81 FR 45315 - Self-Regulatory Organizations; The NASDAQ Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Adopt Rules To Implement the Quoting and Trading Provisions of the Plan To Implement a Tick Size Pilot Program
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 81, Issue 134 (July 13, 2016)
Federal Register Volume 81, Issue 134 (July 13, 2016)
| Page Range | 45315-45320 | |
| FR Document | 2016-16493 |
[Federal Register Volume 81, Number 134 (Wednesday, July 13, 2016)] [Notices] [Pages 45315-45320] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2016-16493] ======================================================================= ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-78251; File No. SR-NASDAQ-2016-093] Self-Regulatory Organizations; The NASDAQ Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Adopt Rules To Implement the Quoting and Trading Provisions of the Plan To Implement a Tick Size Pilot Program July 7, 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 June 24, 2016, The NASDAQ Stock Market LLC (``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. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 17 CFR 240.19b-4. --------------------------------------------------------------------------- I. Self-Regulatory Organization's Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to adopt rules under Rule 4770 to implement the quoting and trading provisions of the Plan to Implement a Tick Size Pilot Program submitted to the Commission pursuant to Rule 608 of Regulation NMS \3\ under the Act (the ``Plan'').\4\ The proposed rule change is substantially similar to proposed rule changes recently approved or published by the Commission by New York Stock Exchange LLC to adopt NYSE Rules 67(a) and 67(c)-(e), which also implemented the quoting and trading provisions of the Plan.\5\ --------------------------------------------------------------------------- \3\ 17 CFR 242.608. \4\ See Securities and Exchange Act Release No. 74892 (May 6, 2015), 80 FR 27513 (File No. 4-657) (``Tick Plan Approval Order''). See also Securities and Exchange Act Release No. 76382 (November 6, 2015) (File No. 4-657), 80 FR 70284 (File No. 4-657) (November 13, 2015), which extended the pilot period commencement date from May 6, 2015 to October 3, 2016. \5\ See Securities Exchange Act Release No. 76229 (October 22, 2015), 80 FR 66065 (October 28, 2015) (SR-NYSE-2015-46), as amended by Partial Amendments No. 1 and No. 2 to the Quoting & Trading Rules Proposal. See Securities Exchange Act Release No. 77703 (April 25, 2016), 81 FR 25725 (April 29, 2016) (SR-NYSE-2015-46). --------------------------------------------------------------------------- The text of the proposed rule change is available on the Exchange's Web site at http://nasdaq.cchwallstreet.com, at the principal office of the Exchange, and at the Commission's Public Reference Room. II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, the Exchange included statements concerning the purpose of and basis for the proposed rule change and discussed any comments it received on the proposed rule change. The text of these statements may be examined at the places specified in Item IV below. The Exchange has prepared summaries, set forth in sections A, B, and C below, of the most significant aspects of such statements. A. Self-Regulatory Organization's Statement of the Purpose of, and the Statutory Basis for, the Proposed Rule Change 1. Purpose The Exchange proposes to establish rules to require its members to comply with the requirements of the Plan, which is designed to study and assess the impact of increment conventions on the liquidity and trading of the common stocks of small capitalization companies. The Exchange proposes changes to its rules for a two-year pilot period that coincides with the pilot period for the Plan, which is currently scheduled as a two year pilot to begin on October 3, 2016. Background On August 25, 2014, NYSE Group, Inc., on behalf of Bats BZX Exchange, Inc. (f/k/a BATS Exchange, Inc.), Bats BYX Exchange, Inc. (f/ k/a BATS Y-Exchange, Inc.), Chicago Stock Exchange, Inc., EDGA Exchange, Inc., EDGX Exchange, Inc., the Exchange[sic], Financial Industry Regulatory Authority, Inc. (``FINRA''), NASDAQ OMX BX, Inc., NASDAQ OMX PHLX LLC, New York Stock Exchange LLC, the Exchange and NYSE Arca, Inc., and the NYSE MKT LLC, (collectively ``Participants''), filed with the Commission, pursuant to Section 11A of the Act \6\ and Rule 608 of Regulation NMS thereunder, the Plan to Implement a Tick Size Pilot Program.\7\ The Participants filed the Plan to comply with an order issued by the Commission on June 24, 2014 (the ``June 2014 Order'').\8\ The Plan \9\ was published for [[Page 45316]] comment in the Federal Register on November 7, 2014,\10\ and approved by the Commission, as modified, on May 6, 2015.\11\ --------------------------------------------------------------------------- \6\ 15 U.S.C. 78k-1. \7\ See Letter from Brendon J. Weiss, Vice President, Intercontinental Exchange, Inc., to Secretary, Commission, dated August 25, 2014. \8\ See Securities Exchange Act Release No. 72460 (June 24, 2014), 79 FR 36840 (June 30, 2014). \9\ Unless otherwise specified, capitalized terms used in this rule filing are based on the defined terms of the Plan. \10\ See Securities and Exchange Act Release No. 73511 (November 3, 2014), 79 FR 66423 (File No. 4-657) (Tick Plan Filing). \11\ See Tick Plan Approval Order, supra note 4. See also Securities Exchange Act Release No. 77277 (March 3, 2016), 81 FR 12162 (March 8, 2016) (File No. 4-657), which amended the Plan to add National Stock Exchange, Inc. as a Participant. --------------------------------------------------------------------------- The Plan is designed to allow the Commission, market participants, and the public to study and assess the impact of increment conventions on the liquidity and trading of the common stocks of small capitalization companies. The Commission plans to use the Tick Size Pilot Program to assess whether wider tick sizes enhance the market quality of Pilot Securities for the benefit of issuers and investors. Each Participant is required to comply with, and to enforce compliance by its members, as applicable, with the provisions of the Plan. On October 9, 2015, the Operating Committee approved the Exchange's proposed rules as model Participant rules that would require compliance by a Participant's members with the provisions of the Plan, as applicable, and would establish written policies and procedures reasonably designed to comply with applicable quoting and trading requirements specified in the Plan.\12\ As described more fully below, the proposed rules would require members to comply with the Plan and provide for the widening of quoting and trading increments for Pilot Securities, consistent with the Plan. --------------------------------------------------------------------------- \12\ The Operating Committee is required under Section III(C)(2) of the Plan to ``monitor the procedures established pursuant to the Plan and advise Participants with respect to any deficiencies, problems, or recommendations as the Operating Committee may deem appropriate.'' The Operating Committee is also required to ``establish specifications and procedures for the implementation and operation of the Plan that are consistent with the provisions of the Plan.'' --------------------------------------------------------------------------- The Plan will include stocks of companies with $3 billion or less in market capitalization, an average daily trading volume of one million shares or less, and a volume weighted average price of at least $2.00 for every trading day. The Plan will consist of a control group of approximately 1,400 Pilot Securities and three test groups with 400 Pilot Securities in each selected by a stratified sampling.\13\ During the pilot, Pilot Securities in the control group will be quoted at the current tick size increment of $0.01 per share and will trade at the currently permitted increments. Pilot Securities in the first test group (``Test Group One'') will be quoted in $0.05 minimum increments but will continue to trade at any price increment that is currently permitted.\14\ Pilot Securities in the second test group (``Test Group Two'') will be quoted in $0.05 minimum increments and will trade at $0.05 minimum increments subject to a midpoint exception, a retail investor exception, and a negotiated trade exception.\15\ Pilot Securities in the third test group (``Test Group Three'') will be subject to the same terms as Test Group Two and also will be subject to the ``Trade-at'' requirement to prevent price matching by a person not displaying at a price of a Trading Center's ``Best Protected Bid'' or ``Best Protected Offer,'' unless an enumerated exception applies.