80_FR_67161 80 FR 66951 - Self-Regulatory Organizations; NYSE Arca, Inc.; Order Approving Proposed Rule Change, and Notice of Filing and Order Granting Accelerated Approval of Amendment Nos. 1 and 2 Thereto, Adopting New Equity Trading Rules Relating to Orders and Modifiers and the Retail Liquidity Program To Reflect the Implementation of Pillar, the Exchange's New Trading Technology Platform

80 FR 66951 - Self-Regulatory Organizations; NYSE Arca, Inc.; Order Approving Proposed Rule Change, and Notice of Filing and Order Granting Accelerated Approval of Amendment Nos. 1 and 2 Thereto, Adopting New Equity Trading Rules Relating to Orders and Modifiers and the Retail Liquidity Program To Reflect the Implementation of Pillar, the Exchange's New Trading Technology Platform

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 210 (October 30, 2015)

Page Range66951-66955
FR Document2015-27656

Federal Register, Volume 80 Issue 210 (Friday, October 30, 2015)
[Federal Register Volume 80, Number 210 (Friday, October 30, 2015)]
[Notices]
[Pages 66951-66955]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-27656]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-76267; File No. SR-NYSEArca-2015-56]


Self-Regulatory Organizations; NYSE Arca, Inc.; Order Approving 
Proposed Rule Change, and Notice of Filing and Order Granting 
Accelerated Approval of Amendment Nos. 1 and 2 Thereto, Adopting New 
Equity Trading Rules Relating to Orders and Modifiers and the Retail 
Liquidity Program To Reflect the Implementation of Pillar, the 
Exchange's New Trading Technology Platform

October 26, 2015.

I. Introduction

    On July 7, 2015, NYSE Arca, Inc. (the ``Exchange'' or ``Arca'') 
filed with the Securities and Exchange Commission (``Commission''), 
pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to 
adopt new equity trading rules relating to Orders and Modifiers, and 
the Retail Liquidity Program, to reflect the implementation of Pillar, 
the Exchange's new trading technology platform. The proposed rule 
change was published for comment in the Federal Register on July 28, 
2015.\3\ On July 29, 2015, the Exchange filed Amendment No. 1 to the 
proposed rule change.\4\ On September 1,

[[Page 66952]]

2015, pursuant to Section 19(b)(2) of the Act,\5\ the Commission 
designated a longer period within which to approve the proposed rule 
change, disapprove the proposed rule change, or institute proceedings 
to determine whether to approve or disapprove the proposed rule 
change.\6\ On October 15, 2015, the Exchange filed Amendment No. 2 to 
the proposed rule change.\7\ The Commission received no comment letters 
on the proposed rule change. The Commission is publishing this notice 
to solicit comment on Amendment Nos. 1 and 2 from interested persons, 
and is approving the proposed rule change, as modified by Amendment 
Nos. 1 and 2, on an accelerated basis.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4
    \3\ See Securities Exchange Act Release No. 75497 (July 21, 
2015), 80 FR 45022 (``Notice'').
    \4\ Amendment No. 1 deletes references to IOC Routable Cross 
Orders and states that the Exchange has determined not to offer this 
order type when it implements Pillar.
    \5\ 15 U.S.C. 78s(b)(2).
    \6\ See Securities Exchange Act Release No. 75801, 80 FR 53905 
(September 8, 2015).
    \7\ In Amendment No. 2, the Exchange proposes to: (i) Correct a 
cross reference in proposed Rule 7.31P(a)(2)(B) from Rule 7.10 to 
Rule 7.10P; (ii) add a new sentence to proposed Rule 7.31P(b)(2)(A) 
to specify that an incoming Limit IOC Order with a minimum trade 
size (``MTS'') must be at least a round lot and, if the MTS is 
larger than the size of the Limit IOC Order, the order would be 
rejected on arrival; (iii) to add a hard paragraph return between 
proposed Rule 7.31P(i)(1) and 7.31P(i)(2); and (iv) remove an 
extraneous reference to ``500'' in the sixth paragraph in the first 
example of proposed Rule 7.44P(l).
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II. Description of the Proposed Rule Change

    The Exchange proposes to adopt new equity trading rules relating to 
the implementation of Pillar, the Exchange's new trading technology 
platform. The Exchange proposes to adopt two new Pillar rules: 1) NYSE 
Arca Equities Rule 7.31P (``Rule 7.31P'') related to orders and 
modifiers; and 2) NYSE Arca Equities Rule 7.44P (``Rule 7.44P'') 
related to the Retail Liquidity Program (``RLP''). According to the 
Exchange, these rules would set forth the RLP for Pillar and describe 
how orders and modifiers in Pillar would be priced, ranked, traded, 
and/or routed, using the terminology and priority categories that were 
approved in the Pillar I Filing.\8\
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    \8\ See Securities Exchange Act Release No. 75494 (July 20, 
2015), 80 FR 44170 (July 24, 2015) (``Pillar I Filing''); see also 
Notice at 45022.
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A. Background

    The Exchange represents that Pillar is an integrated trading 
technology platform designed to use a single specification for 
connecting to the equities and options markets operated by Arca and its 
affiliates, New York Stock Exchange LLC (``NYSE'') and NYSE MKT LLC 
(``NYSE MKT'').\9\ On July 24, 2015, the Commission approved Pillar 
rules relating to Trading Sessions, Order Ranking and Display, and 
Order Execution.\10\
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    \9\ See Notice at 45022.
    \10\ See Pillar I Filing, supra note 8.
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    This filing is the second set of proposed rule changes to support 
Pillar implementation. As proposed, the new rules governing trading on 
Pillar would have the same numbering as current rules, but with the 
modifier ``P'' appended to the rule number. The Exchange proposes that 
rules with a ``P'' modifier would operate for symbols that are trading 
on the Pillar trading platform. If a symbol is trading on the Pillar 
trading platform, a rule with the same number as a rule with a ``P'' 
modifier would no longer operate for that symbol and the Exchange would 
announce by Trader Update when symbols are trading on the Pillar 
trading platform. Definitions that do not have a companion version with 
a ``P'' modifier would continue to operate for all symbols.

B. Proposed Modifications

    As described in detail in the Notice, Rules 7.31P, and 7.44P 
incorporate much of the substance of current NYSE Arca Rules 7.31 and 
7.44, respectively. However, with Pillar, the Exchange would introduce 
new terminology, reorganize and redraft certain provisions to improve 
clarity, and provide additional detail to other current provisions 
being redesignated. The Exchange also proposes to make several changes 
that are more substantive in nature, as follows:
     Market Orders: To reduce the potential for clearly 
erroneous executions, Market Order Trading Collars would prevent Market 
Orders from executing at the Trading Collar, which are based on the 
clearly erroneous execution numerical guidelines, and not just through 
the Trading Collar as under the current trading rules; \11\
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    \11\ See proposed Rule 7.31P(a)(1)(B). See also Notice at 45023.
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     Limit Orders: Resting Limit Orders that would lock or 
cross a protected quotation if they become the best bid or offer 
(``BBO'') would be re-priced; \12\
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    \12\ See proposed Rule 7.31P(a)(2). See also Notice at 45023.
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     Limit Order designated IOC: A Limit Order designated with 
an immediate-or-cancel (``IOC'') modifier that is not eligible to route 
may be designated with an optional MTS. On entry, a Limit IOC Order 
with an MTS must have a minimum of one round lot and will be rejected 
on arrival if the MTS is larger than the size of the Limit IOC Order; 
\13\
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    \13\ See proposed Rule 7.31P(b)(2)(A). See also Notice at 45023.
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     Auction-Only Orders: Market-on-Open (``MOO'') and Limit-
on-Open (``LOO'') Orders would be eligible to participate in trading 
halt auctions and the Exchange would accept Auction-Only Orders in non-
auction eligible symbols; \14\
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    \14\ See proposed Rule 7.31P(c). See also Notice at 45023.
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     Reserve Orders: The displayed portion of Reserve Orders 
would be replenished following any execution that reduces the display 
quantity below the size designated to be displayed, at which point the 
replenished quantity would receive a new working time; \15\
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    \15\ See proposed Rule 7.31P(d)(1). See also Notice at 45023.
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     Passive Liquidity Orders: Passive Liquidity Orders would 
be renamed ``Limit Non-Displayed Orders,'' would no longer be ranked 
behind other non-displayed orders, and an optional Non-Display Remove 
Modifier would be available for this order type; \16\
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    \16\ See proposed Rule 7.31P(d)(2). See also Notice at 45023.
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     MPL Orders: Mid-point Passive Liquidity Orders would be 
renamed ``Mid-point Liquidity Orders'' (``MPL Order''). On arrival, MPL 
Orders (and MPL-Adding Liquidity Only (``ALO'' Orders) would be 
eligible to trade with resting non-displayed interest that provides 
price improvement over the midpoint of the protected best bid or offer 
(``PBBO''). As under current rules, an MPL Order may be designated with 
an MTS, but in Pillar, the MTS would have to be a minimum of a round 
lot instead of one share. In addition, an MPL with an MTS would be 
rejected if, on arrival, the MTS is larger than the size of the order 
and would be cancelled at any point the MTS is larger than the residual 
size of the order; \17\
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    \17\ See proposed Rule 7.31P(d)(3). See also Notice at 45023.
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     Tracking Orders: Tracking Orders would peg to the PBBO 
instead of the national best bid or offer (``NBBO'') and Self-Trade 
Prevention (``STP'') Modifiers for Tracking Orders would no longer be 
ignored; \18\
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    \18\ See proposed Rule 7.31P(d)(4). See also Notice at 45023.
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     PNP Orders: Post No Preference (``PNP'') Orders would no 
longer be offered; \19\
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    \19\ See Notice at 45023.
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     PNP Blind Orders: PNP Blind Orders would be renamed ``Arca 
Only Orders'' and an optional Non-Display Remove Modifier would be 
available for this order type; \20\
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    \20\ See proposed Rule 7.31P(e)(1). See also Notice at 45023.
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     ALO Orders: The current form of ALO Orders, which are 
based on PNP Orders and are rejected on arrival if

