81 FR 47187 - Self-Regulatory Organizations; Bats BZX Exchange, Inc.; Notice of Filing of a Proposed Rule Change To Adopt Paragraph (c) to Exchange Rule 11.27 To Describe Changes to System Functionality Necessary To Implement the Regulation NMS Plan To Implement a Tick Size Pilot Program
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 81, Issue 139 (July 20, 2016)
Federal Register Volume 81, Issue 139 (July 20, 2016)
| Page Range | 47187-47193 | |
| FR Document | 2016-17093 |
[Federal Register Volume 81, Number 139 (Wednesday, July 20, 2016)] [Notices] [Pages 47187-47193] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2016-17093] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-78334; File No. SR-BatsBZX-2016-29] Self-Regulatory Organizations; Bats BZX Exchange, Inc.; Notice of Filing of a Proposed Rule Change To Adopt Paragraph (c) to Exchange Rule 11.27 To Describe Changes to System Functionality Necessary To Implement the Regulation NMS Plan To Implement a Tick Size Pilot Program July 14, 2016. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that on June 29, 2016, Bats BZX Exchange, Inc. (the ``Exchange'' or ``BZX'') filed with the Securities and Exchange Commission (``Commission'') the proposed rule change as described in Items I and II 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 filed a proposal to adopt paragraph (c) to Exchange Rule 11.27 to describe changes to System \3\ functionality necessary to implement the Regulation NMS Plan to Implement a Tick Size Pilot Program (``Plan'' or ``Pilot'').\4\ In determining the scope of the proposed changes to implement the Pilot,\5\ the Exchange carefully weighed the impact on the Pilot, System complexity, and the usage of such order types in Pilot Securities. --------------------------------------------------------------------------- \3\ The term ``System'' is defined as the ``electronic communications and trading facility designated by the Board through which securities orders of Users are consolidated for ranking, execution and, when applicable, routing away.'' See Exchange Rule 1.5(aa). \4\ See Securities Exchange Act Release No. 74892 (May 6, 2015), 80 FR 27513 (May 13, 2015) (``Approval Order''). \5\ Unless otherwise specified, capitalized terms used in this rule filing are defined as set forth in the Plan. --------------------------------------------------------------------------- The text of the proposed rule change is available at the Exchange's Web site [[Page 47188]] at www.batstrading.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 parts of such statements. (A) Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change 1. Purpose Background On August 25, 2014, NYSE Group, Inc., on behalf of the Exchange, Bats BYX Exchange, Inc. (``BYX''), Chicago Stock Exchange, Inc., Bats EDGA Exchange, Inc. (``EDGA''), Bats EDGX Exchange, Inc. (``EDGX''), Financial Industry Regulatory Authority, Inc. (``FINRA''), NASDAQ OMX BX, Inc., NASDAQ OMX PHLX LLC, the Nasdaq Stock Market LLC, New York Stock Exchange LLC (``NYSE''), NYSE MKT LLC, and NYSE Arca, Inc. (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.\8\ The Plan was published for comment in the Federal Register on November 7, 2014, and approved by the Commission, as modified, on May 6, 2015.\9\ --------------------------------------------------------------------------- \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\ See Approval Order, supra note 4. --------------------------------------------------------------------------- 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. Each Participant is required to comply, and to enforce compliance by its member organizations, as applicable, with the provisions of the Plan. The Pilot 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 Pilot will consist of a Control Group of approximately 1400 Pilot Securities and three Test Groups with 400 Pilot Securities in each Test Group selected by a stratified sampling.\10\ During the Pilot, Pilot Securities in the Control Group will be quoted and traded at the currently permissible 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.\11\ 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 order exception, and a negotiated trade exception.\12\ Pilot Securities in the third Test Group (``Test Group Three'') will be subject to the same restrictions as Test Group Two and also will be subject to the ``Trade-at'' requirement to prevent price matching by a market participant that is not displaying at a price of a Trading Center's \13\ ``Best Protected Bid'' or ``Best Protected Offer,'' unless an enumerated exception applies.\14\ The same exceptions provided under Test Group Two will also be available under the Trade-at Prohibition, with an additional exception for Block Size orders and exceptions that mirror those under Rule 611 of Regulation NMS.\15\ --------------------------------------------------------------------------- \10\ See Section V of the Plan for identification of Pilot Securities, including criteria for selection and grouping. \11\ See Section VI(B) of the Plan. \12\ See Section VI(C) of the Plan. \13\ The Plan incorporates the definition of ``Trading Center'' from Rule 600(b)(78) of Regulation NMS. Regulation NMS defines a Trading Center as ``a national securities exchange or national securities association that operates an SRO trading facility, an alternative trading system, an exchange market maker, an OTC market maker, or any other broker or dealer that executes orders internally by trading as principal or crossing orders as agent.'' \14\ See Section VI(D) of the Plan. \15\ 17 CFR 242.611. --------------------------------------------------------------------------- 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. Accordingly, the Exchange adopted paragraph (a) of Rule 11.27 to require Members \16\ to comply with the quoting and trading provisions of the Plan.\17\ The Exchange also adopted paragraph (b) of Rule 11.27 to require Members to comply with the data collection provisions under Appendix B and C of the Plan.\18\ --------------------------------------------------------------------------- \16\ The term ``Member'' is defined as ``any registered broker or dealer that has been admitted to membership in the Exchange.'' See Exchange Rule 1.5(n). \17\ See Securities Exchange Act Release No. 77291 (March 3, 2016), 81 FR 12543 (March 9, 2016) (SR-BATS-2015-108). \18\ See Securities Exchange Act Release Nos. 77105 (February 10, 2016), 81 FR 8112 (February 17, 2016) (SR-BATS-2015-102); and 77310 (March 7, 2016), 81 FR 13012 (March 11, 2016) (SR-BATS-2016- 27). --------------------------------------------------------------------------- Proposed System Changes The Exchange proposes to adopt paragraph (c) of Exchange Rule 11.27 to describe changes to System functionality necessary to implement the Plan. Paragraph (c) of Rule 11.27 would set forth the Exchange's specific procedures for handling, executing, re-pricing and displaying of certain order types and order type instructions applicable to Pilot Securities. Unless otherwise indicated, paragraph (c) of Rule 11.27 would apply to order types and order type instructions in Pilot Securities in Test Groups One, Two, and Three and not to orders in Pilot Securities included in the Control Group. The proposed changes include select and discrete amendments to the operation of: (i) BZX Market Orders; (ii) Market Pegged Orders; (iii) Mid-Point Peg Orders; (iii) [sic] Discretionary Orders; (iv) [sic] Non-Displayed Orders; (v) [sic] Market Maker Peg Orders; (vi) [sic] Supplemental Peg Orders; and (vii) [sic] orders subject to the Display-Price Sliding process. In determining the scope of these proposed changes to implement the Plan, the Exchange carefully weighed the impact on the Pilot, System complexity, and the usage of such order types in Pilot Securities. These proposed changes are designed to directly comply with the Plan and to assist the Exchange in meeting its regulatory obligations pursuant to the Plan. As discussed below, certain of these changes are also intended to reduce risk in the System by eliminating unnecessary complexity based on infrequent current usage of certain order types in Pilot Securities and/or their limited ability to execute under the Trade-at Prohibition. Therefore, the Exchange firmly believes that these changes will have little or no impact on the operation and data collection elements of the Plan. The Exchange further believes that the proposed rule [[Page 47189]] changes are reasonably designed to comply with applicable quoting and trading requirements specified in the Plan. BZX Market Orders A BZX Market Order is an order to buy or sell a stated amount of a security that is to be executed at the NBBO when the order reaches the Exchange. BZX Market Orders shall not trade through Protected Quotations.\19\ Any portion of a BZX Market Order that would execute at a price more than $0.50 or 5 percent worse than the NBBO at the time the order initially reaches the Exchange, whichever is greater, will be cancelled.