81_FR_22397 81 FR 22324 - Self-Regulatory Organizations; NASDAQ PHLX LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Qualified Contingent Cross Rebates and Certain Floor Options Transaction Charges

81 FR 22324 - Self-Regulatory Organizations; NASDAQ PHLX LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Qualified Contingent Cross Rebates and Certain Floor Options Transaction Charges

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 73 (April 15, 2016)

Page Range22324-22328
FR Document2016-08642

Federal Register, Volume 81 Issue 73 (Friday, April 15, 2016)
[Federal Register Volume 81, Number 73 (Friday, April 15, 2016)]
[Notices]
[Pages 22324-22328]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-08642]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-77577; File No. SR-Phlx-2016-42]


Self-Regulatory Organizations; NASDAQ PHLX LLC; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Amend Qualified 
Contingent Cross Rebates and Certain Floor Options Transaction Charges

April 11, 2016.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on March 28, 2016, NASDAQ PHLX LLC (``Phlx'' or ``Exchange'') filed 
with the Securities and Exchange Commission (``SEC'' or ``Commission'') 
the proposed rule change as described in Items I, II, and III, below, 
which Items have been prepared by the Exchange. The Commission is 
publishing this notice to solicit comments on the proposed rule change 
from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend the Exchange's Pricing Schedule at 
Section II, entitled ``Multiply Listed Options Fees.'' Specifically, 
the Exchange is proposing to amend the Qualified Contingent Cross 
(``QCC'') rebates and certain floor Options Transaction Charges.
    The text of the proposed rule change is available on the Exchange's 
Web site at http://nasdaqomxphlx.cchwallstreet.com/, at the principal 
office of the Exchange, and at the Commission's Public Reference Room.

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

    In its filing with the Commission, the Exchange included statements 
concerning the purpose of and basis for

[[Page 22325]]

the proposed rule change and discussed any comments it received on the 
proposed rule change. The text of these statements may be examined at 
the places specified in Item IV below. The Exchange has prepared 
summaries, set forth in sections A, B, and C below, of the most 
significant aspects of such statements.

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

1. Purpose
    The purpose of the proposed rule change is to amend the Exchange's 
Pricing Schedule at Section II, entitled ``Multiply Listed Options 
Fees.'' Specifically, the Exchange is proposing to amend QCC rebates 
and certain floor Options Transaction Charges. Each change will be 
described below in more detail.
Section II--QCC Rebates
    Today, the Exchange assesses a QCC Transaction Fee of $0.20 per 
contract to a Specialist,\3\ Market Maker,\4\ Professional,\5\ Firm \6\ 
and Broker-Dealer.\7\ The Exchange also pays rebates on QCC Orders 
based on the following five tier rebate schedule:
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    \3\ A ``Specialist'' is an Exchange member who is registered as 
an options specialist pursuant to Rule 1020(a).
    \4\ The term ``Market Maker'' includes Registered Options 
Traders (``ROT''). See Exchange Rule 1014 (b)(i) and (ii). A ROT 
includes a Streaming Quote Trader or ``SQT,'' a Remote Streaming 
Quote Trader or ``RSQT'' and a Non-SQT, which by definition is 
neither a SQT nor a RSQT. A ROT is defined in Exchange Rule 1014(b) 
as a regular member [sic] of the Exchange located on the trading 
floor who has received permission from the Exchange to trade in 
options for his own account. An SQT is a ROT who has received 
permission from the Exchange to generate and submit option 
quotations electronically in options to which such SQT is assigned. 
An SQT may only submit such quotations while such SQT is physically 
present on the floor of the Exchange. An SQT may only trade in a 
market making capacity in classes of options in which the SQT is 
assigned. See Rule 1014(b)(11)(A) [sic]. An RSQT is an ROT that is a 
member affiliated with and [sic] Remote Streaming Quote Organization 
with no physical trading floor presence who has received permission 
from the Exchange to generate and submit option quotations 
electronically in options to which such RSQT has been assigned. A 
qualified RSQT may function as a Remote Specialist upon Exchange 
approval. See Rule 1014(ii)(B) [sic].
    \5\ The term ``Professional'' means any person or entity that 
(i) is not a broker or dealer in securities, and (ii) places more 
than 390 orders in listed options per day on average during a 
calendar month for its own beneficial account(s). See Rule 
1000(b)(14).
    \6\ The term ``Firm'' applies to any transaction that is 
identified by a member or member organization for clearing in the 
Firm range at The Options Clearing Corporation.
    \7\ The term ``Broker-Dealer'' applies to any transaction which 
is not subject to any of the other transaction fees applicable 
within a particular category.

                           QCC Rebate Schedule
------------------------------------------------------------------------
                                                            Rebate per
              Tier                      Threshold            contract
------------------------------------------------------------------------
Tier 1.........................  0 to 299,999 contracts            $0.00
                                  in a month.
Tier 2.........................  300,000 to 499,999                 0.07
                                  contracts in a month.
Tier 3.........................  500,000 to 699,999                 0.08
                                  contracts in a month.
Tier 4.........................  700,000 to 999,999                 0.09
                                  contracts in a month.
Tier 5.........................  Over 1,000,000                     0.11
                                  contracts in a month.
------------------------------------------------------------------------

    Rebates are paid for all qualifying executed QCC Orders, as defined 
in Rule 1080(o) \8\ and Floor QCC Orders, as defined in Rule 
1064(e),\9\ except where the transaction is either: (i) Customer-to-
Customer; or (ii) a dividend, merger, short stock interest or reversal 
or conversion strategy execution.\10\ The maximum QCC Rebate to be paid 
in a given month will not exceed $450,000.\11\
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    \8\ A QCC Order is comprised of an order to buy or sell at least 
1000 contracts [sic] that is identified as being part of a qualified 
contingent trade, as that term is defined in Rule 1080(o)(3), 
coupled with a contra-side order to buy or sell an equal number of 
contracts. The QCC Order must be executed at a price at or between 
the National Best Bid and Offer and be rejected if a Customer order 
is resting on the Exchange book at the same price. A QCC Order shall 
only be submitted electronically from off the floor to the PHLX XL 
II System. See Rule 1080(o). See also Securities Exchange Act 
Release No. 64249 (April 7, 2011), 76 FR 20773 (April 13, 2011) (SR-
Phlx-2011-47) (a rule change to establish a QCC Order to facilitate 
the execution of stock/option Qualified Contingent Trades (``QCTs'') 
that satisfy the requirements of the trade through exemption in 
connection with Rule 611(d) of Regulation NMS).
    \9\ A Floor QCC Order must: (i) Be for at least 1,000 contracts 
[sic]; (ii) meet the six requirements of Rule 1080(o)(3) which are 
modeled on the QCT Exemption; (iii) be executed at a price at or 
between the National Best Bid and Offer (``NBBO''); and (iv) be 
rejected if a Customer order is resting on the Exchange book at the 
same price. In order to satisfy the 1,000-contract requirement 
[sic], a Floor QCC Order must be for 1,000 contracts and could not 
be, for example, two 500-contract orders or two 500-contract legs. 
See Rule 1064(e). See also Securities Exchange Act Release No. 64688 
(June 16, 2011), 76 FR 36606 (June 22, 2011) (SR-Phlx-2011-56).
    \10\ See Section II of the Pricing Schedule.
    \11\ Id.
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    The Exchange proposes to amend the QCC rebate schedule to add a new 
tier to create a six tier rebate schedule and amend the existing tiers. 
The proposed QCC rebate schedule would be as follows:

                           QCC Rebate Schedule
------------------------------------------------------------------------
                                                            Rebate per
              Tier                      Threshold            contract
------------------------------------------------------------------------
Tier 1.........................  0 to 99,999 contracts             $0.00
                                  in a month.
Tier 2.........................  100,000 to 299,999                 0.05
                                  contracts in a month.
Tier 3.........................  300,000 to 499,999                 0.07
                                  contracts in a month.
Tier 4.........................  500,000 to 699,999                 0.08
                                  contracts in a month.
Tier 5.........................  700,000 to 999,999                 0.09
                                  contracts in a month.
Tier 6.........................  Over 1,000,000                     0.11
                                  contracts in a month.
------------------------------------------------------------------------

    Tier 1 does not currently pay a QCC rebate between 0 and 299,999 
contracts in a month. The Exchange will continue to pay no rebate for 
Tier 1, however the Exchange proposes to lower the volume threshold to 
between 0 and 99,999 contracts in month. The Exchange proposes a new 
Tier 2 QCC rebate which would pay a QCC rebate of $0.05

[[Page 22326]]

per contract for volume between 100,000 and 299,999 contracts in a 
month. The remainder of the QCC rebate tiers would be renumbered. 
Current Tier 2 would be renumbered as Tier 3 and would continue to pay 
a rebate of $0.07 per contract for volume between 300,000 and 499,999 
contracts in a month. Current Tier 3 would be renumbered to Tier 4 and 
would continue to pay a QCC rebate of $0.08 per contract for volume 
between 500,000 and 699,999. Current Tier 4 would be renumbered as Tier 
5 and would continue to pay a $0.09 per contract rebate for volume 
between 700,000 and 999,999 contracts in a month. Finally, current Tier 
5 would be renumbered as Tier 6 and would continue to pay a QCC rebate 
of $0.11 per contract for volume over 1,000,000 contracts in a month.
    The Exchange believes that its proposed amendments to the QCC 
rebates will provide an opportunity for additional members to receive 
the rebate. The Exchange's proposal permits volume over 99,999 to 
receive a rebate.
Section II--Multiply Listed Options Fees
    The Exchange proposes to amend the current Floor Options 
Transaction Charges in Section II of the Exchange's Pricing Schedule in 
both Penny Pilot and non-Penny Pilot Options from $0.30 to $0.35 per 
contract for Specialists and Market Makers. The Exchange believes that 
these fees remain competitive with fees currently assessed today on 
Phlx.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\12\ in general, and furthers the objectives of 
Sections 6(b)(4) and 6(b)(5) of the Act,\13\ in particular, in that it 
provides for the equitable allocation of reasonable dues, fees and 
other charges among members and issuers and other persons using any 
facility or system which the Exchange operates or controls, and is not 
designed to permit unfair discrimination between customers, issuers, 
brokers, or dealers.
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    \12\ 15 U.S.C. 78f(b).
    \13\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

    The Commission and the courts have repeatedly expressed their 
preference for competition over regulatory intervention in determining 
prices, products, and services in the securities markets. In Regulation 
NMS, while adopting a series of steps to improve the current market 
model, the Commission highlighted the importance of market forces in 
determining prices and SRO revenues and, also, recognized that current 
regulation of the market system ``has been remarkably successful in 
promoting market competition in its broader forms that are most 
important to investors and listed companies.'' \14\
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    \14\ Securities Exchange Act Release No. 51808 at 37499 (June 9, 
2005) [sic] (``Regulation NMS Adopting Release'').
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    Likewise, in NetCoalition v. Securities and Exchange Commission 
(``NetCoalition'') \15\ the D.C. Circuit upheld the Commission's use of 
a market-based approach in evaluating the fairness of market data fees 
against a challenge claiming that Congress mandated a cost-based 
approach.\16\ As the court emphasized, the Commission ``intended in 
Regulation NMS that `market forces, rather than regulatory 
requirements' play a role in determining the market data . . . to be 
made available to investors and at what cost.'' \17\
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    \15\ NetCoalition v. SEC, 615 F.3d 525 (D.C. Circuit 2010).
    \16\ See NetCoalition, at 534.
    \17\ Id. at 537.
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    Further, ``[n]o one disputes that competition for order flow is 
`fierce.' . . . As the SEC explained, `[i]n the U.S. national market 
system, buyers and sellers of securities, and the broker-dealers that 
act as their order-routing agents, have a wide range of choices of 
where to route orders for execution'; [and] `no exchange can afford to 
take its market share percentages for granted' because `no exchange 
possesses a monopoly, regulatory or otherwise, in the execution of 
order flow from broker dealers'. . . . '' \18\ Although the court and 
the SEC were discussing the cash equities markets, the Exchange 
believes that these views apply with equal force to the options 
markets.
---------------------------------------------------------------------------

    \18\ Id. at 539 (quoting ArcaBook Order, 73 FR at 74782-74783 
[sic]).
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Section II--QCC Rebates
    The Exchange believes that it is reasonable to add a new QCC rebate 
tier and amend the current rebate tiers to lower the Tier 1 volume 
threshold and start paying a rebate of $0.05 per contract for volume 
between 100,000 to 299,999 contracts per month. The Exchange believes 
that paying a QCC rebate starting at 100,000 contracts per month will 
attract additional QCC volume on the Exchange. While the other rebate 
tiers are not being amended and simply renumbered (current Tiers 2-6), 
the Exchange believes these rebate tiers will continue to attract QCC 
volume on the Exchange.
    The Exchange believes that adding a new QCC rebate tier and 
amending the current rebate tiers to lower the Tier 1 volume threshold 
and start paying a rebate of $0.05 per contract for volume between 
100,000 to 299,999 contracts per month is equitable and not unfairly 
discriminatory because all market participants are eligible to transact 
QCC Orders and receive the rebates.
Section II--Multiply Listed Options Fees
    The Exchange's proposal to amend its Floor Options Transaction 
Charges to increase Penny and non-Penny Pilot Options Transaction 
Charges for Specialists and Market Makers is reasonable because the 
proposed fees are within the range of other fees in Section II of the 
Pricing Schedule.\19\ Also, Specialists and Market Makers pay a 
Marketing Fee \20\ on electronic orders but do not pay a Marketing Fee 
when transacting non-electronic orders, which is why the floor 
transaction charges are higher as compared to electronic options 
transaction charges for Specialists and Market Makers.
---------------------------------------------------------------------------

    \19\ Section II Options Transaction Charges for Penny Pilot and 
non-Penny Pilot Options range from $0.22 to $0.75 per contract for 
Non-Customers.
    \20\ The Marketing Fee is assessed on Specialists and Market 
Makers when they elect to participate in the Marketing program. The 
fees are assessed on electronically-delivered Customer orders. The 
fees are available to be disbursed by the Exchange according to the 
instructions of the Specialist or Market Maker to order flow 
providers who are members or member organizations who submit, as 
agent, Customer orders to the Exchange through a member or member 
organization who is acting as agent for those customer orders. Any 
excess funds billed but not utilized by the Specialist or Market 
Maker are carried forward unless the Specialist or Market Maker 
elects to have those funds rebated on a pro rata basis, reflected as 
a credit on the monthly invoices. At the end of each calendar 
quarter, the Exchange calculates the amount of excess funds from the 
previous quarter and subsequently rebates excess funds on a pro-rata 
basis to the applicable Specialist or Market Maker who paid into 
that pool of funds. See Section II of the Pricing Schedule.
---------------------------------------------------------------------------

    The Exchange's proposal to amend its Floor Options Transaction 
Charges to increase Penny Options and non-Penny Pilot Options 
Transaction Charges for Specialists and Market Makers is equitable and 
not unfairly discriminatory because Specialists and Market Makers have 
a time and place advantage on the trading floor with respect to orders, 
unlike other market participants. A Professional, Broker-Dealer, or a 
Firm would necessarily require a floor broker to represent their 
trading interest on the trading floor as compared to a Specialist or 
Market Maker that could directly transact such orders on the trading 
floor. Further, the Exchange believes that to attract orders from a 
Professional, Broker-Dealer or a Firm, via a floor broker, the rates 
must be competitive with rates at other trading floors.
    Therefore, the Exchange would continue to assess a Professional,

[[Page 22327]]

Broker-Dealer and a Firm a Floor Options Transaction Charge for Penny 
Pilot Options and Non-Penny Pilot Options of $0.25 per contract. 
Customers are not assessed an Options Transaction Charge because 
Customer order flow is unique. Customer liquidity benefits all market 
participants by providing more trading opportunities, which attracts 
Specialists and Market Makers. An increase in the activity of these 
market participants in turn facilitates tighter spreads, which may 
cause an additional corresponding increase in order flow from other 
market participants.

