82_FR_40213 82 FR 40051 - Self-Regulatory Organizations; NYSE American LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Add Certain Rules Adopted in Connection With the Exchange's Transition to a Fully-Automated Cash Equities Market to the List of Minor Rule Violations in Rule 9217 of the Office Rules

82 FR 40051 - Self-Regulatory Organizations; NYSE American LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Add Certain Rules Adopted in Connection With the Exchange's Transition to a Fully-Automated Cash Equities Market to the List of Minor Rule Violations in Rule 9217 of the Office Rules

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 162 (August 23, 2017)

Page Range40051-40055
FR Document2017-17807

Federal Register, Volume 82 Issue 162 (Wednesday, August 23, 2017)
[Federal Register Volume 82, Number 162 (Wednesday, August 23, 2017)]
[Notices]
[Pages 40051-40055]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-17807]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-81418; File No. SR-NYSEAMER-2017-06]


Self-Regulatory Organizations; NYSE American LLC; Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change To Add 
Certain Rules Adopted in Connection With the Exchange's Transition to a 
Fully-Automated Cash Equities Market to the List of Minor Rule 
Violations in Rule 9217 of the Office Rules

August 17, 2017.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given 
that on August 9, 2017, NYSE American LLC (``NYSE American'' or the 
``Exchange'') filed with the Securities and Exchange

[[Page 40052]]

Commission (``Commission'') the proposed rule change as described in 
Items I, II, and III below, which Items have been prepared by the 
Exchange. The Commission is publishing this notice to solicit comments 
on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to add certain rules adopted in connection 
with the Exchange's transition to a fully-automated cash equities 
market to the list of minor rule violations in Rule 9217 of the Office 
Rules. The proposed rule change is available on the Exchange's Web site 
at www.nyse.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 self-regulatory organization 
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 those 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 the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    On January 29, 2015, the Exchange announced the implementation of 
Pillar, which is an integrated trading technology platform designed to 
use a single specification for connecting to the equities and options 
markets operated by the Exchange and its affiliates, NYSE Arca, Inc. 
(``NYSE Arca'') and New York Stock Exchange LLC (``NYSE'').\4\ NYSE 
Arca Equities, Inc. (``NYSE Arca Equities),\5\ which operates the cash 
equities trading platform for NYSE Arca, was the first trading system 
to migrate to Pillar.\6\
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    \4\ See Trader Update dated January 29, 2015, available here: 
https://www.nyse.com/trader-update/history#13517.
    \5\ NYSE Arca Equities is a wholly-owned corporation of NYSE 
Arca and operates as a facility of NYSE Arca.
    \6\ NYSE Arca filed four rule proposals in connection with the 
NYSE Arca implementation of Pillar. See Securities Exchange Act 
Release Nos. 74951 (May 13, 2015), 80 FR 28721 (May 19, 2015) 
(Notice) and 75494 (July 20, 2015), 80 FR 44170 (July 24, 2015) (SR-
NYSEArca-2015-38) (Approval Order of NYSE Arca Pillar I Filing, 
adopting rules for Trading Sessions, Order Ranking and Display, and 
Order Execution); Securities Exchange Act Release Nos. 75497 (July 
21, 2015), 80 FR 45022 (July 28, 2015) (Notice) and 76267 (October 
26, 2015), 80 FR 66951 (October 30, 2015) (SR-NYSEArca-2015-56) 
(Approval Order of NYSE Arca Pillar II Filing, adopting rules for 
Orders and Modifiers and the Retail Liquidity Program); Securities 
Exchange Act Release Nos. 75467 (July 16, 2015), 80 FR 43515 (July 
22, 2015) (Notice) and 76198 (October 20, 2015), 80 FR 65274 
(October 26, 2015) (SR-NYSEArca-2015-58) (Approval Order of NYSE 
Arca Pillar III Filing, adopting rules for Trading Halts, Short 
Sales, Limit Up-Limit Down, and Odd Lots and Mixed Lots); and 
Securities Exchange Act Release Nos. 76085 (October 6, 2015), 80 FR 
61513 (October 13, 2015) (Notice) and 76869 (January 11, 2016), 81 
FR 2276 (January 15, 2016) (SR-NYSEArca-2015-86) (Approval Order of 
NYSE Arca Pillar IV Filing, adopting rules for Auctions).
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    To effect its transition to Pillar, the Exchange adopted the rule 
numbering framework of the NYSE Arca Equities, Inc. (``NYSE Arca 
Equities'') rules for Exchange cash equities trading on the Pillar 
trading platform.\7\ As described in the Framework Filing, the Exchange 
denoted the rules applicable to cash equities trading on Pillar with 
the letter ``E'' to distinguish such rules from the then current 
Exchange rules with the same numbering. The Exchange's trading rules 
for cash equity trading on Pillar are also based on the trading rules 
of NYSE Arca Equities.\8\ The Exchange began trading on the Pillar 
platform on July 24, 2017.\9\
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    \7\ See Securities Exchange Act Release No. 79242 (November 4, 
2016), 81 FR 79081 (November 10, 2016) (SR-NYSEMKT-2016-97) (Notice 
and Filing of Immediate Effectiveness of Proposed Rule Change) (the 
``Framework Filing''). In addition, the Exchange filed a proposed 
rule change to support Exchange trading of securities listed on 
other national securities exchanges on an unlisted trading 
privileges basis, including Exchange Traded Products (``ETP'') 
listed on other exchanges. See Securities Exchange Act Release No. 
79400 (November 25, 2016), 81 FR 86750 (December 1, 2016) (SR-
NYSEMKT-2016-103) (Notice) (the ``ETP Listing Rules Filing'').
    \8\ See Securities Exchange Act Release Nos. 80590 (May 4, 
2017), 82 FR 21843 (May 10, 2017) (Approval Order) and 79993 
(February 9, 2017), 82 FR 10814 (February 15, 2017) (SR-NYSEMKT-
2017-01) (Notice) (``Trading Rules Filing''). The Exchange also has 
established market maker obligations when trading on the Pillar 
trading platform. See Securities Exchange Act Release No. 80577 (May 
2, 2017), 82 FR 21446 (May 8, 2017) (SR-NYSEMKT-2017-04) (Approval 
Order). In addition, the Exchange introduced a delay mechanism on 
Pillar that adds the equivalent of 350 microseconds of latency to 
inbound and outbound order messages, as described in greater detail 
in Rules 1.1E(y) and 7.29E(b). See Securities Exchange Act Release 
Nos. 80700 (May 16, 2017), 82 FR 23381 (May 22, 2017) (SR-NYSEMKT-
2017-05) (Approval Order) and 79998 (February 9, 2017), 82 FR 10828 
(February 15, 2017) (SR-NYSEMKT-2017-05) (Notice).
    \9\ With Pillar, the Exchange transitioned its cash equities 
trading platform from a Floor-based market with a parity allocation 
model to a fully automated price-time priority allocation model that 
trades all NMS Stocks. See Trading Rules Filing, supra note 9, 82 FR 
at 21843.
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    Newly Exchange adopted rules that are based on NYSE Arca Equities 
Rules include the following:

 Rule 2.21E (Employees of ETP Holders Registration)
 Rule 2.24E (ETP Books and Records)
 Rule 6.3E (Prevention of the Misuse of Material, Nonpublic 
Information) and its Commentaries
 Rule 6.15E (Prearranged Trades)
 Rule 7.16E (Short Sales)
 Rule 7.20E (Registration of Market Makers)
 Rule 7.23E (Obligations of Market Makers)
 Rule 7.30E (Authorized Traders)

    NYSE Arca Equities includes its versions of the above-listed rules 
as eligible for disposition under its Minor Rule Plan.\10\ The Exchange 
proposes to similarly add these rules to the list of rules in Rule 9217 
(Violations Appropriate for Disposition Under Rule 9216(b)) that are 
eligible for summary fines under Rule 9216(b). The Exchange also 
proposes to add accompanying fine levels based on the fine levels 
currently in place on NYSE Arca Equities Rule 10.12 (Minor Rule Plan) 
for each Rule.
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    \10\ See NYSE Arca Equities Rule 10.12(g) & (h).
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Proposed Rule Change
    Rule 9217, the Exchange's Minor Rule Violation Plan (``MRVP''), 
sets forth the list of rules under which a member organization or 
covered person may be subject to a fine under a minor rule violation 
plan as described in proposed Rule 9216(b).
    The Exchange proposes to amend Rule 9217 to add recently adopted 
Rules 2.21E, 2.24E, 6.3E, 6.15E, 7.16E, 7.20E, 7.23E, and 7.30E to the 
list of rules eligible for disposition pursuant to the Exchange's MRVP. 
These proposed changes are based on NYSE Arca Equities Rule 10.12(g) 
and (h), which specifies, in part, that NYSE Arca Equities Rules 2.21, 
2.24, 6.3, 6.15(b),\11\ 7.16, 7.20, 7.23, and 7.30 are eligible for 
disposition pursuant to NYSE Arca's Minor Rule Plan.\12\ The Exchange 
also