\16\ In addition to the exceptions provided under Test Group Two, an exception for Block Size orders and exceptions that closely resemble those under Rule 611 of Regulation NMS \17\ will apply to the Trade-at requirement. --------------------------------------------------------------------------- \13\ See Section V of the Plan for identification of Pilot Securities, including criteria for selection and grouping. \14\ See Section VI(B) of the Plan. Pilot Securities in Test Group One will be subject to a midpoint exception and a retail investor exception. \15\ See Section VI(C) of the Plan. \16\ See Section VI(D) of the Plan. \17\ 17 CFR 242.611. --------------------------------------------------------------------------- The Plan also contains requirements for the collection and transmission of data to the Commission and the public. A variety of data generated during the Plan will be released publicly on an aggregated basis to assist in analyzing the impact of wider tick sizes on smaller capitalization stocks.\18\ --------------------------------------------------------------------------- \18\ See Section VII of the Plan. --------------------------------------------------------------------------- Proposed Rules 4770(a) and (c) The Plan requires the Exchange to establish, maintain, and enforce written policies and procedures that are reasonably designed to comply with applicable quoting and trading requirements specified in the Plan.\19\ Accordingly, the Exchange is proposing new Rule 4770(a) to require its members to comply with the quoting and trading provisions of the Plan. The proposed Rules are also designed to ensure the Exchange's compliance with the Plan. --------------------------------------------------------------------------- \19\ The Exchange was also required by the Plan to develop appropriate policies and procedures that provide for data collection and reporting to the Commission of data described in Appendixes B and C of the Plan. See Securities Exchange Act Release No. 77456 (March 28, 2016), 81 FR 18925 (April 1, 2016) (SR-NASDAQ-2016-43). --------------------------------------------------------------------------- Proposed paragraph (a)(1) of new Rule 4770 would establish the following defined terms:``Plan'' means the Tick Size Pilot Plan submitted to the Commission pursuant to Rule 608(a)(3) of Regulation NMS under the Act. ``Pilot Test Groups'' means the three test groups established under the Plan, consisting of 400 Pilot Securities each, which satisfy the respective criteria established by the Plan for each such test group. Trade-at Intermarket Sweep Order'' \20\ would mean a limit order for a Pilot Security that meets the following requirements: --------------------------------------------------------------------------- \20\ The Plan defines a Trade-at Intermarket Sweep Order (``ISO'') as a limit order for a Pilot Security that, when routed to a Trading Center, is identified as an ISO, and simultaneous with the routing of the limit order identified as an ISO, one or more additional limit orders, as necessary, are routed to execute against the full displayed size of any protected bid (in the case of a limit order to sell) or the full displayed size of any protected offer (in the case of a limit order to buy) for the Pilot Security with a price that is equal to the limit price of the limit order identified as an ISO. These additional routed orders also must be marked as ISOs. See Plan, Section I(MM). Since the Plan allows (i) an order that is identified as an ISO to be executed at the price of a Protected Quotation (see Plan, Section VI(D)(8) and proposed Rule 4770(c)(3)(D)(iii)i.) and (ii) an order to execute at the price of a Protected Quotation that ``is executed by a trading center that simultaneously routed Trade-at ISO to execute against the full displayed size of the Protected Quotation that was trade at'' (see Plan, Section VI(D)(9) and proposed Rule 4770(c)(3)(D)(iii)j.)), the Exchange proposes to clarify the use of an ISO in connection with the Trade-at requirement by adopting, as part of proposed Rule 4770(a)(1), a comprehensive definition of ``Trade-at ISO.'' As set forth in the Plan and as noted above, the definition of a Trade-at ISO used in the Plan does not distinguish ISOs that are compliant with Rule 611 or Regulation NMS from ISOs that are compliant with Trade-at. The Exchange therefore proposes the separate definition of Trade-at ISO contained in proposed Rule 4770(a). The Exchange believes that this proposed definition will further clarify to recipients of ISOs in Test Group Three securities whether the ISO satisfies the requirements of Rule 611 of Regulation NMS or Trade- at. --------------------------------------------------------------------------- (i) When routed to a Trading Center, the limit order is identified as a Trade-at Intermarket Sweep Order; and (ii) Simultaneously with the routing of the limit order identified as a Trade-at Intermarket Sweep Order, one or more additional limit orders, as necessary, are routed to execute against the full size of any protected bid, in the case of a limit order to sell, or the full displayed size of any protected offer, in the case of a limit order to buy, for the Pilot Security with a price that is better than or equal to the limit price of the limit order identified as a Trade-at Intermarket Sweep Order. These additional routed orders also must be marked as Trade-at Intermarket Sweep Orders. Paragraph (a)(1)(E) would provide that all capitalized terms not otherwise defined in this rule shall have the meanings set forth in the Plan, Regulation NMS under the Act, or Exchange rules, as applicable. Proposed Paragraph (a)(2) would state that the Exchange is a Participant in, [[Page 45317]] and subject to the applicable requirements of, the Plan; proposed Paragraph (a)(3) would require members to establish, maintain and enforce written policies and procedures that are reasonably designed to comply with the applicable requirements of the Plan, which would allow the Exchange to enforce compliance by its members with the provisions of the Plan, as required pursuant to Section II(B) of the Plan. In addition, Paragraph (a)(4) would provide that Exchange systems would not display, quote or trade in violation of the applicable quoting and trading requirements for a Pilot Security specified in the Plan and this proposed rule, unless such quotation or transaction is specifically exempted under the Plan.\21\ --------------------------------------------------------------------------- \21\ The Exchange is still evaluating its internal policies and procedures to ensure compliance with the Plan, and plans to separately propose rules that would address violations of the Plan. --------------------------------------------------------------------------- The Exchange also proposes to add Rule 4770(a)(5) to provide for the treatment of Pilot Securities that drop below a $1.00 value during the Pilot Period.\22\ The Exchange proposes that if the price of a Pilot Security drops below $1.00 during regular trading on any given business day, such Pilot Security would continue to be subject to the Plan and the requirements described below that necessitate members to comply with the specific quoting and trading obligations for each respective Pilot Test Group under the Plan, and would continue to trade in accordance with the proposed rules below as if the price of the Pilot Security had not dropped below $1.00. However, if the Closing Price of a Pilot Security on any given business day is below $1.00, such Pilot Security would be moved out of its respective Pilot Test Group into the control group (which consists of Pilot Securities not placed into a Pilot Test Group), and may then be quoted and traded at any price increment that is currently permitted by Exchange rules for the remainder of the Pilot Period. Notwithstanding anything contained herein to the contrary, the Exchange proposes that, at all times during the Pilot Period, Pilot Securities (whether in the control group or any Pilot Test Group) would continue to be subject to the data collection rules, which are enumerated in Rule 4770(b). --------------------------------------------------------------------------- \22\ New York Stock Exchange LLC, on behalf of the Participants, submitted a letter to Commission requesting exemption from certain provisions of the Plan related to quoting and trading. See letter from Elizabeth K. King, NYSE, to Brent J. Fields, Secretary, Commission, dated October 14, 2015 (the ``October Exemption Request''). FINRA, also on behalf of the Plan Participants, submitted a separate letter to Commission requesting additional exemptions from certain provisions of the Plan related to quoting and trading. See letter from Marcia E. Asquith, Senior Vice President and Corporate Secretary, FINRA, to Robert W. Errett, Deputy Secretary, Commission, dated February 23, 2016 (the ``February Exemption Request,'' and together with the October Exemption Request, the ``Exemption Request Letters''). The Commission, pursuant