the Exchanges believe that concentrating the quoted liquidity in the 
affected securities on the listing exchange will provide liquidity 
providers with an incentive to quote more competitively on the listing 
exchange, resulting in narrower bid-ask spreads and greater quoted 
depth of book. Specifically, the Exchanges believe that liquidity 
providers will have an incentive to quote more competitively because 
concentrating the quoted liquidity on the listing exchange would: (i) 
Reduce liquidity providers' risk of adverse selection when quoting in a 
fragmented market; (ii) provide greater certainty of execution on the 
one exchange at which liquidity providers are quoting; and (iii) 
enhance competition for order book priority at the national best bid or 
offer and throughout the depth of book. In addition, the Exchanges 
state that concentrating liquidity on the listing exchange could 
provide the listing exchange with flexibility to innovate with 
alternative market structures, such as variable tick sizes or periodic 
batch auctions, that currently are not possible under Regulation NMS 
when multiple exchanges are quoting and trading the securities. The 
Exchanges believe that such alternative market structures could further 
enhance the market quality of the affected securities.\13\
---------------------------------------------------------------------------

    \13\ See BATS Notice, 80 FR at 29770-29771; BYX Notice, 80 FR at 
29782-29783; EDGA Notice at 80 FR at 29773-29774; and EDGX Notice at 
80 FR 29779-29780.
---------------------------------------------------------------------------

III. Summary of Comments Received

    The Commission received two comment letters regarding the 
proposals, both of which supported the proposals.\14\ One commenter 
stated that the proposals were ``a reasonable approach to addressing 
the persistent problem of trading illiquid securities in

[[Page 39463]]

a fragmented market.'' \15\ Another commenter stated that the market 
quality of less liquid securities could be improved if their exchange 
trading presence was concentrated on the listing exchange.\16\ Both 
commenters expressed support for similar initiatives by other 
exchanges, with one commenter encouraging other exchanges to consider 
expanding the scope of less liquid securities that would be subject to 
a concentrated trading threshold.\17\
---------------------------------------------------------------------------

    \14\ See note 6, supra. The KCG Letter was addressed to File No. 
SR-BYX-2015-25, and the SIFMA Letter was addressed to File No. SR-
BATS-2015-37. Because the proposals are substantially similar, the 
Commission believes it is appropriate to consider the comments with 
respect to all of the proposals.
    \15\ KCG Letter at 1.
    \16\ See SIFMA Letter at 1-2.
    \17\ See SIFMA Letter at 2; KCG Letter at 3. While expressing 
support for the current proposals, one commenter indicated that it 
would oppose any proposal to establish concentrated exchange trading 
for actively traded stocks. The commenter also stated that the 
initiative to concentrate exchange trading must allow for the 
continuation of off-exchange trading of illiquid securities which, 
in the commenter's view, provides important supplementary benefits 
to exchange trading. See SIFMA Letter at 2.
---------------------------------------------------------------------------

    One commenter stated that by providing the primary listing exchange 
with exclusivity in the quoting and trading of thinly-traded 
securities, the proposals would allow the listing exchange to better 
innovate its market structure for these securities, which likely would 
lead to improved market quality for the securities.\18\ At the same 
time, the commenter stated that that the voluntary nature of the 
program should act as a check to assure that the listing exchange does 
not abuse its monopoly position.\19\ The commenter noted, further, that 
the proposals are an incremental market structure adjustment, unlike 
other recent initiatives that the commenter characterized as being 
larger in scope and potentially disruptive.\20\
---------------------------------------------------------------------------

    \18\ See KCG Letter at 2.
    \19\ See id.
    \20\ See id.
---------------------------------------------------------------------------