\20\ In order to comply with the minimum quoting increments set forth in the Plan, the Exchange proposes to state under proposed Rule 11.27(c)(1) that for purposes of determining whether a BZX Market Order's execution price is more than 5 percent worse than the NBBO under Rule 11.9(a)(2), the execution price for a buy (sell) order will be rounded down (up) to the nearest $0.05 increment. --------------------------------------------------------------------------- \19\ See Exchange Rule 11.9(a)(2). \20\ Id. --------------------------------------------------------------------------- Market Pegged Orders The Exchange proposes to amend the operation of Market Pegged Orders to reduce risk in its System by eliminating unnecessary complexity based on infrequent current usage in Pilot Securities and their limited ability to execute under the Trade-at Prohibition in Test Group Three. A Pegged Order is a limit order that after entry into the System, the price of the order is automatically adjusted by the System in response to changes in the NBBO. A Pegged Order will peg to the NBB or NBO or a certain amount away from the NBB or NBO.\21\ A Market Pegged Order is pegged to the contra-side NBBO.\22\ A User \23\ entering a Market Pegged Order can specify that such order's price will offset the inside quote on the contra-side of the market by an amount (the ``Offset'') set by the User. Market Pegged Orders are not eligible to be displayed on the Exchange. --------------------------------------------------------------------------- \21\ See Exchange Rule 11.9(c)(8). \22\ See Exchange Rule 11.9(c)(8)(B). \23\ A ``User'' is defined as any member or sponsored participant of the Exchange who is authorized to obtain access to the System pursuant to Rule 11.3. See Exchange Rule 1.5(cc). --------------------------------------------------------------------------- In Test Groups One and Two, the Exchange proposes to modify the behavior of Market Pegged Order when it is locked by an incoming BZX Post Only Order \24\ or Partial Post Only at Limit Order \25\ that does not remove liquidity pursuant to Rule 11.9(c)(6) or Rule 11.9(c)(7),\26\ respectively. In such case, the Market Pegged Order would be converted to an executable order and will remove liquidity against such incoming order. In no case would a Market Pegged Order execute against an incoming BZX Post Only Order or Partial Post Only at Limit Order if an order with higher priority is on the BZX Book.\27\ Specifically, if an order other than a Market Pegged Order maintains higher priority than one or more Market Pegged Orders, the Market Pegged Order(s) with lower priority will not be converted, as described above, and the incoming BZX Post Only Order or Partial Post Only at Limit Order will be posted or cancelled in accordance with Rule 11.9(c)(6) or Rule 11.9(c)(7). --------------------------------------------------------------------------- \24\ See Exchange Rule 11.9(c)(6). \25\ See Exchange Rule 11.9(c)(7). \26\ A BZX Post Only Order will remove contra-side liquidity from the BZX Book if the order is an order to buy or sell a security priced below $1.00 or if the value of such execution when removing liquidity equals or exceeds the value of such execution if the order instead posted to the BZX Book and subsequently provided liquidity, including the applicable fees charged or rebates provided. See Exchange Rule 11.9(c)(6). A Partial Post Only at Limit Order will remove liquidity from the BZX Book up to the full size of the order if, at the time of receipt, it can be executed at prices better than its limit price. See Exchange Rule 11.9(c)(7). \27\ The term ``BZX Book'' is defined as the ``System's electronic file of orders.'' See Exchange Rule 1.5(e). --------------------------------------------------------------------------- The Exchange notes that Market Pegged Orders are aggressive by nature and believes executing the order in such circumstance is appropriate. The Exchange also notes that the proposed behavior for Market Pegged Orders in Test Groups One and Two is identical to the operation of orders with the Super Aggressive Routing instruction under Exchange Rule 11.13(b)(4)(C). When an order with a Super Aggressive instruction is locked by an incoming BZX Post Only Order or Partial Post Only at Limit Order that does not remove liquidity pursuant to Rule 11.9(c)(6) or Rule 11.9(c)(7), respectively, the order is converted to an executable order and will remove liquidity against such incoming order. In addition, like as proposed above, in no case would an order with a Super Aggressive instruction execute against an incoming BZX Post Only Order or Partial Post Only at Limit Order if an order with higher priority is on the BZX Book. The Exchange believes this change is reasonable and appropriate due to the limited usage of Market Pegged Orders in Pilot Securities, to avoid unnecessary additional System complexity, and to ensure the Market Pegged Order may execute in such circumstance. The Exchange also proposes to not accept Market Pegged Orders in Test Group Three based on limited current usage, additional System complexity, and their limited ability to execute under the Trade-at Prohibition. Exchange Rule 11.27(a)(6)(D) sets forth the Trade-at Prohibition, which is the prohibition against executions by a Member that operates a Trading Center of a sell order for a Pilot Security in Test Group Three at the price of a Protected Bid or the execution of a buy order for a Pilot Security in Test Group Three at the price of a Protected Offer during Regular Trading Hours,\28\ unless an enumerated exception applies.\29\ The Exchange believes that their de minimis usage and limited ability to execute due to the Trade-at Prohibition does not justify the complexity that would be created by supporting Market Pegged Orders in Test Group Three. A vast majority of Market Pegged Orders are entered into the System with a zero Offset and, therefore, create a locked market with the contra-side NBBO. Under the Trade-at Prohibition, a Market Pegged Order would not be eligible for execution at the locking price, including when a Trade-at Intermarket Sweep Order (``ISO'') \30\ is entered, because of non-cleared contra- side Protected Quotations. For example, assume the NBBO is $10.00 (NYSE) x $10.05 (Nasdaq) in a Test Group 3 security. A Market Pegged Order to buy at $10.10 with a zero Offset is entered on the Exchange. The order would be ranked and hidden on the BZX Book at $10.05. A Trade-at ISO to sell at $10.05 is then entered. In this example, no execution occurs on the Exchange because Nasdaq is displaying an order to sell at $10.05. The Trade-at ISO instruction only indicates that all of the better and equal priced buy orders have been cleared. It does not indicate that the seller has cleared any Protected Offers. Therefore, the Exchange proposes to not accept Market Pegged [[Page 47190]] Orders in Test Group Three in an effort to reduce unnecessary System complexity, avoid an internally locked book, and due to the limited execution opportunities for Market Pegged Orders due to the Trade-at Prohibition. --------------------------------------------------------------------------- \28\ The term ``Regular Trading Hours'' is defined as ``the time between 9:30 a.m. and 4:00 p.m. Eastern Time.'' See Exchange Rule 1.5(w). \29\ See also Section VI(D) of the Plan. \30\ A Trade-at ISO is a Limit Order for a Pilot Security that meets the following requirements: (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. See Exchange Rule 11.27(a)(7)(A)(i). These additional routed orders also must be marked as Trade-at Intermarket Sweep Orders. Id. --------------------------------------------------------------------------- Mid-Point Peg Orders A Mid-Point Peg Order is an order whose price is automatically adjusted by the System in response to changes in the NBBO to be pegged to the midpoint of the NBBO, or, alternatively, pegged to the less aggressive of the midpoint of the NBBO or one minimum price variation \31\ inside the same side of the NBBO as the order.\32\ The Plan and current Exchange rules permit the acceptance of orders priced to execute at the midpoint of the NBBO to be ranked and accepted in increments of less than $0.05.\33\ Consistent with previous guidance issued by the Participants,\34\ the Exchange proposes to amend the operation of Mid-Point Peg Orders to explicitly state that Mid-Point Peg Orders in Pilot Securities may not be entered in increments other than $0.05. The System will execute a Mid-Point Peg Order: (i) In $0.05 increments priced better than the midpoint of the NBBO; or (ii) at the midpoint of the NBBO, regardless of whether the midpoint of the NBBO is in an increment of $0.05. In order to comply with the minimum quoting and trading increments of the Plan and reduce unnecessary System complexity, a Mid-Point Peg Order will not be permitted to alternatively peg to one minimum price variation inside the same side of the NBBO as the order in Pilot Securities. The Exchange believes that the current de minimis usage of the alternative pegging functionality in Pilot Securities does not justify the complexity and risk that would be created by re-programming the System to support this functionality under the Plan. --------------------------------------------------------------------------- \31\ See Exchange Rule 11.11. \32\ See Exchange Rule 11.9(c)(9). \33\ See Sections VI(B), (C), and (D) of the Plan. See also Exchange Rules 11.27(a)(4), (a)(5), and (a)(6). \34\ See e.g., Question 42 of the Tick Size Pilot Program Trading and Quoting FAQs available at http://www.finra.org/sites/default/files/TSPP-Trading-and-Quoting-FAQs.pdf. --------------------------------------------------------------------------- Discretionary Orders The Exchange proposes to not accept Discretionary Orders in all Test Groups, including the Control Group, to reduce risk in the System by eliminating unnecessary complexity based on infrequent current usage in Pilot Securities. In sum, a Discretionary Order is a Limit Order with a displayed or non-displayed ranked price and size and an additional non-displayed ``discretionary price''.