to its authority under Rule 608(e) of Regulation NMS, granted New York Stock Exchange LLC a limited exemption from the requirement to comply with certain provisions of the Plan as specified in the Exemption Request Letters and noted herein. See letter from David Shillman, Associate Director, Division of Trading and Markets, Commission to Sherry Sandler, Associate General Counsel, New York Stock Exchange LLC, dated April 25, 2016 (the ``Exemption Letter''). The Exchange is seeking the same exemptions as requested in the Exemption Request Letters, including without limitation, an exemption relating to proposed Rule 4770(a)(5). --------------------------------------------------------------------------- The Exchange proposes Rules 4770(c)(1)-(3), which would require members to comply with the specific quoting and trading obligations for each Pilot Test Group under the Plan. With regard to Pilot Securities in Test Group One, proposed Rule 4770(c)(1) would provide that no member may display, rank, or accept from any person any displayable or non-displayable bids or offers, orders, or indications of interest in increments other than $0.05. However, orders priced to trade at the midpoint of the National Best Bid and National Best Offer (``NBBO'') or Best Protected Bid and Best Protected Offer (``PBBO'') and orders entered in a Participant-operated retail liquidity program \23\ may be ranked and accepted in increments of less than $0.05. Pilot Securities in Test Group One may continue to trade at any price increment that is currently permitted by Rule 4701(k).\24\ --------------------------------------------------------------------------- \23\ The Exchange notes that it does not currently operate a retail liquidity program, but has elected to include rule text taken from the plan concerning such programs and Retail Investor Orders under Rule 4770(c) to keep the rule text consistent with the Plan. \24\ Rule 4701(k) describes the minimum price variation for quoting and entry of orders in equity securities listed on the Exchange or a national securities exchange other than the Exchange. --------------------------------------------------------------------------- With regard to Pilot Securities in Test Group Two, proposed Rule 4770(c)(2)(A) would provide that such Pilot Securities would be subject to all of the same quoting requirements as described above for Pilot Securities in Test Group One, along with the applicable quoting exceptions. In addition, proposed Rule 4770(c)(2)(B) would provide that, absent one of the listed exceptions in proposed 4770(c)(2)(C) enumerated below, no member may execute orders in any Pilot Security in Test Group Two in price increments other than $0.05. The $0.05 trading increment would apply to all trades, including Brokered Cross Trades. Paragraph (2)(C) would set forth further requirements for Pilot Securities in Test Group Two. Specifically, members trading Pilot Securities in Test Group Two would be allowed to trade in increments less than $0.05 under the following circumstances: (i) Trading may occur at the midpoint between the NBBO or PBBO; (ii) Retail Investor Orders may be provided with price improvement that is at least $0.005 better than the PBBO; (iii) Negotiated Trades may trade in increments less than $0.05; and (iv) Execution of a customer order to comply with Rule 5320A \25\ following the execution of a proprietary trade by the member at an increment other than $0.05, where such proprietary trade was permissible pursuant to an exception under the Plan.\26\ --------------------------------------------------------------------------- \25\ Rule 5320A is the Exchange's Prohibition Against Trading Ahead of Customer Orders rule and incorporates by reference FINRA Rule 5320, which states: (a) Except as provided herein, a member that accepts and holds an order in an equity security from its own customer or a customer of another broker-dealer without immediately executing the order is prohibited from trading that security on the same side of the market for its own account at a price that would satisfy the customer order, unless it immediately thereafter executes the customer order up to the size and at the same or better price at which it traded for its own account. (b) A member must have a written methodology in place governing the execution and priority of all pending orders that is consistent with the requirements of this Rule and Rule 5310. A member also must ensure that this methodology is consistently applied. \26\ The Exchange proposes to add this exemption to permit members to fill a customer order in a Pilot Security at a non-nickel increment to comply with Rule 5320A under limited circumstances. Specifically, the exception would allow the execution of a customer order following a proprietary trade by the member at an increment other than $0.05 in the same security, on the same side and at the same price as (or within the prescribed amount of ) a customer order owed a fill pursuant to Rule 5320A, where the triggering proprietary trade was permissible pursuant to an exception under the Plan. The Commission granted New York Stock Exchange LLC an exemption from Rule 608(c) related to this provision. See Exemption Letter, supra note 22. The Exchange is seeking the same exemptions as requested in the Exemption Request Letters. The Exchange believes such an exception best facilitates the ability of members to continue to protect customer orders while retaining the flexibility to engage in proprietary trades that comply with an exception to the Plan. --------------------------------------------------------------------------- Paragraph (3)(A)-(3)(C) would set forth the requirements for Pilot Securities in Test Group Three. Members quoting or trading such Pilot Securities would be subject to all of the same quoting and trading requirements as described above for Pilot Securities in Test Group Two, including the quoting and trading exceptions applicable to Pilot Securities in Test Group Two. In addition, proposed Paragraph (3)(D) would provide for an additional prohibition on Pilot Securities in Test Group Three referred to as the ``Trade- [[Page 45318]] at Prohibition.'' \27\ Paragraph (3)(D)(ii) would provide that, absent one of the listed exceptions in proposed Rule 4770(c)(3)(D)(iii) enumerated below, no member may execute a sell order for a Pilot Security in Test Group Three at the price of a Protected Bid or execute a buy order for a Pilot Security in Test Group Three at the price of a Protected Offer. --------------------------------------------------------------------------- \27\ Proposed 4770(c)(3)(D)(i) would define the ``Trade-at Prohibition'' to mean the prohibition against executions by a Trading Center of a sell order for a Pilot Security at the price of a Protected Bid or the execution of a buy order for a Pilot Security at the price of a Protected Offer during regular trading hours. --------------------------------------------------------------------------- Proposed Rule 4770(c)(3)(D)(iii) would allow members to execute a sell order for a Pilot Security in Test Group Three at the price of a Protected Bid or execute a buy order for a Pilot Security in Test Group Three at the price of a Protected Offer if any of the following circumstances exist: a. The order is executed as agent or riskless principal by an independent trading unit, as defined under Rule 200(f) of Regulation SHO,\28\ of a Trading Center within a member that has a displayed quotation as agent or riskless principal, via either a processor or an SRO Quotation Feed, at a price equal to the traded-at Protected Quotation, that was displayed before the order was received,\29\ but only up to the full displayed size of that independent trading unit's previously displayed quote; \30\ --------------------------------------------------------------------------- \28\ The Exchange is proposing that, for proposed Rules 4770(c)(3)(D)(iii)a. and b., a Trading Center operated by a broker- dealer would mean an independent trading unit, as defined under Rule 200(f) of Regulation SHO, within such broker-dealer. See 17 CFR 242.200. Independent trading unit aggregation is available if traders in an aggregation unit pursue only the particular trading objective(s) or strategy(s) of that aggregation unit and do not coordinate that strategy with any other aggregation unit. Therefore, a Trading Center cannot rely on quotations displayed by that broker dealer from a different independent trading unit. As an example, an agency desk of a broker-dealer cannot rely on the quotation of a proprietary desk in a separate independent trading unit at that same broker-dealer. \29\ The Exchange is proposing to adopt this limitation to ensure that a Trading Center does not display a quotation after the time of order receipt solely for the purpose of trading at the price of a protected quotation without routing to that protected quotation. \30\ This proposed