IV. Discussion and Commission Findings

    After careful review, the Commission finds that the proposed rule 
changes, as amended, are consistent with the Act and the rules and 
regulations thereunder applicable to a national securities 
exchange.\21\ In particular, the Commission finds that the proposed 
rule changes, as amended, are consistent with Section 6(b)(5) of the 
Act,\22\ which requires that the rules of the exchange be designed, 
among other things, to prevent fraudulent and manipulative acts and 
practices, to promote just and equitable principles of trade, to remove 
impediments to and perfect the mechanism of a free and open market and 
a national market system, and, in general, to protect investors and the 
public interest.
---------------------------------------------------------------------------

    \21\ In approving this proposed rule change, the Commission 
notes that it has considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
    \22\ 15 U.S.C. 78(b)(5).
---------------------------------------------------------------------------

    The Commission believes that the proposals will provide 
transparency by signaling each Exchange's general intention to 
voluntarily refrain from trading any security that does not meet the 
consolidated average daily trading volume threshold established in Rule 
11.2(b), and to continue to refrain from trading such a security until 
the security satisfies the requirements of Rule 11.2(c). The proposals 
also make clear that the Exchanges will retain discretion to quote and 
trade the affected securities. \23\ In determining whether to exercise 
this discretion, the Exchanges have represented that they will consider 
such factors as member and investor feedback, and whether other non-
listing exchanges have decided to cease quoting and trading the 
affected securities.
---------------------------------------------------------------------------

    \23\ See Rule 11.2(c).
---------------------------------------------------------------------------

    The Commission notes that each Exchange is required to notify its 
members at least one trading day in advance of any securities that it 
is making unavailable for trading pursuant to Rule 11.2(b), and of any 
securities it is making available for trading pursuant to Rule 
11.2(c).\24\ The Commission notes, further, that the Exchanges believe 
that the proposals potentially could enhance the market quality of the 
affected securities, and that the commenters similarly supported the 
proposals as a step toward improving the market quality of less liquid 
securities.
---------------------------------------------------------------------------

    \24\ See Exchange Rule 11.2(d).
---------------------------------------------------------------------------

V. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\25\ that the proposed rule changes (File Nos. SR-BATS-2015-37; SR-
BYX-2015-25; SR-EDGA-2015-19; and SR-EDGX-2015-21), as amended, are 
approved.
---------------------------------------------------------------------------

    \25\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\26\
---------------------------------------------------------------------------

    \26\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-16727 Filed 7-8-15; 8:45 am]
 BILLING CODE 8011-01-P