\35\ The discretionary price is a non-displayed upward offset at which a User is willing to buy, if necessary, or a non-displayed downward offset at which a User is willing to sell, if necessary. The System changes necessary for a Discretionary Order to comply with the Plan become increasingly complex because both the displayed price and discretionary price must comply with the Plan's minimum quoting and trading increments as well as the Trade-at restriction in Test Group Three. In addition, Users do not currently set discretionary prices less than $0.05 away from the order's displayed price and the Exchange does not anticipate Users doing so under the Plan. To date, Discretionary Orders are rarely entered in Pilot Securities and the Exchange anticipates their usage to further decrease due to the Plan's minimum quoting increments. The Exchange believes that the current extremely limited usage of Discretionary Orders in Pilot Securities does not justify the additional System complexity that would be created by supporting Discretionary Orders. As a result of these factors the Exchange proposes to not accept Discretionary Orders in all Test Groups and the Control Group. --------------------------------------------------------------------------- \35\ See Exchange Rule 11.9(c)(10). --------------------------------------------------------------------------- Non-Displayed Orders The Exchange proposes to re-price to the midpoint of the NBBO Non- Displayed Orders in Test Group Three that are priced in a permissible increment better than the midpoint of the NBBO. A Non-Displayed Order is a Market or Limit Order that is not displayed on the Exchange.\36\ Exchange Rule 11.27(a)(6)(D) incorporates the Trade-at Prohibition in the Exchange's rules. The Trade-at Prohibition prevents the execution of a sell order for a Pilot Security in Test Group Three at the price of a Protected Bid or the execution of a buy order for a Pilot Security in Test Group Three at the price of a Protected Offer during Regular Trading Hours, unless an exception applies. A Trading Center that is displaying a quotation, via either a processor or an SRO quotation feed, that is a Protected Bid or Protected Offer is permitted to execute orders at that level, but only up to the amount of its displayed size. Unless an exception applies, a Non-Displayed Order that is able to execute at the price of the Protected Quotation would not be able to do so in Test Group Three due to the Trade-at Prohibition and the Exchange's priority rule.\37\ Furthermore, such aggressively priced orders would not be able to post to the BZX Book at the contra-side Protected Quotation, and re-pricing the order to the midpoint of the NBBO would increase execution opportunities under normal market conditions. However, orders that are priced to execute at the midpoint of the NBBO are exempt from the Trade-at Prohibition. Therefore, to increase the execution opportunities for Non-Displayed Orders in Test Group Three, the Exchange proposes to re-price to the midpoint of the NBBO Non-Displayed Orders that are priced in a permissible increment better than the midpoint of the NBBO. --------------------------------------------------------------------------- \36\ See Exchange Rule 11.9(c)(11). \37\ Under Exchange Rule 11.12(a)(2), displayed Limit Orders have priority over Non-Displayed Limit Orders. --------------------------------------------------------------------------- Market Maker Peg Orders A Market Maker Peg Order is a Limit Order that is automatically priced by the System at the Designated Percentage (as defined in Exchange Rule 11.8) away from the then current NBB and NBO, or if no NBB or NBO, at the Designated Percentage away from the last reported sale from the responsible single plan processor in order to comply with the quotation requirements for Market Makers set forth in Exchange Rule 11.8(d).\38\ Should the above pricing result in a Market Maker Peg Order being priced at an increment other than $0.05, the Exchange proposes to round an order to buy (sell) up (down) to the nearest $0.05 increment in order to comply with the minimum quoting increments of the Plan. --------------------------------------------------------------------------- \38\ See Exchange Rule 11.9(c)(16). --------------------------------------------------------------------------- Supplemental Peg Orders The Exchange proposes to not accept Supplemental Peg Orders in Test Group Three in order to reduce risk in the System by eliminating unnecessary complexity based on infrequent current usage in Pilot Securities and their limited ability to execute under the Trade-at Prohibition. A Supplemental Peg Order is a non-displayed Limit Order that posts to the BZX Book, and thereafter is eligible for execution at the NBB for buy orders and NBO for sell orders against routable orders that are equal to or less than the aggregate size of the Supplemental Peg Order interest available at that price.\39\ In sum, Supplemental Peg Orders are only executable at the NBBO against an order that is in the process of being routed away. In such case, the Exchange is not displaying a Protected Quotation and, therefore, the Supplemental Peg Order would be unable to execute in Test Group Three due to the Trade- at [[Page 47191]] Prohibition.\40\ Therefore, the Exchange proposes to not accept Supplemental Peg Orders in Test Group Three. --------------------------------------------------------------------------- \39\ See Exchange Rule 11.9(c)(19). \40\ The Exchange notes that the likelihood of a Supplemental Peg Order qualifying for an exception to the Trade-at Prohibition is small. For example, Supplemental Peg Orders are only executable against orders that are to be routed away and would not be eligible to execute against an incoming ISO or Trade-at ISO. Also, the Exchange would not be displaying a Protected Quotation. In addition, the Exchange does not frequently receive orders of Block Size and, in order to qualify for the Block exception, the contra-side Block Order must be routable and the Supplemental Peg Order be of Block Size. --------------------------------------------------------------------------- Display-Price Sliding Under the Display-Price Sliding process, an order eligible for display by the Exchange that, at the time of entry, would create a violation of Rule 610(d) of Regulation NMS by locking or crossing a Protected Quotation of an external market, will be ranked at the locking price in the BZX Book and displayed by the System at one minimum price variation (i.e., $0.05) below the current NBO (for bids) or one minimum price variation above the current NBB (for offers).\41\ The ranked and displayed prices of an order subject to the Display- Price Sliding process may be adjusted once or multiple times depending upon the instructions of a User and changes to the prevailing NBBO.\42\ --------------------------------------------------------------------------- \41\ See Exchange Rule 11.9(g)(1)(A). \42\ See Exchange Rule 11.9(g)(1)(C). --------------------------------------------------------------------------- As described above, Exchange Rule 11.27(a)(6)(D) sets forth the Trade-at Prohibition, which is the prohibition against executions by a Member that operates a Trading Center of a sell order for a Pilot Security in Test Group Three at the price of a Protected Bid or the execution of a buy order for a Pilot Security in Test Group Three at the price of a Protected Offer during Regular Trading Hours, unless an exception applies. Orders that are priced to execute at the midpoint of the NBBO are exempt from the Trade-at Prohibition. Therefore, to increase the execution opportunities and qualify for the mid-point exception to the Trade-at Prohibition, the Exchange proposes to rank orders in Test Group Three that are subject to the Display-Price Sliding process at the midpoint of the NBBO in the BZX Book and display such orders one minimum price variation below the current NBO (for bids) or one minimum price variation above the current NBB (for offers). The Exchange also proposes to cancel orders subject to Display- Price Sliding in Test Group Three that are only to be adjusted once and not multiple times in the event the NBBO widens and a contra-side Non- Displayed Order is resting on the BZX Book at the price to which the order subject to Display-Price Sliding would be adjusted. Due to the increased minimum quoting increments under the Plan, the Exchange is unable to safely re-price an order subject to single Display-Price Sliding in Test Group Three to the original locking price in such circumstances and doing so would add additional System complexity and risk. As discussed above, the Exchange proposes to rank orders in Test Group Three subject to the Display-Price Sliding process at the midpoint of the NBBO. In the event the NBBO changes such that an order subject to Display-Price Sliding would not lock or cross a Protected Quotation of an external market, the order will receive a new timestamp, and will be displayed at the order's limit price.