exception to Trade-at would allow a Trading Center to execute an order at the Protected Quotation in the same capacity in which it has displayed a quotation at a price equal to the Protected Quotation and up to the displayed size of such displayed quotation. --------------------------------------------------------------------------- b. The order is executed by an independent trading unit, as defined under Rule 200(f) of Regulation SHO, of a Trading Center within a member that has a displayed quotation for the account of that Trading Center on a principal (excluding riskless principal \31\) basis, via either a processor or an SRO Quotation Feed, at a price equal to the traded-at Protected Quotation, that was displayed before the order was received, but only up to the full displayed size of that independent unit's previously displayed quote; \32\ --------------------------------------------------------------------------- \31\ As described above, proposed Rule 4770(c)(3)(D)(iii)a. would establish the circumstances in which a Trading Center displaying an order as riskless principal would be permitted to Trade-at the Protected Quotation. Accordingly, the Exchange proposes that proposed Rule 4770(c)(3)(D)(iii)b. would exclude such circumstances. \32\ The display exceptions to Trade-at set forth in proposed Rules 4770(c)(3)(D)(iii)a. and b. would not permit a broker-dealer to trade on the basis of interest it is not responsible for displaying. In particular, a broker-dealer that matches orders in the over-the-counter market shall be deemed to have ``executed'' such orders as a Trading Center for purposes of proposed Rule 4770. Accordingly, if a broker-dealer is not displaying a quotation at a price equal to the Protected Quotation, it could not submit matched trades to an alternative trading center (``ATS'') that was displaying on an agency basis the quotation of another ATS subscriber. However, a broker-dealer that is displaying, as principal, via either a processor or an SRO Quotation Feed, a buy order at the protected bid, could internalize a customer sell order up to its displayed size. The display exceptions would not permit a non-displayed Trading Center to submit matched trades to an ATS that was displaying on an agency basis the quotation of another ATS subscriber and confirmed that a broker-dealer would not be permitted to trade on the basis of interest that it is not responsible for displaying. --------------------------------------------------------------------------- c. The order is of Block Size \33\ at the time of origin and may not be: --------------------------------------------------------------------------- \33\ ``Block Size'' is defined in the Plan as an order (1) of at least 5,000 shares or (2) for a quantity of stock having a market value of at least $100,000. --------------------------------------------------------------------------- A. An aggregation of non-block orders; B. broken into orders smaller than Block Size prior to submitting the order to a Trading Center for execution; or C. executed on multiple Trading Centers; \34\ --------------------------------------------------------------------------- \34\ Once a Block Size order or portion of such Block Size order is routed from one Trading Center to another Trading Center in compliance with Rule 611 of Regulation NMS, the Block Size order would not lose the Trade-at exemption provided under proposed Rule 4770(c)(3)(D)(iii)c. For example, if an exchange has a Protected Bid of 3,000 shares, with 2,000 shares in reserve, and receives a 5,000 share order to sell, the exchange would be able to execute the entire 5,000 share order without having to route to an away market at any other Protected Bid at the same price. If, however, that exchange only has 1,000 shares in reserve, the entire order would not be able to be executed on that exchange, and the exchange would only be able to execute 3,000 shares and route the rest to away markets at other Protected Bids at the same price, before executing the 1,000 shares in reserve. --------------------------------------------------------------------------- d. The order is a Retail Investor Order executed with at least $0.005 price improvement; e. The order is executed when the Trading Center displaying the Protected Quotation that was traded at was experiencing a failure, material delay, or malfunction of its systems or equipment; f. The order is executed as part of a transaction that was not a ``regular way'' contract; g. The order is executed as part of a single-priced opening, reopening, or closing transaction on the Exchange; h. The order is executed when a Protected Bid was priced higher than a Protected Offer in the Pilot Security in Test Group Three; i. The order is identified as a Trade-at Intermarket Sweep Order; \35\ --------------------------------------------------------------------------- \35\ In connection with the definition of a Trade-at ISO proposed in Rule 4770(a)(1)(D), this exception refers to the ISO that is received by a Trading Center. The Exchange proposed an exemption to the Trade-at Prohibition for Trade-at ISOs to clarify that an ISO that is received by a Trading Center (and which could form the basis of an execution at the price of a Protected Quotation pursuant to Section VI(D)(8) of the Plan), is identified as a Trade-at ISO. Depending on whether Rule 611 of Regulation NMS or the Trade-at requirement applies, an ISO may mean that the sender of the ISO has swept better-priced Protected Quotations, so that the recipient of that ISO may trade through the price of the Protected Quotation (Rule 611 of Regulation NMS), or it could mean that the sender of the ISO has swept Protected Quotations at the same price that it wishes to execute at (in addition to any better-priced quotations), so the recipient of that ISO may trade at the price of the Protected Quotation (Trade- at). Given that the meaning of an ISO may differ under Rule 611 of Regulation NMS and Trade-at, the Exchange proposed an exemption to the Trade-at Prohibition for Trade-at ISOs so that the recipient of an ISO in a Test Group Three security would know, upon receipt of that ISO, that the Trading Center that sent the ISO had already executed against the full size of displayed quotations at that price, e.g., the recipient of that ISO could permissibly trade at the price of the Protected Quotation. --------------------------------------------------------------------------- j. The order is executed by a Trading Center that simultaneously routed Trade-at Intermarket Sweep Orders to execute against the full displayed size of the Protected Quotation that was traded at; \36\ --------------------------------------------------------------------------- \36\ In connection with the definition of a Trade-at ISO proposed in Rule 4770(a)(1)(D), this exception refers to the Trading Center that routed the ISO. --------------------------------------------------------------------------- k. The order is executed as part of a Negotiated Trade; l. The order is executed when the Trading Center displaying the Protected Quotation that was traded at had displayed, within one second prior to execution of the transaction that constituted the Trade-at, a Best Protected Bid or Best Protected Offer, as applicable, for the Pilot Security in Test Group Three with a price that was inferior to the price of the Trade-at transaction; m. The order is executed by a Trading Center which, at the time of order receipt, the Trading Center had guaranteed an execution at no worse than a specified price (a ``stopped order''), where: A. The stopped order was for the account of a customer; [[Page 45319]] B. The customer agreed to the specified price on an order-by-order basis; and C. The price of the Trade-at transaction was, for a stopped buy order, equal to or less than the National Best Bid in the Pilot Security in Test Group Three at the time of execution or, for a stopped sell order, equal to or greater than the National Best Offer in the Pilot Security in Test Group Three at the time of execution, as long as such order is priced at an acceptable increment; \37\ --------------------------------------------------------------------------- \37\ The stopped order exemption in Rule 611 of Regulation NMS applies where ``[t]he price of the trade-through transaction was, for a stopped buy order, lower than the national best bid in the NMS stock at the time of execution or, for a stopped sell order, higher than the national best offer in the NMS stock at the time of execution'' (see 17 CFR 242.611(b)(9)). The Trade-at stopped order exception applies where ``the price of the Trade-at transaction was, for a stopped buy order, equal to the national best bid in the Pilot Security at the time of execution or, for a stopped sell order, equal to the national best offer in the Pilot Security at the time of execution'' (see Plan, Section VI(D)(12)). To illustrate the application of the stopped