[[Page 40053]]

proposes to add the accompanying fine levels for each Rule based on the 
fine levels in NYSE Arca Equities Rule 10.12.\13\
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    \11\ NYSE American Rule 6.15E adopted subdivision (b) of NYSE 
Arca Equities Rule 6.15(b), which prohibits participation in a 
prearranged trade.
    \12\ See NYSE Arca Equities Rule10.12(g)(1) (NYSE Arca Equities 
Rule 7.16); (g)(2) (NYSE Arca Equities Rule 7.23(a)(1)); (g)(4) 
(NYSE Arca Equities Rule 7.30); (g)(5) (NYSE Arca Equities Rule 
7.20(a); and (g)(6) (NYSE Arca Equities Rule 6.15(b)). See also NYSE 
Arca Equities Rule 10.12(h)(7) (Rule 6.3E and its Commentaries); 
(h)(10) (Rule 2.24); and (h)(11) (Rule 2.21).
     Failure to comply with the sponsored participant access 
requirements of NYSE Arca Rule 7.29 is also eligible for disposition 
pursuant to NYSE Arca Equities Rule 10.12(g)(3). NYSE American Rule 
7.29E is based on NYSE Arca Equities Rule 7.29(a) without any 
substantive differences. However, the Exchange did not include rule 
text based on NYSE Arca Equities Rule 7.29(b) because NYSE American 
does not offer sponsored access in Pillar. See Trading Rules Filing, 
supra note 9, 82 FR at 10820. Accordingly, because NYSE Arca 
Equities Rule 10.12(g)(3) is limited to failure to comply with 
sponsored participant access requirements, the Exchange determined 
not to include a reference to NYSE American Rule 7.29E in the 
proposed amendment to Rule 9217.
    \13\ The Exchange does not propose to incorporate the text of 
subsections (a)-(f) or footnote 1 of NYSE Arca Equities Rule 10.12 
into Rule 9217. Subsections (a)-(f) of NYSE Arca Equities Rule 10.12 
are duplicative of existing requirements in Rule 9217 and Rule 
9216(b), which describe the procedure for imposition of minor rule 
violations. Similarly, footnote 1 of NYSE Arca Equities Rule 10.12 
applies to certain NYSE Arca Equities rules for which there are no 
Exchange equivalents. See also note 17, infra.
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    To effect these changes, the Exchange proposes to add a paragraph 
(a) titled ``Trading Rule Violations'' under the current heading in 
Rule 9217 titled ``List of Equities Rule Violations and Fines 
Applicable Thereto,'' [sic] Under proposed paragraph (a), the Exchange 
proposes to set forth the following text describing the eligible 
trading rule violations:
     Short Sale Rules (Rule 7.16E).
     Failure to maintain continuous, two-sided Q Orders in 
those securities in which the Market Maker is registered to trade (Rule 
7.23E(a)(1)).
     Failure to comply with Authorized Trader requirements. 
(Rule 7.30E).
     Acting as a Market Maker in a security without being 
registered as such as required by Rule 7.20E(a).
     Committing any act prohibited by Rule 6.15E.
    The Exchange further proposes paragraph (b) titled ``Record Keeping 
and Other Minor Rule Violations'' to Rule 9217, which would specify the 
following text describing the eligible rule violations:
     Failure to comply with the requirements for preventing the 
misuse of material nonpublic information as set forth in Rule 6.3E and 
its Commentaries.
     Failure to comply with the books and records requirements 
of Rule 2.24E.
     Failure to comply with the employee registration or other 
requirements of Rule 2.21E.
    The Exchange further proposes a new paragraph (c) titled ``Legacy 
Minor Rules'' \14\ that would appear above the current list of eligible 
rules in Rule 9217, above ``Rule 15--Equities (Pre-Opening 
Indications).''
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    \14\ Since the transition to Pillar, specified Exchange equities 
trading rules are no longer applicable, and Exchange rules governing 
equities trading that are not identified as inapplicable continue to 
govern Exchange operations on its cash equities trading platform. 
See Trading Rules Filing, supra note 9, 82 FR at 10815-16. For 
purposes of Rule 9217, the Exchange proposes to refer to the non-
Pillar Exchange rules regarding equities trading as ``Legacy Minor 
Rules.'' The Exchange anticipates filing separate proposed rule 
changes to delete the rules identified as not being applicable to 
trading on Pillar and to update the list of Legacy Minor Rules. See, 
e.g., id. at 10816.
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    Finally, in Rule 9217, the Exchange proposes to add proposed 
paragraph (d) titled ``Fine Schedule'' at the end of the current list 
of eligible rules, following ``Rule 518--Equities requirements for 
clearance and settlement of transactions in Nasdaq Securities.'' Below 
proposed paragraph (d), the Exchange would include the following text 
drawn from NYSE Arca Equities Rule 10.12:

    The following fine schedule sets forth the amount of the fine(s) 
to be imposed. Except as noted below, the amount of the fine(s) 
shall be imposed at the First Level pursuant to the chart below. If 
another Minor Rule Plan Fine has been issued to the same member 
organization or covered person \15\ for the same or similar conduct 
violating the same rule (regardless of when paid) within 24 months 
from the date of occurrence of the violation(s) set forth in the 
current Notice of Minor Rule Plan Fine, then the fine(s) shall be 
imposed at the Second Level. If two or more separate Notices of 
Minor Rule Plan Fine have previously been issued to the same member 
organization or covered person for the same or similar conduct 
violating the same rule within 24 months from the date of occurrence 
of the violation(s) set forth in the current Notice of Minor Rule 
Plan Fine, then the fine(s) shall be imposed at the Third Level.
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    \15\ The Exchange substituted ``member organization or covered 
person'' to reflect the Exchange's membership. The rest of the 
proposed text is the same as that in NYSE Arca Equities Rule 10.12.
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    These fines are intended to apply to minor violations. For more 
serious violations, other disciplinary action may be sought.

    Below this text, the Exchange would insert new three new 
subsections (1)-(3). Subsection (d)(1) would be titled ``Trading Rule 
Violations Fine Levels'' and would include a chart of first, second and 
third level fines based on the NYSE Arca Equities Rules for the 
equivalent Exchange Rules, as follows:
     Violations of Rule 7.16E would be eligible for a $500 
first level fine, a $1,000 second level fine, and a $2,500 third level 
fine;
     Violations of Rule 7.23E(a)(1) would be eligible for a 
$250 first level fine, a $500 second level fine, and a $1,000 third 
level fine;
     Violations of Rule 7.30E would be eligible for a $1,000 
first level fine, a $2,500 second level fine, and a $3,500 third level 
fine; and
     Violations of Rule 7.20E(a) would be eligible for a $250 
first level fine, a $500 second level fine, and a $1,000 third level 
fine.
     Violations of Rule 6.15E would be eligible for a $1,000 
first level fine, a $2,500 second level fine, and a $3,500 third level 
fine.
    New subsection (d)(2) would be titled ``Record Keeping and Other 
Minor Rule Violations Fine Levels,'' and would include a chart of the 
first, second and third level fines that are based on the NYSE Arca 
Equities Rules for the equivalent Exchange Rule, as follows:
     Violations of Rule 6.3E and its Commentaries would be 
eligible for a $2,000 first level fine, a $4,000 second level fine, and 
a $5,000 third level fine.
     Violations of Rule 2.24E would be eligible for a $2,000 
first level fine, a $4,000 second level fine, and a $5,000 third level 
fine.
     Violations of Rule 2.21E would be eligible for a $1,000 
first level fine, a $2,500 second level fine, and a $3,500 third level 
fine.\16\
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    \16\ The Exchange proposes to add a footnote 1 based on footnote 
2 in NYSE Arca Equities Rule 10.12 providing that, in addition to 
the specified fines, the Exchange may require a violator to remit 
all fees that it should have paid to the Exchange pursuant to Rule 
2.21E.
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    These fine levels are the same as those in the NYSE Arca Equities 
fine schedule contained in NYSE Arca Equities Rule 10.12(i) for each 
analogous rule.\17\
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    \17\ See NYSE Arca Equities Rule 10.12(i)(1) (setting forth fine 
levels for NYSE Arca Equities Rules 7.16, 7.23(a)(1), 7.30, 7.20(a) 
and 6.15(b)); NYSE Arca Equities Rule 10.12(i)(2) (setting forth 
fine levels for NYSE Arca Equities Rules 6.3E and its Commentaries, 
2.24, and 2.21). Rule 9217 retained the Exchange's maximum fine for 
minor rule violations which, under legacy Rule 476A, was $5,000. See 
Securities Exchange Act Release Nos. 77241 (February 26, 2016), 81 
FR 11311 (March 3, 2016) (SR-NYSEMKT-2016-30). See also Rule 19d-1 
under the Act. 17 CFR 240.19d-1.
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    New subsection (e) would be titled ``Legacy Minor Rules Fine 
Schedule'' \18\ and would summarize fine amounts for individuals and 
member organizations based on first, second and subsequent offenses. 
These amounts would continue to govern violations of legacy minor rules 
following implementation [sic] of Pillar.
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    \18\ See note 15, supra.
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    Lastly, the Exchange proposes to delete two erroneous references to 
``NYSE Arca'' rules in Rule 476A (Imposition of Fines for Minor 
Violation(s) of Rules) \19\ and in the list of options rule violations 
and applicable fines in Rule 9217(ii)(7)(b) and replace them with 
``Exchange.'' The Exchange also proposes to correct a typographical 
error in Rule 476A(ii)(7)(c) and in Rule