                                                39462                           Federal Register / Vol. 80, No. 131 / Thursday, July 9, 2015 / Notices

                                                printing in the Commission’s Public                      thresholds. On May 15, 2015, the                      Rules 11.2(b) and 11.2(c), an Exchange
                                                Reference Room, 100 F Street NE.,                        Exchanges each filed Amendment No. 1                  would consider such factors as member
                                                Washington, DC 20549, on official                        to their respective proposals.4 The                   and investor feedback, as well as
                                                business days between the hours of                       proposed rule changes, as amended,                    whether other non-listing exchanges
                                                10:00 a.m. and 3:00 p.m. Copies of such                  were published for comment in the in                  have decided to cease quoting and
                                                filing will also be available for                        the Federal Register on May 22, 2015.5                trading in the affected securities.12
                                                inspection and copying at the principal                  The Commission received two comment                      The Exchanges state that the
                                                office of the Exchange. All comments                     letters regarding the proposals.6 This                proposals may facilitate an
                                                received will be posted without change;                  order approves the proposed rule                      improvement in market quality for the
                                                the Commission does not edit personal                    changes, as amended.                                  affected securities, which could increase
                                                identifying information from                             II. Description of the Proposals                      investor interest in trading these
                                                submissions. You should submit only                                                                            securities. In particular, the Exchanges
                                                information that you wish to make                           Each Exchange proposes to amend its
                                                                                                         rules by adding new paragraphs (b), (c),              believe that concentrating the quoted
                                                available publicly. All submissions                                                                            liquidity in the affected securities on the
                                                should refer to File Number SR–NSX–                      and (d) to Rule 11.2.7 Proposed Rule
                                                                                                         11.2(b) provides that an Exchange may                 listing exchange will provide liquidity
                                                2015–03 and should be submitted on or                                                                          providers with an incentive to quote
                                                before July 30, 2015.                                    determine not to designate for trading
                                                                                                         any security admitted to unlisted                     more competitively on the listing
                                                  For the Commission, by the Division of                 trading privileges on the Exchange                    exchange, resulting in narrower bid-ask
                                                Trading and Markets, pursuant to delegated                                                                     spreads and greater quoted depth of
                                                authority.16                                             when that security’s consolidated
                                                                                                         average daily volume is equal to or less              book. Specifically, the Exchanges
                                                Robert W. Errett,                                                                                              believe that liquidity providers will
                                                                                                         than 2,500 shares during the preceding
                                                Deputy Secretary.                                                                                              have an incentive to quote more
                                                                                                         90 calendar days.8 An Exchange may
                                                [FR Doc. 2015–16728 Filed 7–8–15; 8:45 am]               begin trading a security that it had                  competitively because concentrating the
                                                BILLING CODE 8011–01P                                    previously not designated for trading                 quoted liquidity on the listing exchange
                                                                                                         pursuant to proposed Rule 11.2(b) if the              would: (i) Reduce liquidity providers’
                                                                                                         security’s consolidated average daily                 risk of adverse selection when quoting
                                                SECURITIES AND EXCHANGE                                  trading volume exceeds 5,000 shares                   in a fragmented market; (ii) provide
                                                COMMISSION                                               over any 90 calendar day period since                 greater certainty of execution on the one
                                                [Release No. 34–75354; File Nos. SR–BATS–                the security was not designated for                   exchange at which liquidity providers
                                                2015–37; SR–BYX–2015–25; SR–EDGA–                        trading.9 An Exchange would be                        are quoting; and (iii) enhance
                                                2015–19; SR–EDGX–2015–21]                                required to notify its members at least               competition for order book priority at
                                                                                                         one trading day in advance of any                     the national best bid or offer and
                                                Self-Regulatory Organizations; BATS                      securities it is making unavailable for               throughout the depth of book. In
                                                Exchange, Inc.; BATS Y-Exchange,                         trading pursuant to proposed Rule                     addition, the Exchanges state that
                                                Inc.; EDGA Exchange, Inc.; and EDGX                      11.2(b), and of any securities it is                  concentrating liquidity on the listing
                                                Exchange, Inc.; Order Approving                          making available for trading pursuant to              exchange could provide the listing
                                                Proposed Rule Changes, as Modified                       proposed Rule 11.2(c).10                              exchange with flexibility to innovate
                                                by Amendment No. 1, Relating to                             Each Exchange would retain                         with alternative market structures, such
                                                Liquidity Requirements for Securities                    discretion over whether to determine                  as variable tick sizes or periodic batch
                                                Admitted to Unlisted Trading                             not to quote and trade securities that                auctions, that currently are not possible
                                                Privileges                                               meet the criteria in proposed Exchange                under Regulation NMS when multiple
                                                                                                         Rules 11.2(b) and 11.2(c).11 In                       exchanges are quoting and trading the
                                                July 2, 2015.
                                                                                                         determining whether to exercise its                   securities. The Exchanges believe that
                                                I. Introduction                                          discretion under proposed Exchange                    such alternative market structures could
                                                   On May 5, 2015, BATS Exchange, Inc.                                                                         further enhance the market quality of
                                                (‘‘BATS’’); BATS Y-Exchange, Inc.
                                                                                                            4 Each Amendment No. 1 amended and replaced        the affected securities.13
                                                                                                         its original proposal in its entirety.
                                                (‘‘BYX’’); EDGA Exchange, Inc.                              5 See Securities Exchange Act Release Nos. 74987   III. Summary of Comments Received
                                                (‘‘EDGA’’); and EDGX Exchange, Inc.                      (May 18, 2015), 80 FR 29769 (‘‘BATS Notice’’);
                                                (‘‘EDGX’’) (each, an ‘‘Exchange’’ and,                   74988 (May 18, 2015), 80 FR 29781 (‘‘BYX Notice’’);     The Commission received two
                                                collectively, the ‘‘Exchanges’’) filed with              74986 (May 18, 2015), 80 FR 29772 (‘‘EDGA             comment letters regarding the
                                                                                                         Notice’’); and 74985 (May 18, 2015), 80 FR 29778
                                                the Securities and Exchange                              (‘‘EDGX Notice’’).                                    proposals, both of which supported the
                                                Commission (the ‘‘Commission’’),                            6 See letters to Brent J. Fields, Secretary,       proposals.14 One commenter stated that
                                                pursuant to Section 19(b)(1) 1 of the                    Commission, from John A. McCarthy, General            the proposals were ‘‘a reasonable
                                                Securities Exchange Act of 1934 (the                     Counsel, KCG Holdings, Inc. (‘‘KCG’’), dated June     approach to addressing the persistent
                                                                                                         12, 2015 (‘‘KCG Letter’’) available at http://
                                                ‘‘Act’’),2 and Rule 19b–4 thereunder,3                   www.sec.gov/comments/sr-byx-2015-25/byx201525-        problem of trading illiquid securities in
                                                proposed rule changes to amend each                      1.pdf; and from Theodore R. Lazo, Managing
                                                Exchange’s Rule 11.2, ‘‘Securities                       Director and Associate General Counsel, Securities      12 See BATS Notice, 80 FR at 29770; BYX Notice,