order exemption as it currently operates under Rule 611 of Regulation NMS and as it is currently proposed for Trade-at, assume the National Best Bid is $10.00 and another protected quote is at $9.95. Under Rule 611 of Regulation NMS, a stopped order to buy can be filled at $9.95 and the firm does not have to send an ISO to access the protected quote at $10.00 since the price of the stopped order must be lower than the National Best Bid. For the stopped order to also be executed at $9.95 and satisfy the Trade-at requirements, the Trade-at exception would have to be revised to allow an order to execute at the price of a protected quote which, in this case, could be $9.95. Based on the fact that a stopped order would be treated differently under the Rule 611 of Regulation NMS exception than under the Trade-at exception in the Plan, the Exchange believes that it is appropriate to amend the Trade-at stopped order exception in the Plan to ensure that the application of this exception would produce a consistent result under both Regulation NMS and the Plan. Therefore, the Exchange proposes in this proposed Rule 4770(c)(3)(D)(iii)m, to allow a transaction to satisfy the Trade-at requirement if the stopped order price, for a stopped buy order, is equal to or less than the National Best Bid, and for a stopped sell order, is equal to or greater than the National Best Offer, as long as such order is priced at an acceptable increment. The Commission granted New York Stock Exchange LLC an exemption from Rule 608(c) related to this provision. See Exemption Letter, supra note 22. The Exchange is seeking the same exemptions as requested in the Exemption Request Letters. --------------------------------------------------------------------------- n. The order is for a fractional share of a Pilot Security in Test Group Three, provided that such fractional share order was not the result of breaking an order for one or more whole shares of a Pilot Security in Test Group Three into orders for fractional shares or was not otherwise effected to evade the requirements of the Trade-at Prohibition or any other provisions of the Plan; or o. The order is to correct a bona fide error, which is recorded by the Trading Center in its error account.\38\ A bona fide error is defined as: --------------------------------------------------------------------------- \38\ The exceptions to the Trade-at requirement set forth in the Plan and in the Exchange's proposed Rule 4770(c)(3)(D)(iii) are, in part, based on the exceptions to the trade-through requirement set forth in Rule 611 of Regulation NMS, including exceptions for an order that is executed as part of a transaction that was not a ``regular way'' contract, and an order that is executed as part of a single-priced opening, reopening, or closing transaction by the Trading Center (see 17 CFR 242.611(b)(2) and (b)(3)). Following the adoption of Rule 611 of Regulation NMS and its exceptions, the Commission issued exemptive relief that created exceptions from Rule 611 of Regulation NMS for certain error correction transactions. See Securities Exchange Act Release No. 55884 (June 8, 2007), 72 FR 32926 (June 14, 2007); Securities Exchange Act Release No. 55883 (June 8, 2007), 72 FR 32927 (June 14, 2007). The Exchange has determined that it is appropriate to incorporate this additional exception to the Trade-at Prohibition, as this exception is equally applicable in the Trade-at context. Accordingly, the Exchange is proposing to exempt certain transactions to correct bona fide errors in the execution of customer orders from the Trade-at Prohibition, subject to the conditions set forth by the SEC's order exempting these transactions from Rule 611 of Regulation NMS. The Commission granted New York Stock Exchange LLC an exemption from Rule 608(c) related to this provision. See Exemption Letter, supra note 22. The Exchange is seeking the same exemptions as requested in the Exemption Request Letters. As with the corresponding exception under Rule 611 of Regulation NMS, the bona fide error would have to be evidenced by objective facts and circumstances, the Trading Center would have to maintain documentation of such facts and circumstances and record the transaction in its error account. To avail itself of the exemption, the Trading Center would have to establish, maintain, and enforce written policies and procedures reasonably designed to address the occurrence of errors and, in the event of an error, the use and terms of a transaction to correct the error in compliance with this exemption. Finally, the Trading Center would have to regularly surveil to ascertain the effectiveness of its policies and procedures to address errors and transactions to correct errors and take prompt action to remedy deficiencies in such policies and procedures. See Securities Exchange Act Release No. 55884 (June 8, 2007), 72 FR 32926 (June 14, 2007). --------------------------------------------------------------------------- A. The inaccurate conveyance or execution of any term of an order including, but not limited to, price, number of shares or other unit of trading; identification of the security; identification of the account for which securities are purchased or sold; lost or otherwise misplaced order tickets; short sales that were instead sold long or vice versa; or the execution of an order on the wrong side of a market; B. The unauthorized or unintended purchase, sale, or allocation of securities, or the failure to follow specific client instructions; C. The incorrect entry of data into relevant systems, including reliance on incorrect cash positions, withdrawals, or securities positions reflected in an account; or D. A delay, outage, or failure of a communication system used to transmit market data prices or to facilitate the delivery or execution of an order. Finally, Proposed Rule 4770(c)(3)(D)(iv) would prevent members from breaking an order into smaller orders or otherwise effecting or executing an order to evade the requirements of the Trade-at Prohibition or any other provisions of the Plan. 2. Statutory Basis The Exchange believes that its proposal is consistent with Section 6(b) of the Act,\39\ in general, and furthers the objectives of Section 6(b)(5) of the Act,\40\ in particular, in that it is designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, to remove impediments to and perfect the mechanism of a free and open market and a national market system, and, in general, to protect investors and the public interest. The Exchange believes that the proposed rule change is consistent with the Act because it ensures that the Exchange and its members would be in compliance with a Plan approved by the Commission pursuant to an order issued by the Commission in reliance on Section 11A of the Act.\41\ Such approved Plan gives the Exchange authority to establish, maintain, and enforce written policies and procedures that are reasonably designed to comply with applicable quoting and trading requirements specified in the Plan. The Exchange believes that the proposed rule change is consistent with the authority granted to it by the Plan to establish specifications and procedures for the implementation and operation of the Plan that are consistent with the provisions of the Plan. Likewise, the Exchange believes that the proposed rule change provides interpretations of the Plan that are consistent with the Act, in general, and furthers the objectives of the Act, in particular. --------------------------------------------------------------------------- \39\ 15 U.S.C. 78f(b). \40\ 15 U.S.C. 78f(b)(5). \41\ 15 U.S.C. 78k-1. --------------------------------------------------------------------------- Furthermore, the Exchange is a Participant under the Plan and subject, itself, to the provisions of the Plan. The proposed rule change ensures that the Exchange's systems would not display or execute trading interests outside the requirements specified in such Plan. The proposal would also help allow market participants to continue to trade NMS Stocks within quoting and trading requirements that are in compliance with the Plan, with certainty on how certain orders and trading interests would be treated. This, in turn, will help encourage market participants to continue to provide liquidity in the marketplace. [[Page 45320]] Because the Plan supports further examination and analysis on the impact of tick sizes on the trading and liquidity of the securities of small capitalization companies, and the Commission believes that altering tick sizes could result in significant market-wide benefits and improvements to liquidity and capital formation, adopting rules that enforce compliance by its members with the provisions of the Plan would help promote liquidity in the marketplace and perfect the mechanism of a free and open market and national market system. B. Self-Regulatory Organization's Statement on Burden on Competition The Exchange does not believe that the proposed rule change will impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. The proposed changes are being made to establish, maintain, and enforce written policies and procedures that are reasonably designed to comply with the trading and quoting requirements specified in the Plan, of which other equities exchanges are also Participants. Other competing national securities exchanges are subject to the same trading and quoting requirements specified in the Plan. Therefore, the proposed changes would not impose any burden on competition, while providing certainty of treatment and execution of trading interests on the Exchange to market participants in NMS Stocks that are acting in compliance with the requirements specified in the Plan. 