[[Page 66953]]

marketable, would no longer be offered. ALO Orders in Pillar would no 
longer be rejected on arrival if marketable and instead would be re-
priced both on arrival and after updates to the PBBO. In addition, an 
ALO Order would trade with resting contra-side non-displayed orders 
that would provide price improvement; \21\
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    \21\ See proposed Rule 7.31P(e)(2). See also Notice at 45023.
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     Intermarket Sweep Order: Intermarket Sweep Orders 
(``ISO'') designated Day and IOC would be renamed ``Day ISO'' and ``IOC 
ISO,'' respectively, and ALO modifier functionality available for Day 
ISOs would be based on the proposed ALO Order in Pillar; \22\
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    \22\ See proposed Rule 7.31P(e)(3). See also Notice at 45023.
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     Primary Only Orders: Primary Only Orders designated for 
the Core Trading Session would be accepted and routed directly to the 
primary listing market on arrival and the Exchange would not validate 
whether the primary listing market would be accepting such orders. 
Primary Only Orders that are designated Day may be designated as a 
Reserve Order; \23\
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    \23\ See proposed Rule 7.31P(f)(1). See also Notice at 45023.
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     Pegged Orders: Pegged Orders would peg to the PBBO instead 
of the NBBO, would require a limit price, and would be accepted during 
a Short Sale Period, as defined in Rule 7.16(f). Market Pegged Orders 
would no longer be displayed and an offset value would no longer be 
required, and Primary Pegged Orders could not include an offset value. 
In addition, in Pillar, Pegged Orders would not be assigned a working 
price if the PBBO is locked or crossed; \24\ and
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    \24\ See proposed Rule 7.31P(h). See also Notice at 45023.
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     Q Orders: Auto Q Orders would be eliminated.\25\
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    \25\ See Notice at 45023.
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     In the RLP, Retail Orders may not be designated with a 
``No Midpoint Execution'' Modifier.\26\
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    \26\ See proposed Rule 7.44P(k); see also Notice at 45044.
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     All orders in the RLP would be ranked based on their 
priority category, pursuant to Rule 7.36P, and would not have different 
ranking in the Program. Accordingly, odd-lot orders ranked Priority 2--
Display Orders would have priority over orders ranked Priority 3--Non-
Display Orders, and Limit Non-Displayed Orders would no longer be 
ranked behind other non-display orders.\27\
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    \27\ See proposed Rule 7.44P(l); see also Notice at 45044.
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     Retail Price Improvement Orders (``RPIs'') would be 
accepted before the start of Core Trading Hours.\28\
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    \28\ See proposed Rule 7.44P(m); see also Notice at 45047.
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III. Discussion and Commission Findings

    After careful review, the Commission finds that the proposed rule 
change is consistent with the requirements of the Act \29\ and the 
rules and regulations thereunder applicable to a national securities 
exchange.\30\ In particular, the Commission finds that the proposed 
rule change is consistent with Section 6(b)(5) of the Act,\31\ which 
requires, among other things, that the rules of a national securities 
exchange be designed to prevent fraudulent and manipulative acts and 
practices, to promote just and equitable principles of trade, to foster 
cooperation and coordination with persons engaged in facilitating 
transactions in securities, to remove impediments to and perfect the 
mechanism of a free and open market and a national market system, and, 
in general, to protect investors and the public interest and that the 
rules are not designed to permit unfair discrimination between 
customers, issuers, brokers, or dealers.
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    \29\ 15 U.S.C. 78f.
    \30\ In approving this proposed rule change, the Commission has 
considered the proposed rule's impact on efficiency, competition, 
and capital formation. See 15 U.S.C. 78c(f).
    \31\ 15 U.S.C. 78f(b)(5).
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    The Commission notes that the Exchange believes that the proposed 
rules would remove impediments to and perfect the mechanism of a free 
and open market because the proposed rule set would promote 
transparency by using consistent terminology governing equities 
trading, and by clearly denoting the rules that govern once a symbol 
has been migrated to the Pillar platform.\32\
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    \32\ See Notice at 45047.
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    With respect to proposed Rule 7.31P, the Exchange states that it 
believes that the proposed substantive differences to functionality 
being proposed for Pillar would remove impediments to and perfect the 
mechanism of a fair and orderly market for the following reasons: \33\
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    \33\ See Notice at 45047-45049
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     Market Orders: The proposed substantive difference to 
prevent Market Orders from trading at the Trading Collar, and not just 
through the Trading Collar, would reduce the potential for Market 
Orders to trade at prices that would be considered clearly erroneous 
executions.
     Limit Orders: The proposed substantive difference to re-
price resting Limit Orders would reduce the potential for the Exchange 
to publish a BBO that would lock or cross an Away Market PBBO that was 
locking or crossing a prior BBO of the Exchange.
     Limit Order Designated IOC: The proposed substantive 
difference to add optional MTS functionality for Limit IOC Orders would 
provide ETP Holders with greater certainty regarding the trade size of 
an IOC Order, and is based on existing order types available on another 
market.
     Auction-Only Orders: The proposed substantive difference 
to accept Auction-Only Orders in non-auction-eligible symbols and route 
them to the primary listing market would promote liquidity on the 
primary listing markets for their respective auctions. The proposed 
change would also protect investors and the public interest by enabling 
such orders to reach a destination where it is more likely to obtain an 
execution opportunity or participate in an auction. In addition, the 
proposed substantive difference to accept Auction-Only Orders for 
Trading Halt Auctions on the Exchange would promote liquidity for 
Exchange Trading Halt Auctions by adding additional order types that an 
ETP Holder could use that would participate only in an auction.
     Reserve Orders: The proposed substantive difference to 
replenish the display quantity of a Reserve Order after any trade that 
depletes the display quantity would promote the display of liquidity on 
the Exchange, because the Exchange would not wait for the display 
quantity to be depleted before replenishing from reserve interest. In 
addition, this proposed functionality is similar to how Reserve Orders 
function on another market.
     Limit Non-Displayed Orders: The proposed substantive 
difference to rank Limit Non-Displayed Orders with all other orders 
ranked Priority 3--Non-Display Orders would streamline the Exchange's 
priority and allocation methodology and eliminate a separate allocation 
category for a single order type. In addition, the proposed substantive 
difference to add an optional Non-Display Remove Modifier would provide 
ETP Holders with a tool to enable a Limit Non-Displayed Order to trade 
with an incoming ALO Order rather than have its working price be locked 
by the display price of an ALO Order. The proposed Non-Display Remove 
Modifier would also provide price improvement to the contra-side ALO 
Order with which it would trade.
     MPL Orders: The proposed substantive difference to provide 
that arriving MPL and MPL-ALO Orders