                                                Eligible for Trading,’’ to indicate that                 Industry and Financial Markets Association            80 FR at 29782; EDGA Notice, 80 FR at 29773; and
                                                                                                         (‘‘SIFMA’’), dated June 15, 2015 (‘‘SIFMA Letter’’)   EDGX Notice, 80 FR at 29779.
                                                the Exchanges may determine not to                       available at http://www.sec.gov/comments/sr-bats-       13 See BATS Notice, 80 FR at 29770–29771; BYX
                                                designate for trading any security                       2015-37/bats201537-1.pdf.                             Notice, 80 FR at 29782–29783; EDGA Notice at 80
srobinson on DSK5SPTVN1PROD with NOTICES




                                                admitted to unlisted trading privileges                     7 The existing provisions of Rule 11.2 will be
                                                                                                                                                               FR at 29773–29774; and EDGX Notice at 80 FR
                                                that does not meet certain consolidated                  included in proposed subparagraph (a).                29779–29780.
                                                                                                            8 See proposed Exchange Rule 11.2(b). Based on
                                                                                                                                                                 14 See note 6, supra. The KCG Letter was
                                                average daily trading volume                             internal statistics, the Exchanges anticipate that    addressed to File No. SR–BYX–2015–25, and the
                                                                                                         approximately 700 securities would meet this          SIFMA Letter was addressed to File No. SR–BATS–
                                                  16 17 CFR 200.30–3(a)(12).                             criterion.                                            2015–37. Because the proposals are substantially
                                                  1 15 U.S.C. 78s(b)(1).                                    9 See proposed Exchange Rule 11.2(c).
                                                                                                                                                               similar, the Commission believes it is appropriate
                                                  2 15 U.S.C. 78a.                                          10 See proposed Exchange Rule 11.2(d).
                                                                                                                                                               to consider the comments with respect to all of the
                                                  3 17 CFR 240.19b–4.                                       11 See proposed Exchange Rule 11.2(c).             proposals.