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

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition not necessary or appropriate in 
furtherance of the purposes of the Act. In terms of inter-market 
competition, the Exchange notes that it operates in a highly 
competitive market in which market participants can readily favor 
competing venues if they deem fee levels at a particular venue to be 
excessive, or rebate opportunities available at other venues to be more 
favorable. In such an environment, the Exchange must continually adjust 
its fees to remain competitive with other exchanges and with 
alternative trading systems that have been exempted from compliance 
with the statutory standards applicable to exchanges. Because 
competitors are free to modify their own fees in response, and because 
market participants may readily adjust their order routing practices, 
the Exchange believes that the degree to which fee changes in this 
market may impose any burden on competition is extremely limited.
    In this instance, the proposed changes to the charges assessed and 
credits available to member firms for execution of securities in 
securities of all three Tapes do not impose a burden on competition 
because the Exchange's execution services are completely voluntary and 
subject to extensive competition both from other exchanges and from 
off-exchange venues.
    The Exchange believes that its proposed amendments to the QCC 
rebate tiers and increase to the Specialist and Market Maker floor 
options transaction charges do not impose an undue burden on inter-
market competition because the QCC rebates and Specialist and Market 
Maker fees remain competitive with rebates and fees offered on other 
options markets.\21\ In sum, if the changes proposed herein are 
unattractive to market participants, it is likely that the Exchange 
will lose market share as a result. Accordingly, the Exchange does not 
believe that the proposed changes will impair the ability of members or 
competing order execution venues to maintain their competitive standing 
in the financial markets.
---------------------------------------------------------------------------

    \21\ The International Securities Exchange LLC (``ISE'') pays 
QCC rebates ranging from $0.00 to $0.011 per contract. See ISE's 
Schedule of Fees. Also, the Chicago Board Options Exchange, 
Incorporated (``CBOE'') assess market-makers, DPMs and LLMs manual 
fees based on a sliding scale which range from $0.03 to $0.23 per 
contract depending on certain volume thresholds. See CBOE's Fees 
Schedule.
---------------------------------------------------------------------------

    The Exchange believes that adding a new QCC rebate tier and 
amending the current rebate tiers to lower the Tier 1 volume threshold 
and start paying a rebate of $0.05 per contract for volume between 
100,000 to 299,999 contracts per month does not impose an undue burden 
on intra-market competition because all market participants are 
eligible to transact QCC Orders and receive a rebate.
    The Exchange's proposal to amend its Floor Options Transaction 
Charges to increase Penny Options and non-Penny Pilot Options 
Transaction Charges for Specialists and Market Makers does not impose 
an undue burden on intra-market competition because Specialists and 
Market Makers have a time and place advantage on the trading floor with 
respect to orders, unlike other market participants. Unlike other 
market participants, a Specialist or Market Maker may directly transact 
orders on the trading floor. Further, unlike Specialist or Market Maker 
electronic orders, which are subject to a Marketing Fee, Specialist or 
Market Maker floor orders are not subject to a Marketing Fee.

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

    No written comments were either solicited or received.

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

    The foregoing rule change has become effective pursuant to Section 
19(b)(3)(A)(ii) of the Act.\22\
---------------------------------------------------------------------------

    \22\ 15 U.S.C. 78s(b)(3)(A)(ii).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is: (i) 
Necessary or appropriate in the public interest; (ii) for the 
protection of investors; or (iii) otherwise in furtherance of the 
purposes of the Act. If the Commission takes such action, the 
Commission shall institute proceedings to determine whether the 
proposed rule should be approved or disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-Phlx-2016-42 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-Phlx-2016-42.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 the 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-Phlx-2016-42 and should be 
submitted on or before May 6, 2016.


[[Page 22328]]


    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\23\
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    \23\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-08642 Filed 4-14-16; 8:45 am]
 BILLING CODE 8011-01-P



                                                    22324                            Federal Register / Vol. 81, No. 73 / Friday, April 15, 2016 / Notices

                                                    (C) Self-Regulatory Organization’s                      public interest, for the protection of                BatsEDGA–2016–04, and should be
                                                    Statement on Comments on the                            investors, or otherwise in furtherance of             submitted on or before May 6, 2016.
                                                    Proposed Rule Change Received From                      the purposes of the Act. If the                         For the Commission, by the Division of
                                                    Members, Participants or Others                         Commission takes such action, the                     Trading and Markets, pursuant to delegated
                                                      Written comments were neither                         Commission shall institute proceedings                authority.14
                                                    solicited nor received.                                 to determine whether the proposed rule                Robert W. Errett,
                                                                                                            change should be approved or                          Deputy Secretary.
                                                    III. Date of Effectiveness of the                       disapproved.                                          [FR Doc. 2016–08648 Filed 4–14–16; 8:45 am]
                                                    Proposed Rule Change and Timing for
                                                    Commission Action                                       IV. Solicitation of Comments                          BILLING CODE 8011–01–P