[[Page 66954]]

would trade with contra-side orders priced better than the midpoint of 
the PBBO would provide price improvement opportunities for MPL Orders 
and is consistent with how orders priced at the midpoint operate on 
other markets. In addition, the proposed substantive differences to the 
optional MTS functionality to cancel or reject an MPL Order with an MTS 
smaller than the size of the order would eliminate the possibility for 
an MPL Order to trade in a size smaller than the MTS. Finally, the 
proposed substantive difference to require a minimum of a round lot for 
the MTS would align the MTS functionality with the proposed MTS 
functionality for Limit IOC Orders, thereby streamlining the Exchange's 
rules and making the available modifiers consistent across multiple 
order types.
     Tracking Orders: The proposed substantive difference to 
price Tracking Orders based on the PBBO instead of the NBBO would 
conform how Tracking Orders are priced to how other orders at the 
Exchange are priced in Pillar, e.g., Limit Orders, MPL Orders, and 
Pegged Orders. In addition, this proposed change may increase the 
opportunity for Tracking Orders to trade because by being priced based 
on the same-side PBBO, a Tracking Order would not be restricted from 
trading because a price based on the NBBO would trade-through the PBBO. 
The proposed substantive difference to allow STP Modifiers for Tracking 
Orders would provide additional tools for ETP Holders to prevent wash 
sales between orders entered from the same ETP ID.
     Arca Only Orders: The proposed substantive difference to 
add an optional Non-Display Remove Modifier for Arca Only Orders would 
provide ETP Holders with a tool to enable an Arca Only Order to trade 
with an incoming ALO Order rather than have its working price be locked 
by the display price of an ALO Order. The proposed Non-Display Remove 
Modifier would also provide price improvement to the contra-side ALO 
Order with which it would trade. The proposed substantive difference to 
not offer PNP Orders in Pillar would streamline the order types 
available at the Exchange.
     ALO Orders: The proposed substantive difference to re-
price ALO Orders that would trade with the BBO or lock or cross the 
PBBO, rather than reject such orders if marketable, would promote 
additional displayed liquidity on a publicly registered exchange, and 
therefore promote price discovery. The Exchange further believes that 
the proposed re-pricing and re-displaying of an ALO Order would remove 
impediments to and perfect the mechanism of a free and open market 
because it assures that such order would meet its intended goal to be 
available on the Exchange's NYSE Arca Book as displayed liquidity 
without locking or crossing a protected quotation in violation of Rule 
610(d) of Regulation NMS.\34\ The proposed re-pricing and re-displaying 
of ALO Orders is consistent with how other exchanges currently operate. 
In addition, any time the working price of an order changes, it 
receives a new working time.\35\ The proposed re-pricing of ALO Orders 
would be subject to this general requirement, and therefore re-priced 
ALO Orders would not have time priority over orders in the same 
priority category that may have an earlier working time. The Exchange 
further believes that the proposed substantive differences for ALO 
Orders to trade on arrival with non-displayed orders that would provide 
price improvement over the limit price of the ALO Order, but not trade 
with non-displayed orders priced equal to the limit price of the ALO 
Order, is consistent with how other exchanges operate, and therefore 
offering this functionality in Pillar would promote competition.
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    \34\ 17 CFR 242.610(d).
    \35\ See Rule 7.36P(f)(2).
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     ISO: The proposed substantive difference to use the ALO 
Order functionality proposed for Pillar for ISOs would similarly 
promote additional displayed liquidity on the Exchange by allowing Day 
ISO ALO Orders to be re-priced for display rather than rejected if they 
are marketable against the BBO on arrival and is consistent with 
functionality on another exchange.
     Primary Only Orders: The proposed substantive difference 
to route all Primary Only Orders to the primary listing market would 
promote liquidity on the primary listing market and provide an 
opportunity for ETP Holders to participate in trading on the primary 
listing market. In addition, the proposed substantive difference to 
permit Primary Only Day Orders to be designated as a Reserve Order 
would provide ETP Holders with more options of order types that could 
be routed directly to the primary listing market, which would promote 
liquidity on the primary listing market.
     Pegged Orders: The proposed substantive difference to use 
the PBBO instead of the NBBO as the dynamic reference price for Pegged 
Orders would conform how Pegged Orders are priced consistent with how 
other orders are priced in Pillar, e.g., Limit Orders, MPL Orders, and 
Tracking Orders. The proposed substantive differences for Market Pegged 
Orders in Pillar, to provide that they would be undisplayed and no 
longer require an offset, would be consistent with how other exchanges 
operate. Finally, the proposed substantive difference for Market Pegged 
Orders--not to assign a working price to such orders or have them 
eligible to trade when the PBBO is locked or crossed--would reduce the 
potential for a Market Pegged Order to trade when the market is locked 
or crossed. The proposed substantive difference for Primary Pegged 
Orders to no longer permit an offset value would promote the additional 
display of liquidity at the PBBO, rather than at prices inferior to the 
PBBO. The additional proposed substantive difference for Primary Pegged 
Orders to reject an arrival when the PBBO is locked or crossed, or to 
not assign a new working price to a resting Primary Pegged Order if the 
market becomes locked or crossed, would reduce the potential for the 
Exchange to display an order that would lock or cross the PBBO. Because 
Primary Pegged Orders would be displayed orders, the Exchange further 
proposes that if the PBBO locks or crosses, a resting Primary Pegged 
Order could remain displayed at its prior working price, which is 
consistent with how displayed orders that are locked or crossed by 
another market function on the Exchange.
     Q Orders: The proposed substantive difference to eliminate 
Auto Q Orders would streamline the Exchange's rules and reduce 
complexity regarding how orders and modifiers function on the Exchange.
    With respect to proposed Rule 7.44P, the Commission notes that the 
Exchange represents that proposed substantive difference to the 
priority and allocation of orders that trade against Retail Orders in 
proposed Rule 7.44P(l) would remove impediments to and perfect the 
mechanism of a fair and orderly market because it would align the 
priority and allocation of orders in the RLP with the priority and 
allocation of orders outside of the RLP.\36\ The Exchange further 
states the proposed substantive difference would therefore promote 
transparency in Exchange rules and reduce potential confusion because 
the RLP would no longer operate differently from the priority and 
allocation of orders outside the RLP.\37\ The Exchange also states that 
the proposed substantive difference for proposed Rule 7.44P(m), to 
accept RPIs before the Core Trading Session begins, would remove

[[Page 66955]]

impediments to and perfect the mechanism and a free and open market by 
allowing the entry of RPIs to build a book of liquidity that would be 
available to provide price improvement to incoming Retail Orders as 
soon as the Core Trading Session begins.\38\
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    \36\ See Notice at 45049.
    \37\ Id.
    \38\ Id.
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    Based on the Exchange's representations, the Commission believes 
that the proposed rule change does not raise any novel regulatory 
considerations and should provide greater specificity with respect to 
the functionality available on the Exchange as symbols are migrated to 
the Pillar platform. For these reasons, the Commission believes that 
the proposal should help to prevent fraudulent and manipulative acts 
and practices, promote just and equitable principles of trade, remove 
impediments to and perfect the mechanism of a free and open market and 
a national market system, and, in general, protect investors and the 
public interest.