\43\ Due to technological limitations arising from the increased minimum quoting increments under the Plan, however, the Exchange is unable to safely re-program its System to re-price such order to the original locking price when the NBBO widens and a contra-side Non-Displayed Order is resting on the BZX Book at the price to which the order subject to Display-Price Sliding would be adjusted. Therefore, the Exchange proposes to cancel orders subject to the single Display-Price Sliding process in such circumstances. Users who prefer an execution in such a scenario may elect to use the multiple Display-Price Sliding process. --------------------------------------------------------------------------- \43\ Id. --------------------------------------------------------------------------- Ministerial Change Currently, both Interpretation and Policy .03 to Rule 11.27(a) and Interpretation and Policy .11 to Rule 11.27(b) state that Rule 11.27 shall be in effect during a pilot period to coincide with the pilot period for the Plan (including any extensions to the pilot period for the Plan). The Exchange proposes to include this language at the beginning of Rule 11.27 and, therefore, proposes to delete both Interpretation and Policy .03 to Rule 11.27(a) and Interpretation and Policy .11 to Rule 11.27(b) as those provisions would be redundant and unnecessary. The Exchange also proposes to amend the last sentence of Rule 11.27(a)(4) to specify that the current permissible price increments are set forth under Exchange Rule 11.11, Price Variations. Implementation Date If the Commission approves the proposed rule change, the proposed rule change will be effective upon Commission approval and shall become operative upon the commencement of the Pilot Period. 2. Statutory Basis The Exchange believes that its proposal is consistent with Section 6(b) of the Act \44\ in general, and furthers the objectives of Section 6(b)(5) of the Act \45\ in particular, in that it is designed to promote just and equitable principles of trade, to foster cooperation and coordination with persons engaged in facilitating transactions in securities, to remove impediments to and perfect the mechanism of a free and open market and a national market system and, in general, to protect investors and the public interest. 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. The proposed rule change is designed to comply with the Plan, reduce complexity and enhance System resiliency while not adversely affecting the data collected under the Plan. Therefore, the Exchange believes that the proposed rule changes are reasonably designed to comply with applicable quoting and trading requirements specified in the Plan and, as discussed further below, other applicable regulations. --------------------------------------------------------------------------- \44\ 15 U.S.C. 78f(b). \45\ 15 U.S.C. 78f(b)(5). --------------------------------------------------------------------------- The Exchange believes that the proposed changes regarding BZX Market Orders, Mid-Point Peg Orders, Market Maker Peg Orders, and Display-Price Sliding are consistent with the Act because they are intended to modify the Exchange's System to comply with the provisions of the Plan, and are designed to assist the Exchange in meeting its regulatory obligations pursuant to the Plan. In approving the Plan, the SEC noted that the Pilot was an appropriate, data-driven test that was designed to evaluate the impact of a wider tick size on trading, liquidity, and the market quality of securities of smaller capitalization companies, and was therefore in furtherance of the purposes of the Act. To the extent that these proposals are intended to comply with the Plan, the Exchange believes that these proposals are in furtherance of the objectives of the Plan, as identified by the Commission, and is therefore consistent with the Act. The Exchange also believes that its proposed changes to Market Pegged Orders, Discretionary Orders, Non-Displayed Orders, Supplemental Peg Orders, and Display-Price Sliding are also consistent with the Act because [[Page 47192]] they are intended to eliminate unnecessary System complexity and risk based on the de minimis current usage of such order types and instructions in Pilot Securities and/or their limited ability to execute under the Plan's minimum trading and quoting increments or Trade-at Prohibition.\46\ For example, during March 2016, the alternative pegging functionality of Mid-Point Peg Orders, Market Pegged Orders, Non-Displayed Orders, and Supplemental Peg Orders accounted for 0.01%, 0.02%, 0.92%, and 0.01%, respectively, of volume in eligible Pilot Securities on the Exchange, BYX, EDGA and EDGX combined. Notably, Discretionary Orders accounted for 0.00% of volume in eligible Pilot Securities on the Exchange, BYX, EDGA and EDGX combined. --------------------------------------------------------------------------- \46\ The Commission has also expressed concern regarding potential market instability caused by technological risks. See e.g., Chair Mary Jo White, Commission, Enhancing Our Equity Market Structure (June 5, 2014) available at https://www.sec.gov/News/Speech/Detail/Speech/1370542004312#.VD2HW610w6Y. --------------------------------------------------------------------------- The Commission adopted Regulation Systems Compliance and Integrity (``Regulation SCI'') in November 2014 to strengthen the technology infrastructure of the U.S. securities markets.\47\ Regulation SCI is designed to reduce the occurrence of systems issues, improve resiliency when systems problems do occur, and enhance the Commission's oversight and enforcement of securities market technology infrastructure. Regulation SCI required the Exchange to establish written policies and procedures reasonably designed to ensure that their systems have levels of capacity, integrity, resiliency, availability, and security adequate to maintain their operational capability and promote the maintenance of fair and orderly markets, and that they operate in a manner that complies with the Exchange Act. Each of these proposed changes are intended to reduce complexity and risk in the System to ensure the Exchange's technology remains robust and resilient. In determining the scope of the proposed changes, the Exchange carefully weighed the impact on the Pilot, System complexity, and the usage of such order types in Pilot Securities.\48\ The potential complexity results from code changes for a majority of the Exchange's order types, which requires the implementation and testing of a separate branch of code for each Test Group. For example, the Exchange currently utilizes one branch of code for which to implement and test changes. Development work for the Pilot results in the creation of four additional branches of code that are to be developed and tested (e.g., Control Group + three Test Groups). The Exchange determined that the changes proposed herein are necessary to ensure continued System resiliency in accordance with the requirements of Regulation SCI. Therefore, the Exchange believes the proposed rule change promotes just and equitable principles of trade, removes impediments to and perfects the mechanism of a free and open market and a national market system and, in general, to protect investors and the public interest. --------------------------------------------------------------------------- \47\ See Securities Exchange Act Release No. 73639 (November 19, 2014), 79 FR 72251 (December 5, 2014) (``Regulation SCI Approval Order''). \48\ But for the Plan, the Exchange notes that it would not have proposed to amend the operation of Market Pegged Orders, Discretionary Orders, Non-Displayed Orders, Supplemental Peg Orders, and Display-Price Sliding as described herein. --------------------------------------------------------------------------- In addition, each of these proposed changes would have a de minimis to zero impact on the data reported pursuant to the Plan. As evidenced above, Market Pegged Orders, Discretionary Orders, the alternative pegging functionality of Mid-Point Peg Orders, and Supplemental Peg Orders are infrequently used in Pilot Securities or the execution of such orders would be scarce due to the Plan's minimum trading and quoting requirement and Trade-at Prohibition. The limited usage and execution scenarios do not justify the additional system complexity which would be created by modifying the System to support such order types in order to comply with the Plan. Therefore, the Exchange believes each proposed change is a reasonable means to ensure that the System's integrity, resiliency, and availability continues to promote