                                                       Because the proposed rule change                       Interested persons are invited to
                                                    does not (i) significantly affect the                   submit written data, views, and                       SECURITIES AND EXCHANGE
                                                    protection of investors or the public                   arguments concerning the foregoing,                   COMMISSION
                                                    interest; (ii) impose any significant                   including whether the proposed rule
                                                    burden on competition; and (iii) become                 change is consistent with the Act.                    [Release No. 34–77577; File No. SR–Phlx–
                                                                                                                                                                  2016–42]
                                                    operative for 30 days from the date on                  Comments may be submitted by any of
                                                    which it was filed, or such shorter time                the following methods:                                Self-Regulatory Organizations;
                                                    as the Commission may designate, it has                 Electronic Comments                                   NASDAQ PHLX LLC; Notice of Filing
                                                    become effective pursuant to Section                                                                          and Immediate Effectiveness of
                                                    19(b)(3)(A) of the Act 9 and Rule 19b–                    • Use the Commission’s Internet                     Proposed Rule Change To Amend
                                                    4(f)(6) thereunder.10                                   comment form (http://www.sec.gov/                     Qualified Contingent Cross Rebates
                                                       A proposed rule change filed                         rules/sro.shtml); or                                  and Certain Floor Options Transaction
                                                    pursuant to Rule 19b–4(f)(6) under the                    • Send an email to rule-comments@                   Charges
                                                    Act 11 normally does not become                         sec.gov. Please include File Number SR–
                                                    operative for 30 days after the date of its             BatsEDGA–2016–04 on the subject line.                 April 11, 2016.
                                                    filing. However, Rule 19b–4(f)(6)(iii) 12                                                                        Pursuant to Section 19(b)(1) of the
                                                                                                            Paper Comments                                        Securities Exchange Act of 1934
                                                    permits the Commission to designate a
                                                    shorter time if such action is consistent                  • Send paper comments in triplicate                (‘‘Act’’),1 and Rule 19b–4 thereunder,2
                                                    with the protection of investors and the                to Secretary, Securities and Exchange                 notice is hereby given that on March 28,
                                                    public interest. The Exchange has asked                 Commission, 100 F Street NE.,                         2016, NASDAQ PHLX LLC (‘‘Phlx’’ or
                                                    the Commission to waive the 30-day                      Washington, DC 20549–1090.                            ‘‘Exchange’’) filed with the Securities
                                                    operative delay. The Exchange has                          All submissions should refer to File               and Exchange Commission (‘‘SEC’’ or
                                                    stated that the proposed rule change is                 Number SR–BatsEDGA–2016–04. This                      ‘‘Commission’’) the proposed rule
                                                    intended to ensure consecutively                        file number should be included on the                 change as described in Items I, II, and
                                                    numbered rules within Chapter XI of the                 subject line if email is used. To help the            III, below, which Items have been
                                                    Exchange’s rulebook and does not                        Commission process and review your                    prepared by the Exchange. The
                                                    amend any of the provisions of current                  comments more efficiently, please use                 Commission is publishing this notice to
                                                    Rule 11.27. The Commission believes                     only one method. The Commission will                  solicit comments on the proposed rule
                                                    that waiver of the operative delay is                   post all comments on the Commission’s                 change from interested persons.
                                                    consistent with the protection of                       Internet Web site (http://www.sec.gov/                I. Self-Regulatory Organization’s
                                                    investors and the public interest                       rules/sro.shtml). Copies of the                       Statement of the Terms of Substance of
                                                    because it may benefit investors by                     submission, all subsequent                            the Proposed Rule Change
                                                    clarifying the Exchange’s rulebook and                  amendments, all written statements
                                                    avoiding potential investor confusion.                  with respect to the proposed rule                        The Exchange proposes to amend the
                                                    Accordingly, the Commission hereby                      change that are filed with the                        Exchange’s Pricing Schedule at Section
                                                    waives the operative delay and                          Commission, and all written                           II, entitled ‘‘Multiply Listed Options
                                                    designates the proposed rule change                     communications relating to the                        Fees.’’ Specifically, the Exchange is
                                                    operative upon filing.13                                proposed rule change between the                      proposing to amend the Qualified
                                                       At any time within 60 days of the                    Commission and any person, other than                 Contingent Cross (‘‘QCC’’) rebates and
                                                    filing of the proposed rule change, the                 those that may be withheld from the                   certain floor Options Transaction
                                                    Commission summarily may                                public in accordance with the                         Charges.
                                                    temporarily suspend such rule change if                 provisions of 5 U.S.C. 552, will be                      The text of the proposed rule change
                                                    it appears to the Commission that such                  available for Web site viewing and                    is available on the Exchange’s Web site
                                                    action is necessary or appropriate in the               printing in the Commission’s Public                   at http://nasdaqomxphlx.cchwall
                                                                                                            Reference Room, 100 F Street NE.,                     street.com/, at the principal office of the
                                                      9 15  U.S.C. 78s(b)(3)(A).                            Washington, DC 20549, on official                     Exchange, and at the Commission’s
                                                      10 17  CFR 240.19b–4(f)(6). As required under Rule    business days between the hours of                    Public Reference Room.
                                                    19b–4(f)(6)(iii), the Exchange provided the
                                                    Commission with written notice of its intent to file    10:00 a.m. and 3:00 p.m. Copies of the                II. Self-Regulatory Organization’s
                                                    the proposed rule change, along with a brief            filing also will be available for                     Statement of the Purpose of, and
                                                    description and the text of the proposed rule           inspection and copying at the principal               Statutory Basis for, the Proposed Rule
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                    change, at least five business days prior to the date   office of the Exchange. All comments
                                                    of filing of the proposed rule change, or such
                                                                                                                                                                  Change
                                                    shorter time as designated by the Commission.           received will be posted without change;
                                                                                                                                                                     In its filing with the Commission, the
                                                       11 17 CFR 240.19b–4(f)(6).                           the Commission does not edit personal
                                                                                                                                                                  Exchange included statements
                                                       12 17 CFR 240.19b–4(f)(6)(iii).                      identifying information from
                                                                                                                                                                  concerning the purpose of and basis for
                                                       13 For purposes only of waiving the 30-day           submissions. You should submit only
                                                    operative delay, the Commission has also                information that you wish to make                       14 17 CFR 200.30–3(a)(12).
                                                    considered the proposed rule’s impact on
                                                    efficiency, competition, and capital formation. See
                                                                                                            available publicly. All submissions                     1 15 U.S.C. 78s(b)(1).
                                                    15 U.S.C. 78c(f).                                       should refer to File Number SR–                         2 17 CFR 240.19b–4.




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                                                                                                  Federal Register / Vol. 81, No. 73 / Friday, April 15, 2016 / Notices                                                                             22325

                                                    the proposed rule change and discussed                                    A. Self-Regulatory Organization’s                                    Options Transaction Charges. Each
                                                    any comments it received on the                                           Statement of the Purpose of, and                                     change will be described below in more
                                                    proposed rule change. The text of these                                   Statutory Basis for, the Proposed Rule                               detail.
                                                    statements may be examined at the                                         Change
                                                                                                                                                                                                   Section II—QCC Rebates
                                                    places specified in Item IV below. The                                    1. Purpose
                                                    Exchange has prepared summaries, set                                                                                                              Today, the Exchange assesses a QCC
                                                    forth in sections A, B, and C below, of                                     The purpose of the proposed rule                                   Transaction Fee of $0.20 per contract to
                                                    the most significant aspects of such                                      change is to amend the Exchange’s                                    a Specialist,3 Market Maker,4
                                                    statements.                                                               Pricing Schedule at Section II, entitled                             Professional,5 Firm 6 and Broker-
                                                                                                                              ‘‘Multiply Listed Options Fees.’’                                    Dealer.7 The Exchange also pays rebates
                                                                                                                              Specifically, the Exchange is proposing                              on QCC Orders based on the following
                                                                                                                              to amend QCC rebates and certain floor                               five tier rebate schedule:

                                                                                                                                          QCC REBATE SCHEDULE
                                                                                                                                                                                                                                                Rebate per
                                                                     Tier                                                                                      Threshold                                                                         contract

                                                    Tier   1   ..............................   0 to 299,999 contracts in a month ..........................................................................................................          $0.00
                                                    Tier   2   ..............................   300,000 to 499,999 contracts in a month ...............................................................................................                0.07
                                                    Tier   3   ..............................   500,000 to 699,999 contracts in a month ...............................................................................................                0.08
                                                    Tier   4   ..............................   700,000 to 999,999 contracts in a month ...............................................................................................                0.09
                                                    Tier   5   ..............................   Over 1,000,000 contracts in a month .....................................................................................................              0.11



                                                      Rebates are paid for all qualifying                                     short stock interest or reversal or                                    The Exchange proposes to amend the
                                                    executed QCC Orders, as defined in                                        conversion strategy execution.10 The                                 QCC rebate schedule to add a new tier
                                                    Rule 1080(o) 8 and Floor QCC Orders, as                                   maximum QCC Rebate to be paid in a                                   to create a six tier rebate schedule and
                                                    defined in Rule 1064(e),9 except where                                    given month will not exceed                                          amend the existing tiers. The proposed
                                                    the transaction is either: (i) Customer-to-                               $450,000.11                                                          QCC rebate schedule would be as
                                                    Customer; or (ii) a dividend, merger,                                                                                                          follows:

                                                                                                                                          QCC REBATE SCHEDULE
                                                                                                                                                                                                                                                Rebate per
                                                                     Tier                                                                                      Threshold                                                                         contract

                                                    Tier   1   ..............................   0 to 99,999 contracts in a month ............................................................................................................         $0.00
                                                    Tier   2   ..............................   100,000 to 299,999 contracts in a month ...............................................................................................                0.05
                                                    Tier   3   ..............................   300,000 to 499,999 contracts in a month ...............................................................................................                0.07
                                                    Tier   4   ..............................   500,000 to 699,999 contracts in a month ...............................................................................................                0.08
                                                    Tier   5   ..............................   700,000 to 999,999 contracts in a month ...............................................................................................                0.09
                                                    Tier   6   ..............................   Over 1,000,000 contracts in a month .....................................................................................................              0.11