IV. Accelerated Approval of Amendment Nos. 1 and 2

    In Amendment No. 1, the Exchange proposes to delete references to 
IOC Routable Cross Orders because the Exchange has determined not to 
offer this order type when it implements Pillar. In Amendment No. 2, 
the Exchange proposes to: (i) Correct a cross reference in proposed 
Rule 7.31P(a)(2)(B) from Rule 7.10 to Rule 7.10P; (ii) add a new 
sentence to proposed Rule 7.31P(b)(2)(A) to specify that an incoming 
Limit IOC Order with a MTS must be at least a round lot and, if the MTS 
is larger than the size of the Limit IOC Order, the order would be 
rejected on arrival; (iii) to add a hard paragraph return between 
proposed Rule 7.31P(i)(1) and 7.31P(i)(2); and (iv) remove an 
extraneous reference to ``500'' in the sixth paragraph in the first 
example of proposed Rule 7.44P(l).
    The Commission believes that the changes proposed in Amendment Nos. 
1 and 2 are non-substantive and further clarify the operation of the 
proposed rules governing Pillar. Accordingly, the Commission finds good 
cause, pursuant to Section 19(b)(2) of the Act,\39\ to approve the 
proposed rule change, as modified by Amendment Nos. 1 and 2, on an 
accelerated basis.
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    \39\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------

V. Solicitation of Comments on Amendment Nos. 1 and 2

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether Amendment Nos. 1 
and 2 are consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSEArca-2015-56 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields, 
Secretary, Securities and Exchange Commission, 100 F Street NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEArca-2015-56. This 
file number should be included on the subject line if email is used. To 
help the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549 on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of such filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSEArca-2015-56, and should 
be submitted on or before November 20, 2015.

VI. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\40\ that the proposed rule change (SR-NYSEArca-2015-56), as 
modified by Amendment Nos. 1 and 2 thereto, be, and hereby is, approved 
on an accelerated basis.
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    \40\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\41\
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    \41\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-27656 Filed 10-29-15; 8:45 am]
BILLING CODE 8011-01-P



                                                                            Federal Register / Vol. 80, No. 210 / Friday, October 30, 2015 / Notices                                                   66951

                                              reducing the likelihood of a potentially                III. Date of Effectiveness of the                       Washington, DC 20549 on official
                                              disruptive system failure in the live                   Proposed Rule Change and Timing for                     business days between the hours of
                                              trading environment, which has the                      Commission Action                                       10:00 a.m. and 3:00 p.m. Copies of such
                                              potential to affect all market                             The foregoing rule change has become                 filing also will be available for
                                              participants.                                           effective pursuant to Section                           inspection and copying at the principal
                                                 Finally, the Exchange will continue to                                                                       office of the Exchange. All comments
                                                                                                      19(b)(3)(A)(ii) of the Act.10
                                              offer Options Participants certain                                                                              received will be posted without change;
                                                                                                         At any time within 60 days of the
                                              limited testing capabilities free of charge                                                                     the Commission does not edit personal
                                                                                                      filing of the proposed rule change, the
                                              at Carteret through VPN. While this                                                                             identifying information from
                                              feature offers limited capability in terms              Commission summarily may
                                                                                                                                                              submissions. You should submit only
                                              of functionality, the Exchange continues                temporarily suspend such rule change if
                                                                                                                                                              information that you wish to make
                                              to offer a free of charge alternative to                it appears to the Commission that such
                                                                                                                                                              available publicly. All submissions
                                              Options Participants desiring to utilize                action is: (i) Necessary or appropriate in
                                                                                                                                                              should refer to File Number SR–BX–
                                              the NTF.                                                the public interest; (ii) for the protection
                                                                                                                                                              2015–059, and should be submitted on
                                                                                                      of investors; or (iii) otherwise in
                                              B. Self-Regulatory Organization’s                                                                               or before November 20, 2015.
                                                                                                      furtherance of the purposes of the Act.
                                              Statement on Burden on Competition                      If the Commission takes such action, the                  For the Commission, by the Division of
                                                                                                      Commission shall institute proceedings                  Trading and Markets, pursuant to delegated
                                                 BX does not believe that the proposed                                                                        authority.11
                                              rule change will result in any intra-                   to determine whether the proposed rule
                                                                                                                                                              Robert W. Errett,
                                              market or inter-market burdens on                       should be approved or disapproved.
                                                                                                                                                              Deputy Secretary.
                                              competition that are not necessary or                   IV. Solicitation of Comments                            [FR Doc. 2015–27649 Filed 10–29–15; 8:45 am]
                                              appropriate in furtherance of the
                                              purposes of the Act, as amended. The                      Interested persons are invited to                     BILLING CODE 8011–01–P

                                              proposed fees for access to the Carteret                submit written data, views, and
                                              test environment more closely                           arguments concerning the foregoing,
                                                                                                      including whether the proposed rule                     SECURITIES AND EXCHANGE
                                              approximate the live trading
                                                                                                      change is consistent with the Act.                      COMMISSION
                                              environment, subscribing member firms
                                              will be able to more accurately test their              Comments may be submitted by any of                     [Release No. 34–76267; File No. SR–
                                              trading systems and avoid potentially                   the following methods:                                  NYSEArca–2015–56]
                                              disruptive system failures in the live                  Electronic Comments
                                              trading environment. Despite the fee                                                                            Self-Regulatory Organizations; NYSE
                                              that will now be assessed to Options                      • Use the Commission’s Internet                       Arca, Inc.; Order Approving Proposed
                                              Participants for testing, the Exchange                  comment form (http://www.sec.gov/                       Rule Change, and Notice of Filing and
                                              believes that Options Participants                      rules/sro.shtml); or                                    Order Granting Accelerated Approval
                                              utilizing this service will benefit from                  • Send an email to rule-comments@                     of Amendment Nos. 1 and 2 Thereto,
                                                                                                      sec.gov. Please include File Number SR–                 Adopting New Equity Trading Rules
                                              the move to Carteret because the test
                                                                                                      BX–2015–059 on the subject line.                        Relating to Orders and Modifiers and
                                              environment is designed to closely
                                                                                                                                                              the Retail Liquidity Program To Reflect
                                              mirror the live trading environment for                 Paper Comments                                          the Implementation of Pillar, the
                                              Options Participants, including
                                                                                                        • Send paper comments in triplicate                   Exchange’s New Trading Technology
                                              matching the capacity of each Options
                                                                                                      to Brent J. Fields, Secretary, Securities               Platform
                                              Participant’s live environment switch
                                                                                                      and Exchange Commission, 100 F Street
                                              port. Subscribing to the test facility is                                                                       October 26, 2015.
                                                                                                      NE., Washington, DC 20549–1090.
                                              optional.
                                                 Also, the connectivity provided under                All submissions should refer to File                    I. Introduction
                                              this rule also provides connectivity to                 Number SR–BX–2015–059. This file                           On July 7, 2015, NYSE Arca, Inc. (the
                                              the other test environments of The                      number should be included on the                        ‘‘Exchange’’ or ‘‘Arca’’) filed with the
                                              NASDAQ Stock Market LLC and                             subject line if email is used. To help the              Securities and Exchange Commission
                                              NASDAQ OMX PHLX LLC. Members                            Commission process and review your                      (‘‘Commission’’), pursuant to Section
                                              that are already connected for equities                 comments more efficiently, please use                   19(b)(1) of the Securities Exchange Act
                                              testing would not incur an additional                   only one method. The Commission will                    of 1934 (‘‘Act’’) 1 and Rule 19b–4
                                              charge. This connectivity may be                        post all comments on the Commission’s                   thereunder,2 a proposed rule change to
                                              utilized for either equities or options                 Internet Web site (http://www.sec.gov/                  adopt new equity trading rules relating
                                              testing. Finally, subscribing to the test               rules/sro.shtml). Copies of the                         to Orders and Modifiers, and the Retail
                                              facility is optional.                                   submission, all subsequent                              Liquidity Program, to reflect the
                                                 Additionally, the Exchange does not                  amendments, all written statements                      implementation of Pillar, the Exchange’s
                                              believe that the move to Carteret and                   with respect to the proposed rule                       new trading technology platform. The
                                              imposition of connectivity fees to the                  change that are filed with the                          proposed rule change was published for
                                              NTF creates an undue burden on                          Commission, and all written                             comment in the Federal Register on July
                                              competition because the Exchange will                   communications relating to the                          28, 2015.3 On July 29, 2015, the
                                              continue to offer Options Participants                  proposed rule change between the                        Exchange filed Amendment No. 1 to the
                                              certain limited testing capabilities free               Commission and any person, other than                   proposed rule change.4 On September 1,
                                              of charge at Carteret through VPN.                      those that may be withheld from the
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                                                                                                      public in accordance with the                             11 17  CFR 200.30–3(a)(12).
                                              C. Self-Regulatory Organization’s                       provisions of 5 U.S.C. 552, will be                       1 15  U.S.C. 78s(b)(1).
                                              Statement on Comments on the                            available for Web site viewing and
                                                                                                                                                                 2 17 CFR 240.19b–4