the maintenance of fair and orderly markets. Due to the additional complexity, limited usage and execution opportunities, the Exchange believes it is not unfairly discriminatory to apply the changes proposed herein to only Pilot Securities as such changes are necessary to reduce complexity and ensure continued System resiliency in accordance with the requirements of Regulation SCI. The Exchange also believes the proposed changes to Non-Displayed Orders, and orders subject to the Display-Price Sliding process in Test Group Three are consistent with the Act because they are designed to increase the execution opportunities for such order types in compliance with the mid-point exception to the Trade-at Prohibition. The Exchange also believes the proposed change to Market Pegged Orders in Test Groups One and Two is consistent with the Act because it is identical to the operation of the Super Aggressive instruction under Exchange Rule 11.13(b)(4)(C). The Exchange notes that Market Pegged Orders are aggressive by nature and believes executing the order in such circumstance is reasonable and appropriate. The Exchange also believes it is reasonable and appropriate to cancel an order subject to the single Display-Price Sliding process in Test Group Three in the event that the NBBO widens and a contra-side Non-Displayed Order is resting on the BZX Book at the price to which the order subject to Display-Price Sliding would be adjusted. Due to technological limitations and the Plan's increased minimum quoting increments, the Exchange is unable to safely re-program its System to re-price such orders to the original locking price in such circumstances. The Exchange also anticipates that the scenario under which it proposes to cancel the Display-Price Sliding order will be infrequent in Tick Pilot Securities. Users who prefer an execution in such a scenario may elect to use the multiple Display-Price Sliding process. Therefore, the Exchange believes it is consistent with the Act to set forth this scenario in its rules so that Users will understand how the System operates and how their orders would be handled in this discrete scenario. Lastly, the Exchange believes the ministerial changes to Rule 11.27 are also consistent with the Act as they would: (i) Clarify a provision under paragraph (a)(4); and (ii) remove redundant provisions from the rule. (B) Self-Regulatory Organization's Statement on Burden on Competition The Exchange does not believe that the proposed rule change will result in any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. The Exchange notes that the proposed rule change is designed to assist the Exchange in meeting its regulatory obligations pursuant to the Plan, reduce System complexity and enhance resiliency. The Exchange also notes that the proposed rule change will apply equally to all Members that trade Pilot Securities. (C) Self-Regulatory Organization's Statement on Comments on the Proposed Rule Change Received From Members, Participants or Others Written comments were neither solicited nor received. [[Page 47193]] III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action Within 45 days of the date of publication of this notice in the Federal Register or within such longer period (i) as the Commission may designate up to 90 days of such date if it finds such longer period to be appropriate and publishes its reasons for so finding or (ii) as to which the Exchange consents, the Commission will: (a) By order approve or disapprove such proposed rule change, or (b) institute proceedings to determine whether the proposed rule change should be disapproved. IV. Solicitation of Comments Interested persons are invited to submit written data, views and arguments concerning the foregoing, including whether the proposal is consistent with the Act. In particular, the Commission seeks comment on the issue described below. In the Approval Order, the Commission stressed the importance of testing the impact of wider tick sizes on the trading and liquidity of the securities of small capitalization companies, and doing so in a way that produces robust results that inform future policy decisions.\49\ The Commission acknowledged the complexity of the Pilot and the costs that its implementation would create for market participants, but concluded that the benefits of the empirical data that would be produced by the Pilot warranted incurring those costs.\50\ As a result, the Plan requires that each Participant, including the Exchange, adopt rules that are necessary for compliance with the provisions of the Plan.\51\ --------------------------------------------------------------------------- \49\ See Approval Order, supra note 4, at 80 FR 27515. \50\ Id at 27516. \51\ See Section II(B) of the Plan. See also Section IV of the Plan. --------------------------------------------------------------------------- While the Exchange states that the proposed rule change describes the system changes necessary to implement the Pilot, the Commission notes that the scope of the proposed changes extends beyond those required for compliance with the Plan, and would eliminate certain order types for Pilot Securities during the Pilot Period, or modify their operation in ways not required by the Plan. For example, the Exchange proposes not to accept Market Pegged Orders, Discretionary Orders, and Supplemental Peg Orders, and certain types of Mid-Point Peg Orders, in some or all Test Groups of Pilot Securities for the duration of the Pilot Period.\52\ These proposals appear designed to permit the Exchange to avoid the costs of modifying these order types to comply with the Plan. The Exchange notes that these order types are infrequently used in Pilot Securities, and takes the position that ``[t]he limited usage and execution scenarios do not justify the additional system complexity which would be created by modifying the System to support such order types in order to comply with the Plan.'' \53\ At the same time, the Exchange also does not appear prepared to propose to eliminate these order types indefinitely. By contrast, the Exchange proposes to modify, in ways not required by the Plan, the operation of Market Pegged Orders and Non-Displayed Orders, and certain orders subject to the Display-Price Sliding process, in some or all Test Groups of Pilot Securities, and to incur the associated system change costs, in order to increase the ``execution opportunities'' for these order types for the duration of the Pilot Period.\54\ --------------------------------------------------------------------------- \52\ The Exchange also proposes to cancel certain orders subject to the Display-Price Sliding process in certain Pilot Securities for the duration of the Pilot Period. \53\ See supra Item II.A.2. \54\ See supra Item II.A.1-2. --------------------------------------------------------------------------- The Commission is concerned that proposed rule changes, other than those necessary for compliance with Plan, that are targeted at Pilot Securities, that have a disparate impact on different Test Groups and the Control Group, and that are to apply temporarily only for the Pilot Period, could bias the results of the Pilot and undermine the value of the data generated in informing future policy decisions. Accordingly, the Commission is concerned that the proposed rule change may not be consistent with Act, including Section 6(b)(5) thereof and Rule 608 of Regulation NMS, or with the Plan. Comments may be submitted by any of the following methods: Electronic CommentsUse the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or Send an email to [email protected]. Please include File No. SR-BatsBZX-2016-29 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 No. SR-BatsBZX-2016-29. This file number should be included on the subject line if email is used. To help the Commission process and review your comments more efficiently, please use only one method. The Commission will post all comments on the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for Web site viewing and printing in the Commission's Public Reference Room, 100 F Street NE., Washington, DC 20549, on official business days between the hours of 10:00 a.m. and 3:00 p.m. Copies of such filing will also 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 No. SR-BatsBZX-2016-29 and should be submitted on or before August 10, 2016. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\55\ --------------------------------------------------------------------------- \55\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Jill M. Peterson, Assistant Secretary. [FR Doc. 2016-17093 Filed 7-19-16; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 81, No. 139 / Wednesday, July 20, 2016 / Notices 47187
members who satisfy the Exchange’s noted in the comment letter, among For the Commission, by the Division of
independence requirements.56 The other things, would be contrary to just Trading and Markets, pursuant to delegated
Delegation Agreement recently was and equitable principles of trade.58 The authority.62
terminated in connection with the Commission previously found that Jill M. Peterson,
Exchange’s reorganization of its Section 4.05 is consistent with the Act 59 Assistant Secretary.