                                                      Tier 1 does not currently pay a QCC                                     to pay no rebate for Tier 1, however the                             contracts in month. The Exchange
                                                    rebate between 0 and 299,999 contracts                                    Exchange proposes to lower the volume                                proposes a new Tier 2 QCC rebate
                                                    in a month. The Exchange will continue                                    threshold to between 0 and 99,999                                    which would pay a QCC rebate of $0.05
                                                       3 A ‘‘Specialist’’ is an Exchange member who is                        electronically in options to which such RSQT has                     Exchange book at the same price. A QCC Order
                                                    registered as an options specialist pursuant to Rule                      been assigned. A qualified RSQT may function as                      shall only be submitted electronically from off the
                                                    1020(a).                                                                  a Remote Specialist upon Exchange approval. See                      floor to the PHLX XL II System. See Rule 1080(o).
                                                       4 The term ‘‘Market Maker’’ includes Registered                        Rule 1014(ii)(B) [sic].                                              See also Securities Exchange Act Release No. 64249
                                                                                                                                 5 The term ‘‘Professional’’ means any person or
                                                    Options Traders (‘‘ROT’’). See Exchange Rule 1014                                                                                              (April 7, 2011), 76 FR 20773 (April 13, 2011) (SR–
                                                    (b)(i) and (ii). A ROT includes a Streaming Quote                         entity that (i) is not a broker or dealer in securities,             Phlx–2011–47) (a rule change to establish a QCC
                                                    Trader or ‘‘SQT,’’ a Remote Streaming Quote Trader                        and (ii) places more than 390 orders in listed                       Order to facilitate the execution of stock/option
                                                    or ‘‘RSQT’’ and a Non-SQT, which by definition is                         options per day on average during a calendar month                   Qualified Contingent Trades (‘‘QCTs’’) that satisfy
                                                    neither a SQT nor a RSQT. A ROT is defined in                             for its own beneficial account(s). See Rule                          the requirements of the trade through exemption in
                                                    Exchange Rule 1014(b) as a regular member [sic] of                        1000(b)(14).                                                         connection with Rule 611(d) of Regulation NMS).
                                                                                                                                 6 The term ‘‘Firm’’ applies to any transaction that
                                                    the Exchange located on the trading floor who has                                                                                                 9 A Floor QCC Order must: (i) Be for at least 1,000
                                                    received permission from the Exchange to trade in                         is identified by a member or member organization                     contracts [sic]; (ii) meet the six requirements of Rule
                                                    options for his own account. An SQT is a ROT who                          for clearing in the Firm range at The Options
                                                                                                                                                                                                   1080(o)(3) which are modeled on the QCT
                                                    has received permission from the Exchange to                              Clearing Corporation.
                                                                                                                                 7 The term ‘‘Broker-Dealer’’ applies to any
                                                                                                                                                                                                   Exemption; (iii) be executed at a price at or between
                                                    generate and submit option quotations                                                                                                          the National Best Bid and Offer (‘‘NBBO’’); and (iv)
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                    electronically in options to which such SQT is                            transaction which is not subject to any of the other
                                                                                                                                                                                                   be rejected if a Customer order is resting on the
                                                    assigned. An SQT may only submit such quotations                          transaction fees applicable within a particular
                                                                                                                              category.                                                            Exchange book at the same price. In order to satisfy
                                                    while such SQT is physically present on the floor
                                                                                                                                                                                                   the 1,000-contract requirement [sic], a Floor QCC
                                                    of the Exchange. An SQT may only trade in a                                  8 A QCC Order is comprised of an order to buy
                                                                                                                                                                                                   Order must be for 1,000 contracts and could not be,
                                                    market making capacity in classes of options in                           or sell at least 1000 contracts [sic] that is identified
                                                    which the SQT is assigned. See Rule 1014(b)(11)(A)                        as being part of a qualified contingent trade, as that               for example, two 500-contract orders or two 500-
                                                    [sic]. An RSQT is an ROT that is a member affiliated                      term is defined in Rule 1080(o)(3), coupled with a                   contract legs. See Rule 1064(e). See also Securities
                                                    with and [sic] Remote Streaming Quote                                     contra-side order to buy or sell an equal number of                  Exchange Act Release No. 64688 (June 16, 2011), 76
                                                    Organization with no physical trading floor                               contracts. The QCC Order must be executed at a                       FR 36606 (June 22, 2011) (SR–Phlx–2011–56).
                                                                                                                                                                                                      10 See Section II of the Pricing Schedule.
                                                    presence who has received permission from the                             price at or between the National Best Bid and Offer
                                                    Exchange to generate and submit option quotations                         and be rejected if a Customer order is resting on the                   11 Id.




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                                                    22326                                 Federal Register / Vol. 81, No. 73 / Friday, April 15, 2016 / Notices

                                                    per contract for volume between                            current regulation of the market system                rebate of $0.05 per contract for volume
                                                    100,000 and 299,999 contracts in a                         ‘‘has been remarkably successful in                    between 100,000 to 299,999 contracts
                                                    month. The remainder of the QCC rebate                     promoting market competition in its                    per month is equitable and not unfairly
                                                    tiers would be renumbered. Current Tier                    broader forms that are most important to               discriminatory because all market
                                                    2 would be renumbered as Tier 3 and                        investors and listed companies.’’ 14                   participants are eligible to transact QCC
                                                    would continue to pay a rebate of $0.07                       Likewise, in NetCoalition v. Securities             Orders and receive the rebates.
                                                    per contract for volume between                            and Exchange Commission
                                                                                                               (‘‘NetCoalition’’) 15 the D.C. Circuit                 Section II—Multiply Listed Options
                                                    300,000 and 499,999 contracts in a
                                                                                                               upheld the Commission’s use of a                       Fees
                                                    month. Current Tier 3 would be
                                                    renumbered to Tier 4 and would                             market-based approach in evaluating the                   The Exchange’s proposal to amend its
                                                    continue to pay a QCC rebate of $0.08                      fairness of market data fees against a                 Floor Options Transaction Charges to
                                                    per contract for volume between                            challenge claiming that Congress                       increase Penny and non-Penny Pilot
                                                    500,000 and 699,999. Current Tier 4                        mandated a cost-based approach.16 As                   Options Transaction Charges for
                                                    would be renumbered as Tier 5 and                          the court emphasized, the Commission                   Specialists and Market Makers is
                                                    would continue to pay a $0.09 per                          ‘‘intended in Regulation NMS that                      reasonable because the proposed fees
                                                    contract rebate for volume between                         ‘market forces, rather than regulatory                 are within the range of other fees in
                                                    700,000 and 999,999 contracts in a                         requirements’ play a role in determining               Section II of the Pricing Schedule.19
                                                    month. Finally, current Tier 5 would be                    the market data . . . to be made                       Also, Specialists and Market Makers pay
                                                    renumbered as Tier 6 and would                             available to investors and at what                     a Marketing Fee 20 on electronic orders
                                                    continue to pay a QCC rebate of $0.11                      cost.’’ 17                                             but do not pay a Marketing Fee when
                                                    per contract for volume over 1,000,000                        Further, ‘‘[n]o one disputes that                   transacting non-electronic orders, which
                                                    contracts in a month.                                      competition for order flow is ‘fierce.’                is why the floor transaction charges are
                                                       The Exchange believes that its                          . . . As the SEC explained, ‘[i]n the U.S.             higher as compared to electronic
                                                    proposed amendments to the QCC                             national market system, buyers and                     options transaction charges for
                                                    rebates will provide an opportunity for                    sellers of securities, and the broker-                 Specialists and Market Makers.
                                                    additional members to receive the                          dealers that act as their order-routing                   The Exchange’s proposal to amend its
                                                    rebate. The Exchange’s proposal permits                    agents, have a wide range of choices of                Floor Options Transaction Charges to
                                                    volume over 99,999 to receive a rebate.                    where to route orders for execution’;                  increase Penny Options and non-Penny
                                                                                                               [and] ‘no exchange can afford to take its              Pilot Options Transaction Charges for
                                                    Section II—Multiply Listed Options                         market share percentages for granted’                  Specialists and Market Makers is
                                                    Fees                                                       because ‘no exchange possesses a                       equitable and not unfairly
                                                      The Exchange proposes to amend the                       monopoly, regulatory or otherwise, in                  discriminatory because Specialists and
                                                    current Floor Options Transaction                          the execution of order flow from broker                Market Makers have a time and place
                                                    Charges in Section II of the Exchange’s                    dealers’. . . . ’’ 18 Although the court               advantage on the trading floor with
                                                    Pricing Schedule in both Penny Pilot                       and the SEC were discussing the cash                   respect to orders, unlike other market
                                                    and non-Penny Pilot Options from $0.30                     equities markets, the Exchange believes                participants. A Professional, Broker-
                                                    to $0.35 per contract for Specialists and                  that these views apply with equal force                Dealer, or a Firm would necessarily
                                                    Market Makers. The Exchange believes                       to the options markets.                                require a floor broker to represent their
                                                    that these fees remain competitive with                                                                           trading interest on the trading floor as
                                                    fees currently assessed today on Phlx.                     Section II—QCC Rebates                                 compared to a Specialist or Market
                                                                                                                  The Exchange believes that it is                    Maker that could directly transact such
                                                    2. Statutory Basis                                         reasonable to add a new QCC rebate tier                orders on the trading floor. Further, the
                                                       The Exchange believes that its                          and amend the current rebate tiers to                  Exchange believes that to attract orders
                                                    proposal is consistent with Section 6(b)                   lower the Tier 1 volume threshold and                  from a Professional, Broker-Dealer or a
                                                    of the Act,12 in general, and furthers the                 start paying a rebate of $0.05 per                     Firm, via a floor broker, the rates must
                                                    objectives of Sections 6(b)(4) and 6(b)(5)                 contract for volume between 100,000 to                 be competitive with rates at other
                                                    of the Act,13 in particular, in that it                    299,999 contracts per month. The                       trading floors.
                                                    provides for the equitable allocation of                   Exchange believes that paying a QCC                       Therefore, the Exchange would
                                                    reasonable dues, fees and other charges                    rebate starting at 100,000 contracts per               continue to assess a Professional,
                                                    among members and issuers and other                        month will attract additional QCC                         19 Section II Options Transaction Charges for
                                                    persons using any facility or system                       volume on the Exchange. While the                      Penny Pilot and non-Penny Pilot Options range
                                                    which the Exchange operates or                             other rebate tiers are not being amended               from $0.22 to $0.75 per contract for Non-Customers.
                                                    controls, and is not designed to permit                    and simply renumbered (current Tiers                      20 The Marketing Fee is assessed on Specialists