[[Page 40054]]

9217(ii)(7)(c) by replacing ``procures'' with ``procedures.''
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    \19\ Rule 476A is the Exchange's legacy minor rule plan and 
continues to apply to matters initiated prior to April 15, 2016, the 
effective date of the Exchange's new disciplinary rules, which 
include Rule 9217.
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    Summary fines provide a meaningful sanction for minor or technical 
violations of rules. The Exchange believes that adding recently adopted 
Pillar Rules modeled on the trading rules of is affiliate NYSE Arca 
Equities to the list of rules eligible for disposition pursuant to the 
Exchange's MRVP and subject to the same fine levels as NYSE Arca 
Equities would harmonize requirements across exchanges for the same 
conduct. Accordingly, for all the foregoing reasons, the Exchange 
believes that inclusion of Rules 2.21E, 2.24E, 6.3E, 6.15E, 7.16E, 
7.20E, 7.23E, and 7.30E and the accompanying fine levels based on NYSE 
Arca Equities Rule 10.12 in Rule 9217 would be appropriate.
2. Statutory Basis
    The proposed rule change is consistent with Section 6(b) of the 
Act,\20\ in general, and furthers the objectives of Section 
6(b)(5),\21\ in particular, because it is designed to prevent 
fraudulent and manipulative acts and practices, to promote just and 
equitable principles of trade, to foster cooperation and coordination 
with persons engaged in facilitating transactions in securities, to 
remove impediments to, and perfect the mechanism of, a free and open 
market and a national market system and, in general, to protect 
investors and the public interest.
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    \20\ 15 U.S.C. 78f(b).
    \21\ 15 U.S.C. 78f(b)(5).
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    The proposed rule change is designed to prevent fraudulent and 
manipulative acts and practices because it will provide the Exchange 
the ability to issue a minor rule fine for violations of its rules 
governing cash equities trading and market maker and electronic DMM 
functions and obligations on the Pillar platform. In addition, adding 
rules based on the rules of its affiliate to the Exchange's minor rule 
plan and the associated fine levels would promote fairness and 
consistency in the marketplace by harmonizing minor rule plan fines 
across affiliated exchanges for the same conduct. Similarly, the 
proposed rule change would remove impediments to and perfect the 
mechanism of a free and open market by further supporting the 
Exchange's transition to a fully automated cash equities trading model 
on the Pillar trading platform and, by including rules based on the 
rules of its affiliated market, NYSE Arca Equities, into the Exchange's 
MRVP with the same fine levels, further Pillar's goal of promoting 
consistency among the Exchange, NYSE Arca, and the NYSE.
    The Exchange further believes that the proposed amendments to Rule 
9217 are consistent with Section 6(b)(6) of the Act,\22\ which provides 
that members and persons associated with members shall be appropriately 
disciplined for violation of the provisions of the rules of the 
exchange, by expulsion, suspension, limitation of activities, 
functions, and operations, fine, censure, being suspended or barred 
from being associated with a member, or any other fitting sanction. As 
noted, the proposed rule change would provide the Exchange ability to 
sanction minor or technical violations of the recently adopted Pillar 
Rules pursuant to the Exchange's MRVP. Moreover, as noted above, the 
fine levels associated with the rule violations incorporated into Rule 
9217 would be based on the rules of its affiliated market, NYSE Arca 
Equities. Moreover, the Exchange believes that delineating in Rule 9217 
the rules and fine levels relating to trading on the Pillar trading 
platform from legacy rules relating to Floor-based trading promotes 
transparency following the Exchange's transition to Pillar.
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    \22\ 15 U.S.C. 78f(b)(6).
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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 change is not 
designed to address any competitive issue but rather to update the 
Exchange's MRVP to reflect newly adopted rules. The proposed rule 
change would also support the launch of the Exchange's new fully 
automated cash equities trading platform that trades all NMS Stocks and 
is based on the rules of NYSE Arca Equities.