                                              Proposed Rule Change Received From                      printing in the Commission’s Public
                                                                                                                                                                 3 See Securities Exchange Act Release No. 75497

                                              Members, Participants, or Others                                                                                (July 21, 2015), 80 FR 45022 (‘‘Notice’’).
                                                                                                      Reference Room, 100 F Street NE.,                          4 Amendment No. 1 deletes references to IOC
                                                No written comments were either                                                                               Routable Cross Orders and states that the Exchange
                                              solicited or received.                                    10 15   U.S.C. 78s(b)(3)(A)(ii).                                                                Continued




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                                              66952                          Federal Register / Vol. 80, No. 210 / Friday, October 30, 2015 / Notices

                                              2015, pursuant to Section 19(b)(2) of the                Order Ranking and Display, and Order                      • Auction-Only Orders: Market-on-
                                              Act,5 the Commission designated a                        Execution.10                                           Open (‘‘MOO’’) and Limit-on-Open
                                              longer period within which to approve                      This filing is the second set of                     (‘‘LOO’’) Orders would be eligible to
                                              the proposed rule change, disapprove                     proposed rule changes to support Pillar                participate in trading halt auctions and
                                              the proposed rule change, or institute                   implementation. As proposed, the new                   the Exchange would accept Auction-
                                              proceedings to determine whether to                      rules governing trading on Pillar would                Only Orders in non-auction eligible
                                              approve or disapprove the proposed                       have the same numbering as current                     symbols; 14
                                              rule change.6 On October 15, 2015, the                   rules, but with the modifier ‘‘P’’                        • Reserve Orders: The displayed
                                              Exchange filed Amendment No. 2 to the                    appended to the rule number. The                       portion of Reserve Orders would be
                                              proposed rule change.7 The Commission                    Exchange proposes that rules with a ‘‘P’’              replenished following any execution
                                              received no comment letters on the                       modifier would operate for symbols that                that reduces the display quantity below
                                              proposed rule change. The Commission                     are trading on the Pillar trading                      the size designated to be displayed, at
                                              is publishing this notice to solicit                     platform. If a symbol is trading on the                which point the replenished quantity
                                              comment on Amendment Nos. 1 and 2                        Pillar trading platform, a rule with the               would receive a new working time; 15
                                              from interested persons, and is                          same number as a rule with a ‘‘P’’                        • Passive Liquidity Orders: Passive
                                              approving the proposed rule change, as                   modifier would no longer operate for                   Liquidity Orders would be renamed
                                              modified by Amendment Nos. 1 and 2,                      that symbol and the Exchange would                     ‘‘Limit Non-Displayed Orders,’’ would
                                              on an accelerated basis.                                 announce by Trader Update when                         no longer be ranked behind other non-
                                                                                                       symbols are trading on the Pillar trading              displayed orders, and an optional Non-
                                              II. Description of the Proposed Rule                     platform. Definitions that do not have a               Display Remove Modifier would be
                                              Change                                                   companion version with a ‘‘P’’ modifier                available for this order type; 16
                                                 The Exchange proposes to adopt new                    would continue to operate for all                         • MPL Orders: Mid-point Passive
                                              equity trading rules relating to the                     symbols.                                               Liquidity Orders would be renamed
                                              implementation of Pillar, the Exchange’s                                                                        ‘‘Mid-point Liquidity Orders’’ (‘‘MPL
                                              new trading technology platform. The                     B. Proposed Modifications                              Order’’). On arrival, MPL Orders (and
                                              Exchange proposes to adopt two new                          As described in detail in the Notice,               MPL-Adding Liquidity Only (‘‘ALO’’
                                              Pillar rules: 1) NYSE Arca Equities Rule                 Rules 7.31P, and 7.44P incorporate                     Orders) would be eligible to trade with
                                              7.31P (‘‘Rule 7.31P’’) related to orders                 much of the substance of current NYSE                  resting non-displayed interest that
                                              and modifiers; and 2) NYSE Arca                          Arca Rules 7.31 and 7.44, respectively.                provides price improvement over the
                                              Equities Rule 7.44P (‘‘Rule 7.44P’’)                     However, with Pillar, the Exchange                     midpoint of the protected best bid or
                                              related to the Retail Liquidity Program                  would introduce new terminology,                       offer (‘‘PBBO’’). As under current rules,
                                              (‘‘RLP’’). According to the Exchange,                    reorganize and redraft certain provisions              an MPL Order may be designated with
                                              these rules would set forth the RLP for                  to improve clarity, and provide                        an MTS, but in Pillar, the MTS would
                                              Pillar and describe how orders and                       additional detail to other current                     have to be a minimum of a round lot
                                              modifiers in Pillar would be priced,                     provisions being redesignated. The                     instead of one share. In addition, an
                                              ranked, traded, and/or routed, using the                 Exchange also proposes to make several                 MPL with an MTS would be rejected if,
                                              terminology and priority categories that                 changes that are more substantive in                   on arrival, the MTS is larger than the
                                              were approved in the Pillar I Filing.8                   nature, as follows:                                    size of the order and would be cancelled
                                                                                                          • Market Orders: To reduce the                      at any point the MTS is larger than the
                                              A. Background                                            potential for clearly erroneous                        residual size of the order; 17
                                                The Exchange represents that Pillar is                 executions, Market Order Trading                          • Tracking Orders: Tracking Orders
                                              an integrated trading technology                         Collars would prevent Market Orders                    would peg to the PBBO instead of the
                                              platform designed to use a single                        from executing at the Trading Collar,                  national best bid or offer (‘‘NBBO’’) and
                                              specification for connecting to the                      which are based on the clearly                         Self-Trade Prevention (‘‘STP’’)
                                              equities and options markets operated                    erroneous execution numerical                          Modifiers for Tracking Orders would no
                                              by Arca and its affiliates, New York                     guidelines, and not just through the                   longer be ignored; 18
                                              Stock Exchange LLC (‘‘NYSE’’) and                        Trading Collar as under the current                       • PNP Orders: Post No Preference
                                              NYSE MKT LLC (‘‘NYSE MKT’’).9 On                         trading rules; 11                                      (‘‘PNP’’) Orders would no longer be
                                              July 24, 2015, the Commission approved                      • Limit Orders: Resting Limit Orders                offered; 19
                                              Pillar rules relating to Trading Sessions,               that would lock or cross a protected                      • PNP Blind Orders: PNP Blind
                                                                                                       quotation if they become the best bid or               Orders would be renamed ‘‘Arca Only
                                              has determined not to offer this order type when it      offer (‘‘BBO’’) would be re-priced; 12                 Orders’’ and an optional Non-Display
                                              implements Pillar.
                                                 5 15 U.S.C. 78s(b)(2).
                                                                                                          • Limit Order designated IOC: A                     Remove Modifier would be available for
                                                                                                       Limit Order designated with an                         this order type; 20
                                                                                                                                                                 • ALO Orders: The current form of
                                                 6 See Securities Exchange Act Release No. 75801,