                                                    unfair discrimination between                              2–6), the Exchange believes these rebate               and Market Makers when they elect to participate
                                                    customers, issuers, brokers, or dealers.                                                                          in the Marketing program. The fees are assessed on
                                                                                                               tiers will continue to attract QCC                     electronically-delivered Customer orders. The fees
                                                       The Commission and the courts have                      volume on the Exchange.                                are available to be disbursed by the Exchange
                                                    repeatedly expressed their preference                         The Exchange believes that adding a                 according to the instructions of the Specialist or
                                                    for competition over regulatory                            new QCC rebate tier and amending the                   Market Maker to order flow providers who are
                                                    intervention in determining prices,                                                                               members or member organizations who submit, as
                                                                                                               current rebate tiers to lower the Tier 1               agent, Customer orders to the Exchange through a
                                                    products, and services in the securities                   volume threshold and start paying a                    member or member organization who is acting as
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                    markets. In Regulation NMS, while                                                                                 agent for those customer orders. Any excess funds
                                                    adopting a series of steps to improve the                    14 Securities Exchange Act Release No. 51808 at      billed but not utilized by the Specialist or Market
                                                                                                               37499 (June 9, 2005) [sic] (‘‘Regulation NMS           Maker are carried forward unless the Specialist or
                                                    current market model, the Commission                                                                              Market Maker elects to have those funds rebated on
                                                                                                               Adopting Release’’).
                                                    highlighted the importance of market                         15 NetCoalition v. SEC, 615 F.3d 525 (D.C. Circuit   a pro rata basis, reflected as a credit on the monthly
                                                    forces in determining prices and SRO                       2010).
                                                                                                                                                                      invoices. At the end of each calendar quarter, the
                                                    revenues and, also, recognized that                          16 See NetCoalition, at 534.
                                                                                                                                                                      Exchange calculates the amount of excess funds
                                                                                                                                                                      from the previous quarter and subsequently rebates
                                                                                                                 17 Id. at 537.
                                                                                                                                                                      excess funds on a pro-rata basis to the applicable
                                                      12 15   U.S.C. 78f(b).                                     18 Id. at 539 (quoting ArcaBook Order, 73 FR at      Specialist or Market Maker who paid into that pool
                                                      13 15   U.S.C. 78f(b)(4) and (5).                        74782–74783 [sic]).                                    of funds. See Section II of the Pricing Schedule.



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                                                                                     Federal Register / Vol. 81, No. 73 / Friday, April 15, 2016 / Notices                                            22327