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 Because the foregoing proposed rule change does not: (i) Significantly affect the protection of investors or the public interest; (ii) impose any significant burden on competition; and (iii) become operative for 30 days from the date on which it was filed, or such shorter time as the Commission may designate, it has become effective pursuant to Section 19(b)(3)(A)(iii) of the Act \42\ and subparagraph (f)(6) of Rule 19b-4 thereunder.\43\ --------------------------------------------------------------------------- \42\ 15 U.S.C. 78s(b)(3)(a)(iii). \43\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) requires a self-regulatory organization to give the Commission written notice of its intent to file the proposed rule change at least five business days prior to the date of filing of the proposed rule change, or such shorter time as designated by the Commission. The Exchange has satisfied this requirement. --------------------------------------------------------------------------- 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-NASDAQ-2016-093 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-NASDAQ-2016-093. 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-NASDAQ-2016-093, and should be submitted on or before August 3, 2016. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\44\ --------------------------------------------------------------------------- \44\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Brent J. Fields, Secretary. [FR Doc. 2016-16493 Filed 7-12-16; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 81, No. 134 / Wednesday, July 13, 2016 / Notices 45315
the competitive product list, or the SECURITIES AND EXCHANGE II. Self-Regulatory Organization’s
modification of an existing product COMMISSION Statement of the Purpose of, and
currently appearing on the market Statutory Basis for, the Proposed Rule
[Release No. 34–78251; File No. SR–
dominant or the competitive product NASDAQ–2016–093]
Change
list. In its filing with the Commission, the
Section II identifies the docket Self-Regulatory Organizations; The Exchange included statements
number(s) associated with each Postal NASDAQ Stock Market LLC; Notice of concerning the purpose of and basis for
Service request, the title of each Postal Filing and Immediate Effectiveness of the proposed rule change and discussed
Service request, the request’s acceptance Proposed Rule Change To Adopt Rules any comments it received on the
To Implement the Quoting and Trading proposed rule change. The text of these
date, and the authority cited by the
Provisions of the Plan To Implement a statements may be examined at the
Postal Service for each request. For each Tick Size Pilot Program
request, the Commission appoints an places specified in Item IV below. The
officer of the Commission to represent July 7, 2016. Exchange has prepared summaries, set
Pursuant to Section 19(b)(1) of the forth in sections A, B, and C below, of
the interests of the general public in the
Securities Exchange Act of 1934 the most significant aspects of such
proceeding, pursuant to 39 U.S.C. 505
(‘‘Act’’),1 and Rule 19b–4 thereunder,2 statements.
(Public Representative). Section II also
establishes comment deadline(s) notice is hereby given that on June 24, A. Self-Regulatory Organization’s
pertaining to each request. 2016, The NASDAQ Stock Market LLC Statement of the Purpose of, and the
(‘‘Exchange’’) filed with the Securities Statutory Basis for, the Proposed Rule
The public portions of the Postal and Exchange Commission (‘‘SEC’’ or Change
Service’s request(s) can be accessed via ‘‘Commission’’) the proposed rule
the Commission’s Web site (http:// change as described in Items I, II, and 1. Purpose
www.prc.gov). Non-public portions of III, below, which Items have been The Exchange proposes to establish
the Postal Service’s request(s), if any, prepared by the Exchange. The rules to require its members to comply
can be accessed through compliance Commission is publishing this notice to with the requirements of the Plan,
with the requirements of 39 CFR solicit comments on the proposed rule which is designed to study and assess
3007.40. change from interested persons. the impact of increment conventions on
The Commission invites comments on I. Self-Regulatory Organization’s the liquidity and trading of the common
whether the Postal Service’s request(s) Statement of the Terms of Substance of stocks of small capitalization
in the captioned docket(s) are consistent the Proposed Rule Change companies. The Exchange proposes
with the policies of title 39. For changes to its rules for a two-year pilot
The Exchange proposes to adopt rules period that coincides with the pilot
request(s) that the Postal Service states under Rule 4770 to implement the
concern market dominant product(s), period for the Plan, which is currently
quoting and trading provisions of the scheduled as a two year pilot to begin
applicable statutory and regulatory Plan to Implement a Tick Size Pilot on October 3, 2016.
requirements include 39 U.S.C. 3622, 39 Program submitted to the Commission
U.S.C. 3642, 39 CFR part 3010, and 39 pursuant to Rule 608 of Regulation Background
CFR part 3020, subpart B. For request(s) NMS 3 under the Act (the ‘‘Plan’’).4 The On August 25, 2014, NYSE Group,
that the Postal Service states concern proposed rule change is substantially Inc., on behalf of Bats BZX Exchange,
competitive product(s), applicable similar to proposed rule changes Inc. (f/k/a BATS Exchange, Inc.), Bats
statutory and regulatory requirements recently approved or published by the BYX Exchange, Inc. (f/k/a BATS Y-
include 39 U.S.C. 3632, 39 U.S.C. 3633, Commission by New York Stock Exchange, Inc.), Chicago Stock
39 U.S.C. 3642, 39 CFR part 3015, and Exchange LLC to adopt NYSE Rules Exchange, Inc., EDGA Exchange, Inc.,
39 CFR part 3020, subpart B. Comment 67(a) and 67(c)–(e), which also EDGX Exchange, Inc., the Exchange[sic],
deadline(s) for each request appear in implemented the quoting and trading Financial Industry Regulatory
section II. provisions of the Plan.5 Authority, Inc. (‘‘FINRA’’), NASDAQ
The text of the proposed rule change OMX BX, Inc., NASDAQ OMX PHLX
II. Docketed Proceeding(s) is available on the Exchange’s Web site LLC, New York Stock Exchange LLC,
at http://nasdaq.cchwallstreet.com, at the Exchange and NYSE Arca, Inc., and
1. Docket No(s).: R2011–6; Filing the principal office of the Exchange, and
Title: Notice of United States Postal the NYSE MKT LLC, (collectively
at the Commission’s Public Reference ‘‘Participants’’), filed with the
Service Providing Update Concerning Room. Commission, pursuant to Section 11A of
Exprès Service Agreement; Filing
the Act 6 and Rule 608 of Regulation
Acceptance Date: July 7, 2016; Filing 1 15
U.S.C. 78s(b)(1).
NMS thereunder, the Plan to Implement
Authority: 39 U.S.C. 3622 and 39 CFR 2 17
CFR 240.19b–4.
a Tick Size Pilot Program.7 The
3010.40 et seq.; Public Representative: 3 17 CFR 242.608.
Participants filed the Plan to comply
4 See Securities and Exchange Act Release No.
Katalin K. Clendenin; Comments Due: with an order issued by the Commission
74892 (May 6, 2015), 80 FR 27513 (File No. 4–657)
July 18, 2016. (‘‘Tick Plan Approval Order’’). See also Securities on June 24, 2014 (the ‘‘June 2014
This notice will be published in the and Exchange Act Release No. 76382 (November 6, Order’’).8 The Plan 9 was published for
2015) (File No. 4–657), 80 FR 70284 (File No. 4–
Federal Register. 657) (November 13, 2015), which extended the pilot
jstallworth on DSK7TPTVN1PROD with NOTICES
6 15 U.S.C. 78k–1.
period commencement date from May 6, 2015 to
Ruth Ann Abrams, October 3, 2016. 7 See Letter from Brendon J. Weiss, Vice
Acting Secretary. 5 See Securities Exchange Act Release No. 76229 President, Intercontinental Exchange, Inc., to
(October 22, 2015), 80 FR 66065 (October 28, 2015) Secretary, Commission, dated August 25, 2014.
[FR Doc. 2016–16545 Filed 7–12–16; 8:45 am] 8 See Securities Exchange Act Release No. 72460
(SR–NYSE–2015–46), as amended by Partial
BILLING CODE 7710–FW–P Amendments No. 1 and No. 2 to the Quoting & (June 24, 2014), 79 FR 36840 (June 30, 2014).