                                              80 FR 53905 (September 8, 2015).                         immediate-or-cancel (‘‘IOC’’) modifier
                                                 7 In Amendment No. 2, the Exchange proposes to:       that is not eligible to route may be                   ALO Orders, which are based on PNP
                                              (i) Correct a cross reference in proposed Rule           designated with an optional MTS. On                    Orders and are rejected on arrival if
                                              7.31P(a)(2)(B) from Rule 7.10 to Rule 7.10P; (ii) add    entry, a Limit IOC Order with an MTS
                                              a new sentence to proposed Rule 7.31P(b)(2)(A) to                                                                  14 See proposed Rule 7.31P(c). See also Notice at
                                              specify that an incoming Limit IOC Order with a
                                                                                                       must have a minimum of one round lot
                                                                                                                                                              45023.
                                              minimum trade size (‘‘MTS’’) must be at least a          and will be rejected on arrival if the                    15 See proposed Rule 7.31P(d)(1). See also Notice
                                              round lot and, if the MTS is larger than the size of     MTS is larger than the size of the Limit               at 45023.
                                              the Limit IOC Order, the order would be rejected         IOC Order; 13                                             16 See proposed Rule 7.31P(d)(2). See also Notice
                                              on arrival; (iii) to add a hard paragraph return
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                                              between proposed Rule 7.31P(i)(1) and 7.31P(i)(2);                                                              at 45023.
                                                                                                         10 See  Pillar I Filing, supra note 8.                  17 See proposed Rule 7.31P(d)(3). See also Notice
                                              and (iv) remove an extraneous reference to ‘‘500’’
                                              in the sixth paragraph in the first example of             11 See  proposed Rule 7.31P(a)(1)(B). See also       at 45023.
                                              proposed Rule 7.44P(l).                                  Notice at 45023.                                          18 See proposed Rule 7.31P(d)(4). See also Notice

                                                 8 See Securities Exchange Act Release No. 75494          12 See proposed Rule 7.31P(a)(2). See also Notice   at 45023.
                                              (July 20, 2015), 80 FR 44170 (July 24, 2015) (‘‘Pillar   at 45023.                                                 19 See Notice at 45023.

                                              I Filing’’); see also Notice at 45022.                      13 See proposed Rule 7.31P(b)(2)(A). See also          20 See proposed Rule 7.31P(e)(1). See also Notice
                                                 9 See Notice at 45022.                                Notice at 45023.                                       at 45023.



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                                                                            Federal Register / Vol. 80, No. 210 / Friday, October 30, 2015 / Notices                                         66953

                                              marketable, would no longer be offered.                    • Retail Price Improvement Orders                  Limit Orders would reduce the potential
                                              ALO Orders in Pillar would no longer                    (‘‘RPIs’’) would be accepted before the               for the Exchange to publish a BBO that
                                              be rejected on arrival if marketable and                start of Core Trading Hours.28                        would lock or cross an Away Market
                                              instead would be re-priced both on                                                                            PBBO that was locking or crossing a
                                                                                                      III. Discussion and Commission
                                              arrival and after updates to the PBBO.                                                                        prior BBO of the Exchange.
                                                                                                      Findings                                                 • Limit Order Designated IOC: The
                                              In addition, an ALO Order would trade
                                              with resting contra-side non-displayed                     After careful review, the Commission               proposed substantive difference to add
                                              orders that would provide price                         finds that the proposed rule change is                optional MTS functionality for Limit
                                              improvement; 21                                         consistent with the requirements of the               IOC Orders would provide ETP Holders
                                                 • Intermarket Sweep Order:                           Act 29 and the rules and regulations                  with greater certainty regarding the
                                              Intermarket Sweep Orders (‘‘ISO’’)                      thereunder applicable to a national                   trade size of an IOC Order, and is based
                                              designated Day and IOC would be                         securities exchange.30 In particular, the             on existing order types available on
                                              renamed ‘‘Day ISO’’ and ‘‘IOC ISO,’’                    Commission finds that the proposed                    another market.
                                              respectively, and ALO modifier                          rule change is consistent with Section                   • Auction-Only Orders: The proposed
                                              functionality available for Day ISOs                    6(b)(5) of the Act,31 which requires,                 substantive difference to accept
                                              would be based on the proposed ALO                      among other things, that the rules of a               Auction-Only Orders in non-auction-
                                              Order in Pillar; 22                                     national securities exchange be                       eligible symbols and route them to the
                                                 • Primary Only Orders: Primary Only                  designed to prevent fraudulent and                    primary listing market would promote
                                              Orders designated for the Core Trading                  manipulative acts and practices, to                   liquidity on the primary listing markets
                                              Session would be accepted and routed                    promote just and equitable principles of              for their respective auctions. The
                                              directly to the primary listing market on               trade, to foster cooperation and                      proposed change would also protect
                                              arrival and the Exchange would not                      coordination with persons engaged in                  investors and the public interest by
                                              validate whether the primary listing                    facilitating transactions in securities, to           enabling such orders to reach a
                                              market would be accepting such orders.                  remove impediments to and perfect the                 destination where it is more likely to
                                              Primary Only Orders that are designated                 mechanism of a free and open market                   obtain an execution opportunity or
                                              Day may be designated as a Reserve                      and a national market system, and, in                 participate in an auction. In addition,
                                              Order; 23                                               general, to protect investors and the                 the proposed substantive difference to
                                                 • Pegged Orders: Pegged Orders                       public interest and that the rules are not            accept Auction-Only Orders for Trading
                                              would peg to the PBBO instead of the                    designed to permit unfair                             Halt Auctions on the Exchange would
                                              NBBO, would require a limit price, and                  discrimination between customers,                     promote liquidity for Exchange Trading
                                              would be accepted during a Short Sale                   issuers, brokers, or dealers.                         Halt Auctions by adding additional
                                                                                                         The Commission notes that the                      order types that an ETP Holder could
                                              Period, as defined in Rule 7.16(f).
                                                                                                      Exchange believes that the proposed                   use that would participate only in an
                                              Market Pegged Orders would no longer
                                                                                                      rules would remove impediments to and                 auction.
                                              be displayed and an offset value would                                                                           • Reserve Orders: The proposed
                                              no longer be required, and Primary                      perfect the mechanism of a free and
                                                                                                      open market because the proposed rule                 substantive difference to replenish the
                                              Pegged Orders could not include an                                                                            display quantity of a Reserve Order after
                                              offset value. In addition, in Pillar,                   set would promote transparency by
                                                                                                      using consistent terminology governing                any trade that depletes the display
                                              Pegged Orders would not be assigned a                                                                         quantity would promote the display of
                                              working price if the PBBO is locked or                  equities trading, and by clearly denoting
                                                                                                      the rules that govern once a symbol has               liquidity on the Exchange, because the
                                              crossed; 24 and                                                                                               Exchange would not wait for the display
                                                 • Q Orders: Auto Q Orders would be                   been migrated to the Pillar platform.32
                                                                                                         With respect to proposed Rule 7.31P,               quantity to be depleted before
                                              eliminated.25                                                                                                 replenishing from reserve interest. In
                                                 • In the RLP, Retail Orders may not                  the Exchange states that it believes that
                                                                                                      the proposed substantive differences to               addition, this proposed functionality is
                                              be designated with a ‘‘No Midpoint                                                                            similar to how Reserve Orders function
                                              Execution’’ Modifier.26                                 functionality being proposed for Pillar
                                                                                                      would remove impediments to and                       on another market.
                                                 • All orders in the RLP would be                                                                              • Limit Non-Displayed Orders: The
                                              ranked based on their priority category,                perfect the mechanism of a fair and
                                                                                                      orderly market for the following                      proposed substantive difference to rank
                                              pursuant to Rule 7.36P, and would not                                                                         Limit Non-Displayed Orders with all
                                              have different ranking in the Program.                  reasons: 33
                                                                                                         • Market Orders: The proposed                      other orders ranked Priority 3—Non-
                                              Accordingly, odd-lot orders ranked                                                                            Display Orders would streamline the
                                              Priority 2—Display Orders would have                    substantive difference to prevent Market
                                                                                                      Orders from trading at the Trading                    Exchange’s priority and allocation
                                              priority over orders ranked Priority 3—                                                                       methodology and eliminate a separate
                                              Non-Display Orders, and Limit Non-                      Collar, and not just through the Trading
                                                                                                      Collar, would reduce the potential for                allocation category for a single order
                                              Displayed Orders would no longer be                                                                           type. In addition, the proposed
                                              ranked behind other non-display                         Market Orders to trade at prices that
                                                                                                      would be considered clearly erroneous                 substantive difference to add an
                                              orders.27                                                                                                     optional Non-Display Remove Modifier
                                                                                                      executions.
                                                                                                         • Limit Orders: The proposed                       would provide ETP Holders with a tool
                                                 21 See proposed Rule 7.31P(e)(2). See also Notice
                                                                                                      substantive difference to re-price resting            to enable a Limit Non-Displayed Order
                                              at 45023.
                                                 22 See proposed Rule 7.31P(e)(3). See also Notice
                                                                                                                                                            to trade with an incoming ALO Order
                                              at 45023.                                                 28 See proposed Rule 7.44P(m); see also Notice at   rather than have its working price be
                                                 23 See proposed Rule 7.31P(f)(1). See also Notice    45047.                                                locked by the display price of an ALO
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                                              at 45023.                                                 29 15 U.S.C. 78f.
                                                                                                                                                            Order. The proposed Non-Display
                                                 24 See proposed Rule 7.31P(h). See also Notice at      30 In approving this proposed rule change, the
                                                                                                                                                            Remove Modifier would also provide
                                              45023.                                                  Commission has considered the proposed rule’s
                                                 25 See Notice at 45023.                              impact on efficiency, competition, and capital
                                                                                                                                                            price improvement to the contra-side
                                                 26 See proposed Rule 7.44P(k); see also Notice at    formation. See 15 U.S.C. 78c(f).                      ALO Order with which it would trade.
                                              45044.                                                    31 15 U.S.C. 78f(b)(5).                                • MPL Orders: The proposed
                                                 27 See proposed Rule 7.44P(l); see also Notice at      32 See Notice at 45047.                             substantive difference to provide that
                                              45044.                                                    33 See Notice at 45047–45049                        arriving MPL and MPL–ALO Orders