                                                    Broker-Dealer and a Firm a Floor                        markets.21 In sum, if the changes                     the public interest; (ii) for the protection
                                                    Options Transaction Charge for Penny                    proposed herein are unattractive to                   of investors; or (iii) otherwise in
                                                    Pilot Options and Non-Penny Pilot                       market participants, it is likely that the            furtherance of the purposes of the Act.
                                                    Options of $0.25 per contract.                          Exchange will lose market share as a                  If the Commission takes such action, the
                                                    Customers are not assessed an Options                   result. Accordingly, the Exchange does                Commission shall institute proceedings
                                                    Transaction Charge because Customer                     not believe that the proposed changes                 to determine whether the proposed rule
                                                    order flow is unique. Customer liquidity                will impair the ability of members or                 should be approved or disapproved.
                                                    benefits all market participants by                     competing order execution venues to
                                                                                                                                                                  IV. Solicitation of Comments
                                                    providing more trading opportunities,                   maintain their competitive standing in
                                                    which attracts Specialists and Market                   the financial markets.                                  Interested persons are invited to
                                                    Makers. An increase in the activity of                     The Exchange believes that adding a                submit written data, views and
                                                    these market participants in turn                       new QCC rebate tier and amending the                  arguments concerning the foregoing,
                                                    facilitates tighter spreads, which may                  current rebate tiers to lower the Tier 1              including whether the proposed rule
                                                    cause an additional corresponding                       volume threshold and start paying a                   change is consistent with the Act.
                                                    increase in order flow from other market                rebate of $0.05 per contract for volume               Comments may be submitted by any of
                                                    participants.                                           between 100,000 to 299,999 contracts                  the following methods:
                                                                                                            per month does not impose an undue                    Electronic Comments
                                                    B. Self-Regulatory Organization’s                       burden on intra-market competition
                                                    Statement on Burden on Competition                      because all market participants are                     • Use the Commission’s Internet
                                                                                                            eligible to transact QCC Orders and                   comment form (http://www.sec.gov/
                                                       The Exchange does not believe that                   receive a rebate.                                     rules/sro.shtml); or
                                                    the proposed rule change will impose                       The Exchange’s proposal to amend its                 • Send an email to rule-comments@
                                                    any burden on competition not                           Floor Options Transaction Charges to                  sec.gov. Please include File Number SR–
                                                    necessary or appropriate in furtherance                 increase Penny Options and non-Penny                  Phlx–2016–42 on the subject line.
                                                    of the purposes of the Act. In terms of                 Pilot Options Transaction Charges for                 Paper Comments
                                                    inter-market competition, the Exchange                  Specialists and Market Makers does not
                                                    notes that it operates in a highly                      impose an undue burden on intra-                         • Send paper comments in triplicate
                                                    competitive market in which market                      market competition because Specialists                to Secretary, Securities and Exchange
                                                    participants can readily favor competing                and Market Makers have a time and                     Commission, 100 F Street NE.,
                                                    venues if they deem fee levels at a                     place advantage on the trading floor                  Washington, DC 20549–1090.
                                                    particular venue to be excessive, or                    with respect to orders, unlike other                  All submissions should refer to File
                                                    rebate opportunities available at other                 market participants. Unlike other                     Number SR–Phlx–2016–42.This file
                                                    venues to be more favorable. In such an                 market participants, a Specialist or                  number should be included on the
                                                    environment, the Exchange must                          Market Maker may directly transact                    subject line if email is used. To help the
                                                    continually adjust its fees to remain                   orders on the trading floor. Further,                 Commission process and review your
                                                    competitive with other exchanges and                    unlike Specialist or Market Maker                     comments more efficiently, please use
                                                    with alternative trading systems that                   electronic orders, which are subject to a             only one method. The Commission will
                                                    have been exempted from compliance                      Marketing Fee, Specialist or Market                   post all comments on the Commission’s
                                                    with the statutory standards applicable                 Maker floor orders are not subject to a               Internet Web site (http://www.sec.gov/
                                                    to exchanges. Because competitors are                   Marketing Fee.                                        rules/sro.shtml). Copies of the
                                                    free to modify their own fees in                                                                              submission, all subsequent
                                                    response, and because market                            C. Self-Regulatory Organization’s                     amendments, all written statements
                                                    participants may readily adjust their                   Statement on Comments on the                          with respect to the proposed rule
                                                    order routing practices, the Exchange                   Proposed Rule Change Received From                    change that are filed with the
                                                    believes that the degree to which fee                   Members, Participants, or Others                      Commission, and all written
                                                    changes in this market may impose any                     No written comments were either                     communications relating to the
                                                    burden on competition is extremely                      solicited or received.                                proposed rule change between the
                                                    limited.                                                                                                      Commission and any person, other than
                                                                                                            III. Date of Effectiveness of the
                                                                                                                                                                  those that may be withheld from the
                                                       In this instance, the proposed changes               Proposed Rule Change and Timing for
                                                                                                                                                                  public in accordance with the
                                                    to the charges assessed and credits                     Commission Action
                                                                                                                                                                  provisions of 5 U.S.C. 552, will be
                                                    available to member firms for execution                    The foregoing rule change has become               available for Web site viewing and
                                                    of securities in securities of all three                effective pursuant to Section                         printing in the Commission’s Public
                                                    Tapes do not impose a burden on                         19(b)(3)(A)(ii) of the Act.22                         Reference Room, 100 F Street NE.,
                                                    competition because the Exchange’s                         At any time within 60 days of the                  Washington, DC 20549, on official
                                                    execution services are completely                       filing of the proposed rule change, the               business days between the hours of
                                                    voluntary and subject to extensive                      Commission summarily may                              10:00 a.m. and 3:00 p.m. Copies of the
                                                    competition both from other exchanges                   temporarily suspend such rule change if               filing also will be available for
                                                    and from off-exchange venues.                           it appears to the Commission that such                inspection and copying at the principal
                                                       The Exchange believes that its                       action is: (i) Necessary or appropriate in            office of the Exchange. All comments
                                                    proposed amendments to the QCC                                                                                received will be posted without change;
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                    rebate tiers and increase to the                           21 The International Securities Exchange LLC
                                                                                                                                                                  the Commission does not edit personal
                                                    Specialist and Market Maker floor                       (‘‘ISE’’) pays QCC rebates ranging from $0.00 to
                                                                                                            $0.011 per contract. See ISE’s Schedule of Fees.      identifying information from
                                                    options transaction charges do not                      Also, the Chicago Board Options Exchange,             submissions. You should submit only
                                                    impose an undue burden on inter-                        Incorporated (‘‘CBOE’’) assess market-makers,         information that you wish to make
                                                    market competition because the QCC                      DPMs and LLMs manual fees based on a sliding          available publicly. All submissions
                                                    rebates and Specialist and Market Maker                 scale which range from $0.03 to $0.23 per contract
                                                                                                            depending on certain volume thresholds. See           should refer to File Number SR–Phlx–
                                                    fees remain competitive with rebates                    CBOE’s Fees Schedule.                                 2016–42 and should be submitted on or
                                                    and fees offered on other options                          22 15 U.S.C. 78s(b)(3)(A)(ii).                     before May 6, 2016.


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                                                    22328                             Federal Register / Vol. 81, No. 73 / Friday, April 15, 2016 / Notices

                                                      For the Commission, by the Division of                 A. Self-Regulatory Organization’s                       limited to the desire to create more
                                                    Trading and Markets, pursuant to delegated               Statement of the Purpose of, and                        competitive marketplaces and attract
                                                    authority.23                                             Statutory Basis for, the Proposed Rule                  retail order flow.6 In addition, as several
                                                    Robert W. Errett,                                        Change                                                  of the exchanges noted in their original
                                                    Deputy Secretary.                                                                                                Professional rule filings, their beliefs
                                                                                                             1. Purpose
                                                    [FR Doc. 2016–08642 Filed 4–14–16; 8:45 am]                                                                      that disparate Professional rules and a
                                                    BILLING CODE 8011–01–P                                      The Exchange proposes to amend                       lack of uniformity in the application of
                                                                                                             BOX Rule 100 (Definitions) to amend                     such rules across the options markets
                                                                                                             the definition of Professional. This filing             would not promote the best regulation
                                                    SECURITIES AND EXCHANGE                                  that is based on a proposal recently                    and could, in fact, encourage regulatory
                                                    COMMISSION                                               submitted by Chicago Board Options                      arbitrage.7
                                                                                                             Exchange, Incorporated (‘‘CBOE’’) and                     Similar to other U.S. options
                                                    [Release No. 34–77580; File No. SR–BOX–
                                                    2016–13]
                                                                                                             approved by the Commission.3                            exchanges, the Exchange grants ‘‘Public
                                                                                                                The Exchange proposes to amend                       Customers’’ certain marketplace
                                                    Self-Regulatory Organizations; BOX                       BOX Rule 100(a)(50) relating to                         advantages over other market
                                                    Options Exchange LLC; Notice of                          Professionals. Specifically, the                        participants pursuant to the Exchange’s
                                                    Filing and Immediate Effectiveness of                    Exchange proposes to adopt new                          Fee Schedule 8 and the BOX Rules.9
                                                    a Proposed Rule Change To Amend                          language to the rule setting forth                      Specifically, Public Customer orders are
                                                    BOX Rule 100 (Definitions) Relating to                   amended standards for calculating
                                                    Professionals                                            average daily order submissions for                        6 See, e.g., Securities Exchange Act Release No.