Trading Rules Proposal. See Securities Exchange 9 Unless otherwise specified, capitalized terms
Act Release No. 77703 (April 25, 2016), 81 FR used in this rule filing are based on the defined
25725 (April 29, 2016) (SR–NYSE–2015–46). terms of the Plan.
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![Federal Register / Vol. 81, No. 134 / Wednesday, July 13, 2016 / Notices 45319
B. The customer agreed to the Center in its error account.38 A bona Finally, Proposed Rule
specified price on an order-by-order fide error is defined as: 4770(c)(3)(D)(iv) would prevent
basis; and A. The inaccurate conveyance or members from breaking an order into
C. The price of the Trade-at execution of any term of an order smaller orders or otherwise effecting or
transaction was, for a stopped buy including, but not limited to, price, executing an order to evade the
order, equal to or less than the National number of shares or other unit of requirements of the Trade-at Prohibition
Best Bid in the Pilot Security in Test trading; identification of the security; or any other provisions of the Plan.
Group Three at the time of execution or, identification of the account for which
securities are purchased or sold; lost or 2. Statutory Basis
for a stopped sell order, equal to or
otherwise misplaced order tickets; short The Exchange believes that its
greater than the National Best Offer in
sales that were instead sold long or vice proposal is consistent with Section 6(b)
the Pilot Security in Test Group Three
versa; or the execution of an order on of the Act,39 in general, and furthers the
at the time of execution, as long as such
the wrong side of a market; objectives of Section 6(b)(5) of the Act,40
order is priced at an acceptable
B. The unauthorized or unintended in particular, in that it is designed to
increment; 37
purchase, sale, or allocation of prevent fraudulent and manipulative
n. The order is for a fractional share securities, or the failure to follow acts and practices, to promote just and
of a Pilot Security in Test Group Three, specific client instructions; equitable principles of trade, to remove
provided that such fractional share C. The incorrect entry of data into impediments to and perfect the
order was not the result of breaking an relevant systems, including reliance on mechanism of a free and open market
order for one or more whole shares of incorrect cash positions, withdrawals, and a national market system, and, in
a Pilot Security in Test Group Three or securities positions reflected in an general, to protect investors and the
into orders for fractional shares or was account; or public interest. The Exchange believes
not otherwise effected to evade the D. A delay, outage, or failure of a that the proposed rule change is
requirements of the Trade-at Prohibition communication system used to transmit consistent with the Act because it
or any other provisions of the Plan; or market data prices or to facilitate the ensures that the Exchange and its
o. The order is to correct a bona fide delivery or execution of an order. members would be in compliance with
error, which is recorded by the Trading a Plan approved by the Commission
38 The exceptions to the Trade-at requirement set
pursuant to an order issued by the
forth in the Plan and in the Exchange’s proposed
37 The stopped order exemption in Rule 611 of Rule 4770(c)(3)(D)(iii) are, in part, based on the
Commission in reliance on Section 11A
Regulation NMS applies where ‘‘[t]he price of the exceptions to the trade-through requirement set of the Act.41 Such approved Plan gives
trade-through transaction was, for a stopped buy forth in Rule 611 of Regulation NMS, including the Exchange authority to establish,
order, lower than the national best bid in the NMS exceptions for an order that is executed as part of maintain, and enforce written policies
stock at the time of execution or, for a stopped sell a transaction that was not a ‘‘regular way’’ contract,
order, higher than the national best offer in the and an order that is executed as part of a single- and procedures that are reasonably
NMS stock at the time of execution’’ (see 17 CFR priced opening, reopening, or closing transaction by designed to comply with applicable
242.611(b)(9)). The Trade-at stopped order the Trading Center (see 17 CFR 242.611(b)(2) and quoting and trading requirements
exception applies where ‘‘the price of the Trade-at (b)(3)). Following the adoption of Rule 611 of specified in the Plan. The Exchange
transaction was, for a stopped buy order, equal to Regulation NMS and its exceptions, the
the national best bid in the Pilot Security at the Commission issued exemptive relief that created believes that the proposed rule change
time of execution or, for a stopped sell order, equal exceptions from Rule 611 of Regulation NMS for is consistent with the authority granted
to the national best offer in the Pilot Security at the certain error correction transactions. See Securities to it by the Plan to establish
time of execution’’ (see Plan, Section VI(D)(12)). Exchange Act Release No. 55884 (June 8, 2007), 72
FR 32926 (June 14, 2007); Securities Exchange Act
specifications and procedures for the
To illustrate the application of the stopped order
exemption as it currently operates under Rule 611 Release No. 55883 (June 8, 2007), 72 FR 32927 (June implementation and operation of the
of Regulation NMS and as it is currently proposed 14, 2007). The Exchange has determined that it is Plan that are consistent with the
for Trade-at, assume the National Best Bid is $10.00 appropriate to incorporate this additional exception provisions of the Plan. Likewise, the
and another protected quote is at $9.95. Under Rule to the Trade-at Prohibition, as this exception is
equally applicable in the Trade-at context. Exchange believes that the proposed
611 of Regulation NMS, a stopped order to buy can
be filled at $9.95 and the firm does not have to send Accordingly, the Exchange is proposing to rule change provides interpretations of
an ISO to access the protected quote at $10.00 since exempt certain transactions to correct bona fide the Plan that are consistent with the
the price of the stopped order must be lower than errors in the execution of customer orders from the Act, in general, and furthers the
the National Best Bid. For the stopped order to also Trade-at Prohibition, subject to the conditions set
forth by the SEC’s order exempting these objectives of the Act, in particular.
be executed at $9.95 and satisfy the Trade-at
requirements, the Trade-at exception would have to transactions from Rule 611 of Regulation NMS. The Furthermore, the Exchange is a
be revised to allow an order to execute at the price Commission granted New York Stock Exchange LLC Participant under the Plan and subject,
an exemption from Rule 608(c) related to this itself, to the provisions of the Plan. The
of a protected quote which, in this case, could be
provision. See Exemption Letter, supra note 22. The
$9.95. proposed rule change ensures that the
Exchange is seeking the same exemptions as
Based on the fact that a stopped order would be requested in the Exemption Request Letters. Exchange’s systems would not display
treated differently under the Rule 611 of Regulation
NMS exception than under the Trade-at exception
As with the corresponding exception under Rule or execute trading interests outside the
611 of Regulation NMS, the bona fide error would requirements specified in such Plan.
in the Plan, the Exchange believes that it is have to be evidenced by objective facts and
appropriate to amend the Trade-at stopped order circumstances, the Trading Center would have to The proposal would also help allow
exception in the Plan to ensure that the application maintain documentation of such facts and market participants to continue to trade
of this exception would produce a consistent result circumstances and record the transaction in its error
under both Regulation NMS and the Plan. NMS Stocks within quoting and trading
account. To avail itself of the exemption, the
Therefore, the Exchange proposes in this proposed Trading Center would have to establish, maintain,
requirements that are in compliance
Rule 4770(c)(3)(D)(iii)m, to allow a transaction to and enforce written policies and procedures with the Plan, with certainty on how
satisfy the Trade-at requirement if the stopped order reasonably designed to address the occurrence of certain orders and trading interests
price, for a stopped buy order, is equal to or less
jstallworth on DSK7TPTVN1PROD with NOTICES
errors and, in the event of an error, the use and would be treated. This, in turn, will
than the National Best Bid, and for a stopped sell terms of a transaction to correct the error in
order, is equal to or greater than the National Best compliance with this exemption. Finally, the help encourage market participants to
Offer, as long as such order is priced at an Trading Center would have to regularly surveil to continue to provide liquidity in the
acceptable increment. The Commission granted ascertain the effectiveness of its policies and marketplace.