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                                              66954                         Federal Register / Vol. 80, No. 210 / Friday, October 30, 2015 / Notices

                                              would trade with contra-side orders                     mechanism of a free and open market                     proposed substantive differences for
                                              priced better than the midpoint of the                  because it assures that such order would                Market Pegged Orders in Pillar, to
                                              PBBO would provide price                                meet its intended goal to be available on               provide that they would be undisplayed
                                              improvement opportunities for MPL                       the Exchange’s NYSE Arca Book as                        and no longer require an offset, would
                                              Orders and is consistent with how                       displayed liquidity without locking or                  be consistent with how other exchanges
                                              orders priced at the midpoint operate on                crossing a protected quotation in                       operate. Finally, the proposed
                                              other markets. In addition, the proposed                violation of Rule 610(d) of Regulation                  substantive difference for Market Pegged
                                              substantive differences to the optional                 NMS.34 The proposed re-pricing and re-                  Orders—not to assign a working price to
                                              MTS functionality to cancel or reject an                displaying of ALO Orders is consistent                  such orders or have them eligible to
                                              MPL Order with an MTS smaller than                      with how other exchanges currently                      trade when the PBBO is locked or
                                              the size of the order would eliminate the               operate. In addition, any time the                      crossed—would reduce the potential for
                                              possibility for an MPL Order to trade in                working price of an order changes, it                   a Market Pegged Order to trade when
                                              a size smaller than the MTS. Finally, the               receives a new working time.35 The                      the market is locked or crossed. The
                                              proposed substantive difference to                      proposed re-pricing of ALO Orders                       proposed substantive difference for
                                              require a minimum of a round lot for the                would be subject to this general                        Primary Pegged Orders to no longer
                                              MTS would align the MTS functionality                   requirement, and therefore re-priced                    permit an offset value would promote
                                              with the proposed MTS functionality for                 ALO Orders would not have time                          the additional display of liquidity at the
                                              Limit IOC Orders, thereby streamlining                  priority over orders in the same priority               PBBO, rather than at prices inferior to
                                              the Exchange’s rules and making the                     category that may have an earlier                       the PBBO. The additional proposed
                                              available modifiers consistent across                   working time. The Exchange further                      substantive difference for Primary
                                              multiple order types.                                   believes that the proposed substantive                  Pegged Orders to reject an arrival when
                                                 • Tracking Orders: The proposed                      differences for ALO Orders to trade on                  the PBBO is locked or crossed, or to not
                                              substantive difference to price Tracking                arrival with non-displayed orders that                  assign a new working price to a resting
                                              Orders based on the PBBO instead of the                 would provide price improvement over                    Primary Pegged Order if the market
                                              NBBO would conform how Tracking                         the limit price of the ALO Order, but not               becomes locked or crossed, would
                                              Orders are priced to how other orders at                trade with non-displayed orders priced                  reduce the potential for the Exchange to
                                              the Exchange are priced in Pillar, e.g.,                equal to the limit price of the ALO                     display an order that would lock or
                                              Limit Orders, MPL Orders, and Pegged                    Order, is consistent with how other                     cross the PBBO. Because Primary
                                              Orders. In addition, this proposed                      exchanges operate, and therefore                        Pegged Orders would be displayed
                                              change may increase the opportunity for                 offering this functionality in Pillar                   orders, the Exchange further proposes
                                              Tracking Orders to trade because by                     would promote competition.                              that if the PBBO locks or crosses, a
                                              being priced based on the same-side                        • ISO: The proposed substantive                      resting Primary Pegged Order could
                                              PBBO, a Tracking Order would not be                     difference to use the ALO Order                         remain displayed at its prior working
                                              restricted from trading because a price                 functionality proposed for Pillar for                   price, which is consistent with how
                                              based on the NBBO would trade-                          ISOs would similarly promote                            displayed orders that are locked or
                                              through the PBBO. The proposed                          additional displayed liquidity on the                   crossed by another market function on
                                              substantive difference to allow STP                     Exchange by allowing Day ISO ALO                        the Exchange.
                                              Modifiers for Tracking Orders would                     Orders to be re-priced for display rather                  • Q Orders: The proposed substantive
                                              provide additional tools for ETP Holders                than rejected if they are marketable                    difference to eliminate Auto Q Orders
                                              to prevent wash sales between orders                    against the BBO on arrival and is                       would streamline the Exchange’s rules
                                              entered from the same ETP ID.                           consistent with functionality on another                and reduce complexity regarding how
                                                 • Arca Only Orders: The proposed                     exchange.                                               orders and modifiers function on the
                                              substantive difference to add an                           • Primary Only Orders: The proposed                  Exchange.
                                              optional Non-Display Remove Modifier                    substantive difference to route all                        With respect to proposed Rule 7.44P,
                                              for Arca Only Orders would provide                      Primary Only Orders to the primary                      the Commission notes that the Exchange
                                              ETP Holders with a tool to enable an                    listing market would promote liquidity                  represents that proposed substantive
                                              Arca Only Order to trade with an                        on the primary listing market and                       difference to the priority and allocation
                                              incoming ALO Order rather than have                     provide an opportunity for ETP Holders                  of orders that trade against Retail Orders
                                              its working price be locked by the                      to participate in trading on the primary                in proposed Rule 7.44P(l) would remove
                                              display price of an ALO Order. The                      listing market. In addition, the proposed               impediments to and perfect the
                                              proposed Non-Display Remove Modifier                    substantive difference to permit Primary                mechanism of a fair and orderly market
                                              would also provide price improvement                    Only Day Orders to be designated as a                   because it would align the priority and
                                              to the contra-side ALO Order with                       Reserve Order would provide ETP                         allocation of orders in the RLP with the
                                              which it would trade. The proposed                      Holders with more options of order                      priority and allocation of orders outside
                                              substantive difference to not offer PNP                 types that could be routed directly to                  of the RLP.36 The Exchange further
                                              Orders in Pillar would streamline the                   the primary listing market, which would                 states the proposed substantive
                                              order types available at the Exchange.                  promote liquidity on the primary listing                difference would therefore promote
                                                 • ALO Orders: The proposed                           market.                                                 transparency in Exchange rules and
                                              substantive difference to re-price ALO                     • Pegged Orders: The proposed                        reduce potential confusion because the
                                              Orders that would trade with the BBO                    substantive difference to use the PBBO                  RLP would no longer operate differently
                                              or lock or cross the PBBO, rather than                  instead of the NBBO as the dynamic                      from the priority and allocation of
                                              reject such orders if marketable, would                 reference price for Pegged Orders would                 orders outside the RLP.37 The Exchange
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                                              promote additional displayed liquidity                  conform how Pegged Orders are priced                    also states that the proposed substantive
                                              on a publicly registered exchange, and                  consistent with how other orders are                    difference for proposed Rule 7.44P(m),
                                              therefore promote price discovery. The                  priced in Pillar, e.g., Limit Orders, MPL               to accept RPIs before the Core Trading
                                              Exchange further believes that the                      Orders, and Tracking Orders. The                        Session begins, would remove
                                              proposed re-pricing and re-displaying of
                                              an ALO Order would remove                                 34 17   CFR 242.610(d).                                 36 See   Notice at 45049.
                                              impediments to and perfect the                            35 See   Rule 7.36P(f)(2).                              37 Id.