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                                                                                Federal Register / Vol. 80, No. 131 / Thursday, July 9, 2015 / Notices                                             39463

                                                a fragmented market.’’ 15 Another                        mechanism of a free and open market                     SECURITIES AND EXCHANGE
                                                commenter stated that the market                         and a national market system, and, in                   COMMISSION
                                                quality of less liquid securities could be               general, to protect investors and the
                                                improved if their exchange trading                       public interest.                                        [Release No. 34–75356; File No. SR–FINRA–
                                                presence was concentrated on the listing                                                                         2015–020]
                                                                                                            The Commission believes that the
                                                exchange.16 Both commenters expressed
                                                                                                         proposals will provide transparency by
                                                support for similar initiatives by other                                                                         Self-Regulatory Organizations;
                                                exchanges, with one commenter                            signaling each Exchange’s general
                                                                                                         intention to voluntarily refrain from                   Financial Industry Regulatory
                                                encouraging other exchanges to consider                                                                          Authority, Inc.; Notice of Filing of a
                                                expanding the scope of less liquid                       trading any security that does not meet
                                                                                                         the consolidated average daily trading                  Proposed Rule Change To Expand
                                                securities that would be subject to a                                                                            FINRA’s Alternative Trading System
                                                concentrated trading threshold.17                        volume threshold established in Rule
                                                                                                                                                                 (‘‘ATS’’) Transparency Initiative To
                                                   One commenter stated that by                          11.2(b), and to continue to refrain from
                                                                                                                                                                 Publish OTC Equity Volume Executed
                                                providing the primary listing exchange                   trading such a security until the security              Outside ATSs
                                                with exclusivity in the quoting and                      satisfies the requirements of Rule
                                                trading of thinly-traded securities, the                 11.2(c). The proposals also make clear                  July 2, 2015.
                                                proposals would allow the listing                        that the Exchanges will retain discretion                  Pursuant to Section 19(b)(1) of the
                                                exchange to better innovate its market                   to quote and trade the affected                         Securities Exchange Act of 1934
                                                structure for these securities, which                    securities. 23 In determining whether to                (‘‘Act’’) 1 and Rule 19b–4 thereunder,2
                                                likely would lead to improved market                     exercise this discretion, the Exchanges
                                                quality for the securities.18 At the same                                                                        notice is hereby given that on June 23,
                                                                                                         have represented that they will consider                2015, Financial Industry Regulatory
                                                time, the commenter stated that that the                 such factors as member and investor                     Authority, Inc. (‘‘FINRA’’) filed with the
                                                voluntary nature of the program should                   feedback, and whether other non-listing                 Securities and Exchange Commission
                                                act as a check to assure that the listing                exchanges have decided to cease                         (‘‘SEC’’ or ‘‘Commission’’) the proposed
                                                exchange does not abuse its monopoly
                                                                                                         quoting and trading the affected                        rule change as described in Items I, II,
                                                position.19 The commenter noted,
                                                                                                         securities.                                             and III below, which Items have been
                                                further, that the proposals are an
                                                                                                            The Commission notes that each                       prepared by FINRA. The Commission is
                                                incremental market structure
                                                                                                         Exchange is required to notify its                      publishing this notice to solicit
                                                adjustment, unlike other recent
                                                                                                         members at least one trading day in                     comments on the proposed rule change
                                                initiatives that the commenter
                                                                                                         advance of any securities that it is                    from interested persons.
                                                characterized as being larger in scope
                                                and potentially disruptive.20                            making unavailable for trading pursuant                 I. Self-Regulatory Organization’s
                                                                                                         to Rule 11.2(b), and of any securities it               Statement of the Terms of Substance of
                                                IV. Discussion and Commission
                                                Findings                                                 is making available for trading pursuant                the Proposed Rule Change
                                                                                                         to Rule 11.2(c).24 The Commission
                                                   After careful review, the Commission                  notes, further, that the Exchanges                         FINRA is proposing to expand