New York Stock Exchange LLC an exemption from procedures to address errors and transactions to
Rule 608(c) related to this provision. See Exemption correct errors and take prompt action to remedy
39 15 U.S.C. 78f(b).
Letter, supra note 22. The Exchange is seeking the deficiencies in such policies and procedures. See
40 15 U.S.C. 78f(b)(5).
same exemptions as requested in the Exemption Securities Exchange Act Release No. 55884 (June 8,
Request Letters. 2007), 72 FR 32926 (June 14, 2007). 41 15 U.S.C. 78k–1.
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![45320 Federal Register / Vol. 81, No. 134 / Wednesday, July 13, 2016 / Notices
Because the Plan supports further At any time within 60 days of the filing also will be available for
examination and analysis on the impact filing of the proposed rule change, the inspection and copying at the principal
of tick sizes on the trading and liquidity Commission summarily may office of the Exchange. All comments
of the securities of small capitalization temporarily suspend such rule change if received will be posted without change;
companies, and the Commission it appears to the Commission that such the Commission does not edit personal
believes that altering tick sizes could action is: (i) Necessary or appropriate in identifying information from
result in significant market-wide the public interest; (ii) for the protection submissions. You should submit only
benefits and improvements to liquidity of investors; or (iii) otherwise in information that you wish to make
and capital formation, adopting rules furtherance of the purposes of the Act. available publicly. All submissions
that enforce compliance by its members If the Commission takes such action, the
should refer to File Number SR–
with the provisions of the Plan would Commission shall institute proceedings
NASDAQ–2016–093, and should be
help promote liquidity in the to determine whether the proposed rule
should be approved or disapproved. submitted on or before August 3, 2016.
marketplace and perfect the mechanism
of a free and open market and national For the Commission, by the Division of
IV. Solicitation of Comments Trading and Markets, pursuant to delegated
market system.
Interested persons are invited to authority.44
B. Self-Regulatory Organization’s submit written data, views, and Brent J. Fields,
Statement on Burden on Competition arguments concerning the foregoing,
Secretary.
The Exchange does not believe that including whether the proposed rule
[FR Doc. 2016–16493 Filed 7–12–16; 8:45 am]
the proposed rule change will impose change is consistent with the Act.
any burden on competition that is not Comments may be submitted by any of BILLING CODE 8011–01–P
necessary or appropriate in furtherance the following methods:
of the purposes of the Act. The Electronic Comments SECURITIES AND EXCHANGE
proposed changes are being made to
establish, maintain, and enforce written • Use the Commission’s Internet COMMISSION
policies and procedures that are comment form (http://www.sec.gov/
reasonably designed to comply with the rules/sro.shtml); or [Release No. 34–78244; File No. SR–BX–
• Send an email to rule-comments@ 2016–037)
trading and quoting requirements
sec.gov. Please include File Number SR–
specified in the Plan, of which other
NASDAQ–2016–093 on the subject line. Self-Regulatory Organizations;
equities exchanges are also Participants.
Other competing national securities Paper Comments NASDAQ BX, Inc.; Notice of Filing of
exchanges are subject to the same Proposed Rule Change To Adopt Limit
• Send paper comments in triplicate
trading and quoting requirements Order Protection
to Secretary, Securities and Exchange
specified in the Plan. Therefore, the Commission, 100 F Street NE., July 7, 2016.
proposed changes would not impose Washington, DC 20549–1090.
any burden on competition, while Pursuant to Section 19(b)(1) of the
All submissions should refer to File
providing certainty of treatment and Securities Exchange Act of 1934
Number SR–NASDAQ–2016–093. This
execution of trading interests on the (‘‘Act’’),1 and Rule 19b–4 thereunder,2
file number should be included on the
Exchange to market participants in NMS subject line if email is used. To help the notice is hereby given that on June 24,
Stocks that are acting in compliance Commission process and review your 2016, NASDAQ BX, Inc. (‘‘BX’’ or
with the requirements specified in the comments more efficiently, please use ‘‘Exchange’’) filed with the Securities
Plan. only one method. The Commission will and Exchange Commission (‘‘SEC’’ or
C. Self-Regulatory Organization’s post all comments on the Commission’s ‘‘Commission’’) the proposed rule
Statement on Comments on the Internet Web site (http://www.sec.gov/ change as described in Items I and II
Proposed Rule Change Received From rules/sro.shtml). Copies of the below, which Items have been prepared
Members, Participants, or Others submission, all subsequent by the Exchange. The Commission is
amendments, all written statements publishing this notice to solicit
No written comments were either comments on the proposed rule change
with respect to the proposed rule
solicited or received.
change that are filed with the from interested persons.
III. Date of Effectiveness of the Commission, and all written
Proposed Rule Change and Timing for I. Self-Regulatory Organization’s
communications relating to the
Commission Action proposed rule change between the Statement of the Terms of Substance of
Commission and any person, other than the Proposed Rule Change
Because the foregoing proposed rule
change does not: (i) Significantly affect those that may be withheld from the The Exchange proposes to amend BX
the protection of investors or the public public in accordance with the Rule 4757, entitled ‘‘Book Processing’’
interest; (ii) impose any significant provisions of 5 U.S.C. 552, will be to adopt a Limit Order Protection or
burden on competition; and (iii) become available for Web site viewing and
‘‘LOP’’ for members accessing the BX.
operative for 30 days from the date on printing in the Commission’s Public
Reference Room, 100 F Street NE., The text of the proposed rule change
which it was filed, or such shorter time
Washington, DC 20549, on official is available on the Exchange’s Web site
as the Commission may designate, it has
business days between the hours of at http://nasdaqbx.cchwallstreet.com, at
jstallworth on DSK7TPTVN1PROD with NOTICES
become effective pursuant to Section
19(b)(3)(A)(iii) of the Act 42 and 10:00 a.m. and 3:00 p.m. Copies of the the principal office of the Exchange, and
subparagraph (f)(6) of Rule 19b–4 at the Commission’s Public Reference
thereunder.43 the Commission written notice of its intent to file Room.
the proposed rule change at least five business days
prior to the date of filing of the proposed rule 44 17
42 15 U.S.C. 78s(b)(3)(a)(iii). change, or such shorter time as designated by the CFR 200.30–3(a)(12).
43 17 1 15 U.S.C. 78s(b)(1).
CFR 240.19b–4(f)(6). In addition, Rule 19b– Commission. The Exchange has satisfied this
4(f)(6) requires a self-regulatory organization to give requirement. 2 17 CFR 240.19b–4.
VerDate Sep<11>2014 15:08 Jul 12, 2016 Jkt 238001 PO 00000 Frm 00047 Fmt 4703 Sfmt 4703 E:\FR\FM\13JYN1.SGM 13JYN1](https://thefederalregister.org/doc/81_FR_45449/page/6.svg)
Document Created: 2016-07-13 01:44:04
Document Modified: 2016-07-13 01:44:04
| Category | Regulatory Information | |
| Collection | Federal Register | |
| sudoc Class | AE 2.7: GS 4.107: AE 2.106: | |
| Publisher | Office of the Federal Register, National Archives and Records Administration | |
| Section | Notices | |
| FR Citation | 81 FR 45315 |
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