                                                                                                             Professional order counting purposes.                   60931 (November 4, 2009), 74 FR 58355, 58356
                                                    April 11, 2016.                                          The Exchange believes that the                          (November 12, 2009) (Notice of Filing of Proposed
                                                                                                                                                                     Rule Change, as Modified by Amendment No. 1,
                                                       Pursuant to Section 19(b)(1) of the                   proposed rule change would provide                      Related to Professional Orders) (SR–CBOE–2009–
                                                    Securities Exchange Act of 1934                          additional clarity in the BOX Rules.                    078); Securities Exchange Act Release No. 59287
                                                    (‘‘Act’’),1 and Rule 19b–4 thereunder,2                                                                          (January 23, 2009), 74 FR 5694, 5694 (January 30,
                                                    notice is hereby given that on March 29,                 Background                                              2009) (Notice of Filing of Amendment No. 2 and
                                                                                                                                                                     Order Granting Accelerated Approval of the
                                                    2016, BOX Options Exchange LLC (the                         In general, ‘‘public customers’’ are                 Proposed Rule Change, as Modified by Amendment
                                                    ‘‘Exchange’’) filed with the Securities                  granted certain marketplace advantages                  Nos. 1 and 2 Thereto, Relating to Professional
                                                    and Exchange Commission                                  over other market participants,                         Account Holders) (SR–ISE–2006–026); Securities
                                                    (‘‘Commission’’) the proposed rule                       including Market Makers, brokers and                    Exchange Act Release No. 61802 (March 30, 2010),
                                                                                                                                                                     75 FR 17193, 17194 (April 5, 2010) (Notice of Filing
                                                    change as described in Items I and II                    dealers of securities, and industry                     of Amendment No. 2 and Order Granting
                                                    below, which Items have been prepared                    ‘‘Professionals’’ on most U.S. options                  Accelerated Approval of the Proposed Rule Change,
                                                    by the self-regulatory organization. The                 exchanges. The U.S. options exchanges,                  as Modified by Amendment No. 2 Thereto, Relating
                                                    Commission is publishing this notice to                  including BOX, have adopted similar                     to Professional Orders) (SR–PHLX–2010–005);
                                                                                                                                                                     Securities Exchange Act Release No. 61629 (March
                                                    solicit comments on the proposed rule                    definitions of the term ‘‘Professional,’’ 4             2, 2010), 75 FR 10851, 10851 (March 9, 2010)
                                                    from interested persons.                                 which commonly refers to persons or                     (Notice of Filing of Proposed Rule Change Relating
                                                                                                             entities that are not a brokers or dealers              to the Designation of a ‘‘Professional Customer’’)
                                                    I. Self-Regulatory Organization’s                        in securities and who or which place                    (SR–NYSEMKT–2010–018).
                                                    Statement of the Terms of the Substance                  more than 390 orders in listed options                     7 See, e.g., Securities and Exchange Act Release

                                                    of the Proposed Rule Change                              per day on average during a calendar
                                                                                                                                                                     No. 62724 (August 16, 2010), 75 FR 51509 (August
                                                                                                                                                                     20, 2010) (Notice of Filing of a Proposed Rule
                                                       The Exchange proposes to amend                        month for their own beneficial                          Change by the NASDAQ Stock Market LLC To
                                                    BOX Rule 100 (Definitions) relating to                   account(s).5 Various exchanges adopted                  Adopt a Definition of Professional and Require That
                                                    Professionals. The text of the proposed                  similar Professional rules for many of                  All Professional Orders Be Appropriately Marked)
                                                                                                                                                                     (SR NASDAQ–2010–099); Securities and Exchange
                                                    rule change is available from the                        the same reasons, including, but not                    Act Release No. 65500 (October 6, 2011), 76 FR
                                                    principal office of the Exchange, at the                                                                         63686 (October 13, 2011) (Notice of Filing and
                                                    Commission’s Public Reference Room                          3 See Securities Exchange Act Release No. 77450      Immediate Effectiveness of Proposed Rule Change
                                                    and also on the Exchange’s Internet Web                  (March 25, 2016) (Order Approving SR–CBOE–              To Adopt a Definition of Professional and Require
                                                                                                             2016–005).                                              That All Professional Orders Be Appropriately
                                                    site at http://boxexchange.com.                             4 Some U.S. options exchanges refer to               Marked) (SR–BATS–2011–041); Securities
                                                    II. Self-Regulatory Organization’s                       ‘‘Professionals’’ as ‘‘Professional Customers’’ or      Exchange Act Release No. 65036 (August 4, 2011),
                                                                                                             non-‘‘Priority Customers.’’ Compare BATS                76 FR 49517, 49518 (August 10, 2011) (Notice of
                                                    Statement of the Purpose of, and                         Exchange, Inc. (‘‘BZX’’) Rule 16.1(a)(45)               Filing and Immediate Effectiveness of Proposed
                                                    Statutory Basis for, the Proposed Rule                   (Professional); BOX Options Exchange LLC (‘‘BOX’’)      Rule Change To Adopt a Definition of
                                                    Change                                                   Rule 100(a)(50) (Professional); CBOE Rule 1.1(ggg)      ‘‘Professional’’ and Require That Professional
                                                                                                             (Professional); C2 Rule 1.1; BX Chapter I, Sec. 1(49)   Orders Be Appropriately Marked by BOX Options
                                                      In its filing with the Commission, the                 (Professional); NASDAQ OMX PHLX LLC (‘‘PHLX’’)          Participants) (SR–BX–2011–049); Securities
                                                    self-regulatory organization included                    Rule 1000(b)(14) (Professional); Nasdaq Options         Exchange Act Release No. 60931 (November 4,
                                                    statements concerning the purpose of,                    Market (‘‘NOM’’) Chapter I, Sec. 1(a)(48)               2009), 74 FR 58355, 58357 (November 12, 2009)
                                                                                                             (Professional); with ISE Rule 100(a)(37A) (Priority     (Notice of Filing of Proposed Rule Change, as
                                                    and basis for, the proposed rule change                  Customer); Gemini Rule 100(a)(37A) (Priority            Modified by Amendment No. 1, Related to
                                                    and discussed any comments it received                   Customer); Miami International Securities Exchange      Professional Orders) (SR–CBOE–2009–078); see also
                                                    on the proposed rule change. The text                    LLC (‘‘MIAX’’) Rule 100 (Priority Customer); NYSE       Securities Exchange Act Release 73628 (November
                                                    of these statements may be examined at                   MKT LLC (‘‘NYSE MKT’’) Rule 900.2NY(18A)                18, 2014), 79 FR 69958, 69960 (November 24, 2014)
                                                                                                             (Professional Customer); NYSE Arca, Inc. (‘‘Arca’’)     (Notice of Filing and Immediate Effectiveness of a
asabaliauskas on DSK3SPTVN1PROD with NOTICES




                                                    the places specified in Item IV below.                   Rule 6.1A(4A) (Professional Customer).                  Proposed Rule Change Relating to Professional
                                                    The self-regulatory organization has                        5 See, e.g., BZX Rule 16.1(a)(45); BOX Rule          Orders) (SR–CBOE–2014–085).
                                                    prepared summaries, set forth in                         100(a)(50); CBOE Rule 1.1(ggg); C2 Rule 1.1; BX            8 See, e.g., BOX Fee Schedule (Exchange Fees).

                                                    Sections A, B, and C below, of the most                  Chapter I, Sec. 1(49); PHLX Rule 1000(b)(14); NOM          9 Public Customers receive allocation priority

                                                    significant aspects of such statements.                  Chapter I, Sec. 1(a)(48); see also ISE Rule             above equally priced competing interests of Market
                                                                                                             100(a)(37A) (Priority Customer); Gemini Rule            Makers, broker-dealers, and other market
                                                                                                             100(a)(37A) (Priority Customer); MIAX Rule 100          participants in the PIP and COPIP. See, e.g., BOX
                                                      23 17 CFR 200.30–3(a)(12).                             (Priority Customer); NYSE MKT Rule 900.2NY(18A)         Rule 7150(g)(1) (Public Customer Allocation in PIP),
                                                      1 15 U.S.C. 78s(b)(1).                                 (Professional Customer); Arca Rule 6.1A(4A)             BOX Rule 7245(g)(2) (Public Customer Allocation in
                                                      2 17 CFR 240.19b–4.                                    (Professional Customer).                                COPIP).



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Document Created: 2016-04-15 00:54:46
Document Modified: 2016-04-15 00:54:46
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 Citation81 FR 22324 

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