                                                finds that the proposed rule changes, as                 believe that the proposals potentially                  FINRA’s alternative trading system
                                                amended, are consistent with the Act                     could enhance the market quality of the                 (‘‘ATS’’) transparency initiative to
                                                and the rules and regulations                                                                                    publish the remaining equity volume
                                                                                                         affected securities, and that the
                                                thereunder applicable to a national                                                                              executed over-the-counter (‘‘OTC’’) by
                                                                                                         commenters similarly supported the
                                                securities exchange.21 In particular, the                                                                        FINRA members, including, among
                                                                                                         proposals as a step toward improving
                                                Commission finds that the proposed                                                                               other trading activity, non-ATS
                                                rule changes, as amended, are consistent                 the market quality of less liquid
                                                                                                                                                                 electronic trading systems and
                                                with Section 6(b)(5) of the Act,22 which                 securities.                                             internalized trades.
                                                requires that the rules of the exchange                  V. Conclusion                                              The text of the proposed rule change
                                                be designed, among other things, to                                                                              is available on FINRA’s Web site at
                                                prevent fraudulent and manipulative                        It is therefore ordered, pursuant to                  http://www.finra.org, at the principal
                                                acts and practices, to promote just and                  Section 19(b)(2) of the Act,25 that the                 office of FINRA and at the
                                                equitable principles of trade, to remove                 proposed rule changes (File Nos. SR–                    Commission’s Public Reference Room.
                                                impediments to and perfect the                           BATS–2015–37; SR–BYX–2015–25; SR–
                                                                                                         EDGA–2015–19; and SR–EDGX–2015–                         II. Self-Regulatory Organization’s
                                                  15 KCG   Letter at 1.                                  21), as amended, are approved.                          Statement of the Purpose of, and
                                                   16 See SIFMA Letter at 1–2.
                                                                                                                                                                 Statutory Basis for, the Proposed Rule
                                                   17 See SIFMA Letter at 2; KCG Letter at 3. While        For the Commission, by the Division of
                                                                                                                                                                 Change
                                                expressing support for the current proposals, one        Trading and Markets, pursuant to delegated
                                                commenter indicated that it would oppose any             authority.26                                              In its filing with the Commission,
                                                proposal to establish concentrated exchange trading
                                                for actively traded stocks. The commenter also           Robert W. Errett,                                       FINRA included statements concerning
                                                stated that the initiative to concentrate exchange       Deputy Secretary.                                       the purpose of and basis for the
                                                trading must allow for the continuation of off-
                                                                                                         [FR Doc. 2015–16727 Filed 7–8–15; 8:45 am]              proposed rule change and discussed any
                                                exchange trading of illiquid securities which, in the                                                            comments it received on the proposed
                                                commenter’s view, provides important                     BILLING CODE 8011–01–P
                                                supplementary benefits to exchange trading. See                                                                  rule change. The text of these statements
                                                                                                                                                                 may be examined at the places specified
srobinson on DSK5SPTVN1PROD with NOTICES




                                                SIFMA Letter at 2.
                                                   18 See KCG Letter at 2.                                                                                       in Item IV below. FINRA has prepared
                                                   19 See id.
                                                                                                                                                                 summaries, set forth in sections A, B,
                                                   20 See id.
                                                                                                                                                                 and C below, of the most significant
                                                   21 In approving this proposed rule change, the
                                                                                                              23 See Rule 11.2(c).                               aspects of such statements.
                                                Commission notes that it has considered the
                                                                                                              24 See Exchange Rule 11.2(d).
                                                proposed rule’s impact on efficiency, competition,
                                                                                                              25 15 U.S.C. 78s(b)(2).
                                                and capital formation. See 15 U.S.C. 78c(f).                                                                       1 15   U.S.C. 78s(b)(1).
                                                   22 15 U.S.C. 78(b)(5).                                     26 17 CFR 200.30–3(a)(12).                           2 17   CFR 240.19b–4.



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Document Created: 2018-02-23 09:14:06
Document Modified: 2018-02-23 09:14:06
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 39462 

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