regulatory structure that had resulted in and continues to believe that it is [FR Doc. 2016–17096 Filed 7–19–16; 8:45 am]
the creation of the ROC. Because the consistent with the Act, and that it is BILLING CODE 8011–01–P
Fine Income Procedures were instituted substantially similar to requirements
in connection with the delegation of relating to the use of regulatory assets,
certain of the Exchange’s regulatory fees, fines and penalties that were SECURITIES AND EXCHANGE
functions to NYSE Regulation, the approved by the Commission with COMMISSION
Commission believes that it is respect to other exchanges, including [Release No. 34–78334; File No. SR–
appropriate for the Exchange to remove the Exchange’s affiliates—NYSE MKT BatsBZX–2016–29]
the Procedures because NYSE LLC and NYSE Arca, Inc.60
Regulation no longer performs any The commenter also expresses the Self-Regulatory Organizations; Bats
regulatory services on behalf of the view that deleting the Fine Income BZX Exchange, Inc.; Notice of Filing of
Exchange. Further, given that the Procedures would remove rules that a Proposed Rule Change To Adopt
Exchange has reintegrated its regulatory serve to separate the Exchange’s Paragraph (c) to Exchange Rule 11.27
functions under the oversight of the business function from its regulatory To Describe Changes to System
ROC, the Commission believes that obligations, and that the Exchange’s Functionality Necessary To Implement
Section 4.05 should continue to help disciplinary process did not provide an the Regulation NMS Plan To Implement
ensure that the Exchange does not adequate safeguard against ‘‘regulator a Tick Size Pilot Program
inappropriately use its regulatory assets, misbehavior.’’ The Commission believes
fees, fines or penalties for commercial July 14, 2016.
that the Exchange has adopted several Pursuant to Section 19(b)(1) of the
purposes or to distribute such assets, measures to ensure the independence of
fees, fines or penalties to its direct Securities Exchange Act of 1934 (the
its regulatory functions including, ‘‘Act’’),1 and Rule 19b–4 thereunder,2
parent, NYSE Group, Inc., or to any among other things, creating a ROC,
other entity. Finally, the Commission notice is hereby given that on June 29,
which is composed entirely of directors 2016, Bats BZX Exchange, Inc. (the
believes that creation of the ROC, along of the Exchange who satisfy the
with its responsibilities under Section ‘‘Exchange’’ or ‘‘BZX’’) filed with the
Exchange’s independence requirements, Securities and Exchange Commission
2.03(h)(ii) of the Operating Agreement, and the CFR, which is composed of
should help to ensure the proper (‘‘Commission’’) the proposed rule
Exchange members and directors who change as described in Items I and II
oversight of the Exchange’s regulatory satisfy the Exchange’s independence
program, including the exercise by the below, which Items have been prepared
requirements.61 by the Exchange. The Commission is
Exchange’s regulatory staff of its power The commenter further expresses
to fine member organizations, and the publishing this notice to solicit
concern that deleting the Fine Income comments on the proposed rule change
use of regulatory assets, fees, fines and Procedures may imply that the conduct
penalties collected by the Exchange’s from interested persons.
banned by the Procedures no longer is
regulatory staff. prohibited. The Commission believes, I. Self-Regulatory Organization’s
As noted above, the commenter raises Statement of the Terms of Substance of
however, that even with the deletion of
several concerns regarding the the Proposed Rule Change
the Fine Income Procedures, given the
Exchange’s proposal, including by
scope of Section 4.05, the Exchange The Exchange filed a proposal to
asserting that the proposal was
insufficient because it did not include would continue to be prohibited from adopt paragraph (c) to Exchange Rule
rule text indicating the deletion of the using regulatory assets, fees, fines or 11.27 to describe changes to System 3
Procedures. The Exchange responds that penalties for other than regulatory functionality necessary to implement
the Procedures are available in the purposes. the Regulation NMS Plan to Implement
Exchange’s filing and on the Exchange’s Finally, the commenter states that a Tick Size Pilot Program (‘‘Plan’’ or
Web site. The Commission believes that, Exchange did not adequately describe ‘‘Pilot’’).4 In determining the scope of
because the Fine Income Procedures why the circumstances that existed at the proposed changes to implement the
were internal procedures of the the time the Fine Income Procedures Pilot,5 the Exchange carefully weighed
Exchange and were not part of the were adopted no longer exist. The the impact on the Pilot, System
Exchange’s rulebook or governing Commission notes that the Exchange’s complexity, and the usage of such order
proposal states that NYSE Regulation no types in Pilot Securities.
documents, it was appropriate for the
longer performs regulatory services on The text of the proposed rule change
Exchange to include the Procedures in
behalf of the Exchange. is available at the Exchange’s Web site
its Form 19b–4 describing the proposed
rule change, which were published by IV. Conclusion 62 17 CFR 200.30–3(a)(12).
the Commission as part of the Notice.57 1 15 U.S.C. 78s(b)(1).
The commenter remarks that the It is therefore ordered, pursuant to 2 17 CFR 240.19b–4.