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                                                                                Federal Register / Vol. 80, No. 210 / Friday, October 30, 2015 / Notices                                                66955

                                              impediments to and perfect the                              and 2 are consistent with the Act.                       For the Commission, by the Division of
                                              mechanism and a free and open market                        Comments may be submitted by any of                    Trading and Markets, pursuant to delegated
                                              by allowing the entry of RPIs to build                      the following methods:                                 authority.41
                                              a book of liquidity that would be                                                                                  Robert W. Errett,
                                                                                                          Electronic Comments
                                              available to provide price improvement                                                                             Deputy Secretary.
                                              to incoming Retail Orders as soon as the                      • Use the Commission’s Internet                      [FR Doc. 2015–27656 Filed 10–29–15; 8:45 am]
                                              Core Trading Session begins.38                              comment form (http://www.sec.gov/                      BILLING CODE 8011–01–P
                                                 Based on the Exchange’s                                  rules/sro.shtml); or
                                              representations, the Commission
                                                                                                            • Send an email to rule-comments@
                                              believes that the proposed rule change                                                                             SECURITIES AND EXCHANGE
                                                                                                          sec.gov. Please include File Number SR–
                                              does not raise any novel regulatory                                                                                COMMISSION
                                                                                                          NYSEArca-2015–56 on the subject line.
                                              considerations and should provide
                                                                                                                                                                 [Release No. 34–76260; File No. SR–Phlx–
                                              greater specificity with respect to the                     Paper Comments                                         2015–81]
                                              functionality available on the Exchange
                                              as symbols are migrated to the Pillar                         • Send paper comments in triplicate
                                                                                                          to Brent J. Fields, Secretary, Securities              Self-Regulatory Organizations;
                                              platform. For these reasons, the                                                                                   NASDAQ OMX PHLX LLC; Notice of
                                              Commission believes that the proposal                       and Exchange Commission, 100 F Street
                                                                                                          NE., Washington, DC 20549–1090.                        Filing and Immediate Effectiveness of
                                              should help to prevent fraudulent and                                                                              Proposed Rule Change to Options
                                              manipulative acts and practices,                            All submissions should refer to File                   Testing Facility
                                              promote just and equitable principles of                    Number SR–NYSEArca–2015–56. This
                                              trade, remove impediments to and                            file number should be included on the                  October 26, 2015.
                                              perfect the mechanism of a free and                         subject line if email is used. To help the                Pursuant to Section 19(b)(1) of the
                                              open market and a national market                           Commission process and review your                     Securities Exchange Act of 1934
                                              system, and, in general, protect                            comments more efficiently, please use                  (‘‘Act’’),1 and Rule 19b–4 thereunder,2
                                              investors and the public interest.                          only one method. The Commission will                   notice is hereby given that, on October
                                                                                                          post all comments on the Commission’s                  16, 2015, NASDAQ OMX PHLX LLC
                                              IV. Accelerated Approval of                                                                                        (‘‘Phlx’’ or ‘‘Exchange’’) filed with the
                                              Amendment Nos. 1 and 2                                      Internet Web site (http://www.sec.gov/
                                                                                                          rules/sro.shtml). Copies of the                        Securities and Exchange Commission
                                                 In Amendment No. 1, the Exchange                         submission, all subsequent                             (‘‘Commission’’) the proposed rule
                                              proposes to delete references to IOC                        amendments, all written statements                     change as described in Items I, II, and
                                              Routable Cross Orders because the                           with respect to the proposed rule                      III below, which Items have been
                                              Exchange has determined not to offer                        change that are filed with the                         prepared by the Exchange. The
                                              this order type when it implements                          Commission, and all written                            Commission is publishing this notice to
                                              Pillar. In Amendment No. 2, the                             communications relating to the                         solicit comments on the proposed rule
                                              Exchange proposes to: (i) Correct a cross                   proposed rule change between the                       change from interested persons.
                                              reference in proposed Rule                                  Commission and any person, other than
                                              7.31P(a)(2)(B) from Rule 7.10 to Rule                                                                              I. Self-Regulatory Organization’s
                                                                                                          those that may be withheld from the                    Statement of the Terms of the Substance
                                              7.10P; (ii) add a new sentence to                           public in accordance with the
                                              proposed Rule 7.31P(b)(2)(A) to specify                                                                            of the Proposed Rule Change
                                                                                                          provisions of 5 U.S.C. 552, will be
                                              that an incoming Limit IOC Order with                       available for Web site viewing and                        The Exchange proposes to amend its
                                              a MTS must be at least a round lot and,                     printing in the Commission’s Public                    Pricing Schedule at Chapter VII to adopt
                                              if the MTS is larger than the size of the                   Reference Room, 100 F Street NE.,                      a new Section E, entitled ‘‘Testing
                                              Limit IOC Order, the order would be                         Washington, DC 20549 on official                       Facilities’’ which describes fees in
                                              rejected on arrival; (iii) to add a hard                    business days between the hours of                     connection with the use of the Testing
                                              paragraph return between proposed                           10:00 a.m. and 3:00 p.m. Copies of such                Facility (‘‘NTF’’) test environment
                                              Rule 7.31P(i)(1) and 7.31P(i)(2); and (iv)                  filing also will be available for                      located in Carteret, New Jersey.
                                              remove an extraneous reference to                           inspection and copying at the principal                   While the changes proposed herein
                                              ‘‘500’’ in the sixth paragraph in the first                 office of the Exchange. All comments                   are effective upon filing, the Exchange
                                              example of proposed Rule 7.44P(l).                          received will be posted without change;                has designated that the amendments be
                                                 The Commission believes that the                         the Commission does not edit personal                  operative on October 26, 2015.
                                              changes proposed in Amendment Nos. 1                        identifying information from                              The text of the proposed rule change
                                              and 2 are non-substantive and further                       submissions. You should submit only                    is available on the Exchange’s Web site
                                              clarify the operation of the proposed                       information that you wish to make                      at http://
                                              rules governing Pillar. Accordingly, the                    available publicly. All submissions                    nasdaqomxphlx.cchwallstreet.com/, at
                                              Commission finds good cause, pursuant                       should refer to File Number SR–                        the principal office of the Exchange, and
                                              to Section 19(b)(2) of the Act,39 to                        NYSEArca–2015–56, and should be                        at the Commission’s Public Reference
                                              approve the proposed rule change, as                        submitted on or before November 20,                    Room.
                                              modified by Amendment Nos. 1 and 2,                         2015.                                                  II. Self-Regulatory Organization’s
                                              on an accelerated basis.
                                                                                                          VI. Conclusion                                         Statement of the Purpose of, and
                                              V. Solicitation of Comments on                                                                                     Statutory Basis for, the Proposed Rule
                                              Amendment Nos. 1 and 2                                        It is therefore ordered, pursuant to                 Change
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                                                Interested persons are invited to                         Section 19(b)(2) of the Act,40 that the                  In its filing with the Commission, the
                                              submit written data, views, and                             proposed rule change (SR–NYSEArca–                     Exchange included statements
                                              arguments concerning the foregoing,                         2015–56), as modified by Amendment                     concerning the purpose of and basis for
                                              including whether Amendment Nos. 1                          Nos. 1 and 2 thereto, be, and hereby is,
                                                                                                          approved on an accelerated basis.                        41 17 CFR 200.30–3(a)(12).
                                                38 Id.                                                                                                             1 15 U.S.C. 78s(b)(1).
                                                39 15    U.S.C. 78s(b)(2).                                  40 15   U.S.C. 78s(b)(2).                              2 17 CFR 240.19b–4.




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Document Created: 2015-12-14 15:30:16
Document Modified: 2015-12-14 15:30:16
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 66951 

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