NYSE should be ‘‘held to a higher Section 19(b)(2) of the Act, that the 3 The term ‘‘System’’ is defined as the ‘‘electronic
standard’’ than other exchanges. In proposed rule change (SR–NYSE–2016– communications and trading facility designated by
37) is approved. the Board through which securities orders of Users
mstockstill on DSK3G9T082PROD with NOTICES
response, the Exchange states that, as a are consolidated for ranking, execution and, when
national securities exchange, treating it applicable, routing away.’’ See Exchange Rule
58 See
NYSE Response Letter, supra note 6, at 5.
differently than any other national 1.5(aa).
59 See
NYSE Approval Order, supra note 10, at 4 See Securities Exchange Act Release No. 74892
securities exchange based on its size, 59842–43. (May 6, 2015), 80 FR 27513 (May 13, 2015)
prominence or any of the other factors 60 See Notice, supra note 4, at 34395–96 nn.18–
(‘‘Approval Order’’).
26 and accompanying text. 5 Unless otherwise specified, capitalized terms
56 See NYSE Approval Order, supra note 10. 61 See NYSE Approval Order, supra note 10, at used in this rule filing are defined as set forth in
57 See Notice, supra note 4, at 34394. 59838–41. the Plan.
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![47188 Federal Register / Vol. 81, No. 139 / Wednesday, July 20, 2016 / Notices
at www.batstrading.com, at the applicable, with the provisions of the Members 16 to comply with the quoting
principal office of the Exchange, and at Plan. and trading provisions of the Plan.17
the Commission’s Public Reference The Pilot will include stocks of The Exchange also adopted paragraph
Room. companies with $3 billion or less in (b) of Rule 11.27 to require Members to
market capitalization, an average daily comply with the data collection
II. Self-Regulatory Organization’s
trading volume of one million shares or provisions under Appendix B and C of
Statement of the Purpose of, and
less, and a volume weighted average the Plan.18
Statutory Basis for, the Proposed Rule
Change price of at least $2.00 for every trading Proposed System Changes
In its filing with the Commission, the day. The Pilot will consist of a Control The Exchange proposes to adopt
Exchange included statements Group of approximately 1400 Pilot paragraph (c) of Exchange Rule 11.27 to
concerning the purpose of and basis for Securities and three Test Groups with describe changes to System
the proposed rule change and discussed 400 Pilot Securities in each Test Group functionality necessary to implement
any comments it received on the selected by a stratified sampling.10 the Plan. Paragraph (c) of Rule 11.27
proposed rule change. The text of these During the Pilot, Pilot Securities in the would set forth the Exchange’s specific
statements may be examined at the Control Group will be quoted and procedures for handling, executing, re-
places specified in Item IV below. The traded at the currently permissible pricing and displaying of certain order
Exchange has prepared summaries, set increments. Pilot Securities in the first types and order type instructions
forth in Sections A, B, and C below, of Test Group (‘‘Test Group One’’) will be applicable to Pilot Securities. Unless
the most significant parts of such quoted in $0.05 minimum increments otherwise indicated, paragraph (c) of
statements. but will continue to trade at any price Rule 11.27 would apply to order types
increment that is currently permitted.11 and order type instructions in Pilot
(A) Self-Regulatory Organization’s Pilot Securities in the second Test Securities in Test Groups One, Two, and
Statement of the Purpose of, and Group (‘‘Test Group Two’’) will be Three and not to orders in Pilot
Statutory Basis for, the Proposed Rule quoted in $0.05 minimum increments Securities included in the Control
Change and will trade at $0.05 minimum Group. The proposed changes include
1. Purpose increments subject to a midpoint select and discrete amendments to the
exception, a retail investor order operation of: (i) BZX Market Orders; (ii)
Background
exception, and a negotiated trade Market Pegged Orders; (iii) Mid-Point
On August 25, 2014, NYSE Group, exception.12 Pilot Securities in the third Peg Orders; (iii) [sic] Discretionary
Inc., on behalf of the Exchange, Bats Test Group (‘‘Test Group Three’’) will be Orders; (iv) [sic] Non-Displayed Orders;
BYX Exchange, Inc. (‘‘BYX’’), Chicago subject to the same restrictions as Test (v) [sic] Market Maker Peg Orders; (vi)
Stock Exchange, Inc., Bats EDGA Group Two and also will be subject to [sic] Supplemental Peg Orders; and (vii)
Exchange, Inc. (‘‘EDGA’’), Bats EDGX the ‘‘Trade-at’’ requirement to prevent [sic] orders subject to the Display-Price
Exchange, Inc. (‘‘EDGX’’), Financial price matching by a market participant Sliding process.
Industry Regulatory Authority, Inc. that is not displaying at a price of a In determining the scope of these
(‘‘FINRA’’), NASDAQ OMX BX, Inc., Trading Center’s 13 ‘‘Best Protected Bid’’ proposed changes to implement the
NASDAQ OMX PHLX LLC, the Nasdaq or ‘‘Best Protected Offer,’’ unless an Plan, the Exchange carefully weighed
Stock Market LLC, New York Stock enumerated exception applies.14 The the impact on the Pilot, System
Exchange LLC (‘‘NYSE’’), NYSE MKT same exceptions provided under Test complexity, and the usage of such order
LLC, and NYSE Arca, Inc. (collectively Group Two will also be available under types in Pilot Securities. These
‘‘Participants’’), filed with the the Trade-at Prohibition, with an proposed changes are designed to
Commission, pursuant to Section 11A of additional exception for Block Size directly comply with the Plan and to
the Act 6 and Rule 608 of Regulation orders and exceptions that mirror those assist the Exchange in meeting its
NMS thereunder, the Plan to implement under Rule 611 of Regulation NMS.15 regulatory obligations pursuant to the
a tick size pilot program.7 The Plan. As discussed below, certain of
Participants filed the Plan to comply The Plan requires the Exchange to
these changes are also intended to
with an order issued by the Commission establish, maintain, and enforce written
reduce risk in the System by eliminating
on June 24, 2014.8 The Plan was policies and procedures that are
unnecessary complexity based on
published for comment in the Federal reasonably designed to comply with
infrequent current usage of certain order
Register on November 7, 2014, and applicable quoting and trading
types in Pilot Securities and/or their
approved by the Commission, as requirements specified in the Plan. limited ability to execute under the
modified, on May 6, 2015.9 Accordingly, the Exchange adopted Trade-at Prohibition. Therefore, the
The Plan is designed to allow the paragraph (a) of Rule 11.27 to require Exchange firmly believes that these
Commission, market participants, and changes will have little or no impact on
10 See Section V of the Plan for identification of
the public to study and assess the the operation and data collection
Pilot Securities, including criteria for selection and
impact of increment conventions on the grouping. elements of the Plan. The Exchange
liquidity and trading of the common 11 See Section VI(B) of the Plan. further believes that the proposed rule
stocks of small-capitalization 12 See Section VI(C) of the Plan.
companies. Each Participant is required 13 The Plan incorporates the definition of 16 The term ‘‘Member’’ is defined as ‘‘any
to comply, and to enforce compliance ‘‘Trading Center’’ from Rule 600(b)(78) of registered broker or dealer that has been admitted
Regulation NMS. Regulation NMS defines a Trading to membership in the Exchange.’’ See Exchange
by its member organizations, as
mstockstill on DSK3G9T082PROD with NOTICES
Center as ‘‘a national securities exchange or Rule 1.5(n).
national securities association that operates an SRO 17 See Securities Exchange Act Release No. 77291
6 15 U.S.C. 78k–1. trading facility, an alternative trading system, an (March 3, 2016), 81 FR 12543 (March 9, 2016) (SR–
7 See Letter from Brendon J. Weiss, Vice exchange market maker, an OTC market maker, or BATS–2015–108).
President, Intercontinental Exchange, Inc., to any other broker or dealer that executes orders 18 See Securities Exchange Act Release Nos.
Secretary, Commission, dated August 25, 2014. internally by trading as principal or crossing orders 77105 (February 10, 2016), 81 FR 8112 (February
8 See Securities Exchange Act Release No. 72460 as agent.’’ 17, 2016) (SR–BATS–2015–102); and 77310 (March
(June 24, 2014), 79 FR 36840 (June 30, 2014). 14 See Section VI(D) of the Plan.
7, 2016), 81 FR 13012 (March 11, 2016) (SR–BATS–
9 See Approval Order, supra note 4. 15 17 CFR 242.611. 2016–27).
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![Federal Register / Vol. 81, No. 139 / Wednesday, July 20, 2016 / Notices 47193
III. Date of Effectiveness of the the duration of the Pilot Period.52 These if email is used. To help the
Proposed Rule Change and Timing for proposals appear designed to permit the Commission process and review your
Commission Action Exchange to avoid the costs of comments more efficiently, please use
modifying these order types to comply only one method. The Commission will
Within 45 days of the date of with the Plan. The Exchange notes that post all comments on the Commission’s
publication of this notice in the Federal these order types are infrequently used Internet Web site (http://www.sec.gov/
Register or within such longer period (i) in Pilot Securities, and takes the rules/sro.shtml). Copies of the
as the Commission may designate up to position that ‘‘[t]he limited usage and submission, all subsequent
90 days of such date if it finds such execution scenarios do not justify the amendments, all written statements
longer period to be appropriate and additional system complexity which with respect to the proposed rule
publishes its reasons for so finding or would be created by modifying the change that are filed with the
(ii) as to which the Exchange consents, System to support such order types in Commission, and all written
the Commission will: (a) By order order to comply with the Plan.’’ 53 At communications relating to the
approve or disapprove such proposed the same time, the Exchange also does proposed rule change between the
rule change, or (b) institute proceedings not appear prepared to propose to Commission and any person, other than
to determine whether the proposed rule eliminate these order types indefinitely. those that may be withheld from the
change should be disapproved. By contrast, the Exchange proposes to public in accordance with the
modify, in ways not required by the provisions of 5 U.S.C. 552, will be
IV. Solicitation of Comments
Plan, the operation of Market Pegged available for Web site viewing and
Interested persons are invited to Orders and Non-Displayed Orders, and printing in the Commission’s Public
submit written data, views and certain orders subject to the Display- Reference Room, 100 F Street NE.,
arguments concerning the foregoing, Price Sliding process, in some or all Washington, DC 20549, on official
including whether the proposal is Test Groups of Pilot Securities, and to business days between the hours of
consistent with the Act. In particular, incur the associated system change 10:00 a.m. and 3:00 p.m. Copies of such
the Commission seeks comment on the costs, in order to increase the filing will also be available for
issue described below. ‘‘execution opportunities’’ for these inspection and copying at the principal
order types for the duration of the Pilot office of the Exchange. All comments
In the Approval Order, the Period.54
Commission stressed the importance of received will be posted without change;
The Commission is concerned that the Commission does not edit personal
testing the impact of wider tick sizes on proposed rule changes, other than those
the trading and liquidity of the identifying information from
necessary for compliance with Plan, that submissions. You should submit only
securities of small capitalization are targeted at Pilot Securities, that have
companies, and doing so in a way that information that you wish to make
a disparate impact on different Test available publicly. All submissions
produces robust results that inform Groups and the Control Group, and that
future policy decisions.49 The should refer to File No. SR–BatsBZX–
are to apply temporarily only for the 2016–29 and should be submitted on or
Commission acknowledged the Pilot Period, could bias the results of the
complexity of the Pilot and the costs before August 10, 2016.
Pilot and undermine the value of the
that its implementation would create for data generated in informing future For the Commission, by the Division of
market participants, but concluded that policy decisions. Accordingly, the Trading and Markets, pursuant to delegated
the benefits of the empirical data that authority.55
Commission is concerned that the
would be produced by the Pilot proposed rule change may not be Jill M. Peterson,
warranted incurring those costs.50 As a consistent with Act, including Section Assistant Secretary.
result, the Plan requires that each 6(b)(5) thereof and Rule 608 of [FR Doc. 2016–17093 Filed 7–19–16; 8:45 am]
Participant, including the Exchange, Regulation NMS, or with the Plan. BILLING CODE 8011–01–P
adopt rules that are necessary for Comments may be submitted by any
compliance with the provisions of the of the following methods:
Plan.51 SECURITIES AND EXCHANGE
Electronic Comments COMMISSION
While the Exchange states that the
• Use the Commission’s Internet
proposed rule change describes the [Release No. 34–78332; File No. TP 16–10]
comment form (http://www.sec.gov/
system changes necessary to implement
rules/sro.shtml); or Order Granting Limited Exemptions
the Pilot, the Commission notes that the • Send an email to rule-comments@
scope of the proposed changes extends From Exchange Act Rule 10b–17 and
sec.gov. Please include File No. SR– Rules 101 and 102 of Regulation M to
beyond those required for compliance BatsBZX–2016–29 on the subject line.
with the Plan, and would eliminate Janus Detroit Street Trust, the Janus
certain order types for Pilot Securities Paper Comments Velocity Tail Risk Hedged Large Cap
during the Pilot Period, or modify their • Send paper comments in triplicate ETF, and the Janus Velocity Volatility
operation in ways not required by the to Secretary, Securities and Exchange Hedged Large Cap ETF
Plan. For example, the Exchange Commission, 100 F Street NE., July 14, 2016.
proposes not to accept Market Pegged Washington, DC 20549–1090.
Orders, Discretionary Orders, and By letter dated July 14, 2016 (the
All submissions should refer to File No. ‘‘Letter’’), as supplemented by
Supplemental Peg Orders, and certain SR–BatsBZX–2016–29. This file number conversations with the staff of the
mstockstill on DSK3G9T082PROD with NOTICES
types of Mid-Point Peg Orders, in some should be included on the subject line
or all Test Groups of Pilot Securities for Division of Trading and Markets,
counsel for Janus Detroit Street Trust
52 The Exchange also proposes to cancel certain
49 See
(the ‘‘Trust’’) on behalf of the Trust, the
Approval Order, supra note 4, at 80 FR orders subject to the Display-Price Sliding process
27515. in certain Pilot Securities for the duration of the Janus Velocity Tail Risk Hedged Large
50 Id at 27516. Pilot Period. Cap ETF and the Janus Velocity
51 See Section II(B) of the Plan. See also Section 53 See supra Item II.A.2.
IV of the Plan. 54 See supra Item II.A.1–2. 55 17 CFR 200.30–3(a)(12).
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Document Created: 2018-02-08 07:56:58
Document Modified: 2018-02-08 07:56:58
| 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 47187 |
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