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

    No written comments were solicited or received with respect to the 
proposed rule change.

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

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \23\ and Rule 19b-4(f)(6) thereunder.\24\ 
Because the 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 prior to 
30 days from the date on which it was filed, or such shorter time as 
the Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder.
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    \23\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \24\ 17 CFR 240.19b-4(f)(6).
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    A proposed rule change filed under Rule 19b-4(f)(6) \25\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b4(f)(6)(iii),\26\ the Commission 
may designate a shorter time if such action is consistent with the 
protection of investors and the public interest.
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    \25\ 17 CFR 240.19b-4(f)(6).
    \26\ 17 CFR 240.19b-4(f)(6)(iii).
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    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \27\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \27\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

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-NYSEAMER-2017-06 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields, 
Secretary, Securities and Exchange Commission, 100 F Street NE., 
Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSEAMER-2017-06. This

[[Page 40055]]

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 on official business 
days between the hours of 10:00 a.m. and 3:00 p.m. Copies of such 
filing also will be available for inspection and copying at the 
principal office of the Exchange. All comments received will be posted 
without change; the Commission does not edit personal identifying 
information from submissions. You should submit only information that 
you wish to make available publicly. All submissions should refer to 
File Number SR-NYSEAMER-2017-06, and should be submitted on or before 
September 13, 2017.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\28\
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    \28\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-17807 Filed 8-22-17; 8:45 am]
BILLING CODE 8011-01-P



                                                                                 Federal Register / Vol. 82, No. 162 / Wednesday, August 23, 2017 / Notices                                                     40051

                                                    to be appropriate and publishes its                       of 1934 (‘‘Exchange Act’’) 1 and Rule                  of the proposed rule change. The
                                                    reasons for so finding or as to which the                 19b–4 thereunder,2 a proposed rule                     Commission may, however, extend the
                                                    self-regulatory organization consents,                    change to adopt the CHX Liquidity                      period for issuing an order approving or
                                                    the Commission shall either approve the                   Enhancing Access Delay (‘‘LEAD’’). The                 disapproving the proposed rule change
                                                    proposed rule change, disapprove the                      proposed rule change was published for                 by not more than 60 days if the
                                                    proposed rule change, or institute                        comment in the Federal Register on                     Commission determines that a longer
                                                    proceedings to determine whether the                      February 21, 2017.3 On April 3, 2017,                  period is appropriate and publishes the
                                                    proposed rule change should be                            the Commission designated a longer                     reasons for such determination. The
                                                    disapproved. The 45th day from the                        period within which to approve the                     proposed rule change was published for
                                                    publication of notice of filing of this                   proposed rule change, disapprove the                   notice and comment in the Federal
                                                    proposed rule change is August 17,                        proposed rule change, or institute                     Register on February 21, 2017.10 August
                                                    2017.                                                     proceedings to determine whether the                   20, 2017 is 180 days from that date, and
                                                      The Commission is extending the 45-                     proposed rule change should be                         October 19, 2017 is 240 days from that
                                                    day time period for Commission action                     disapproved.4 The Commission received                  date.
                                                    on the proposed rule change. ICC’s                        eleven comment letters on the proposed                   The Commission finds it appropriate
                                                    proposes to revise the ICC Rulebook to                    rule change, including a response from                 to designate a longer period within
                                                    provide for the clearance of Standard                     the Exchange.5 On May 22, 2017, the                    which to issue an order approving or
                                                    Asia Corporate Single Name CDS                            Commission instituted proceedings                      disapproving the proposed rule change
                                                    contracts, Standard Asia Financial                        under Section 19(b)(2)(B) of the                       so that it has sufficient time to consider
                                                    Corporate Single Name CDS contracts,                      Exchange Act 6 to determine whether to                 the proposed rule change, the issues
                                                    and Standard Emerging Market                              approve or disapprove the proposed                     raised in the comment letters that have
                                                    Corporate Single Name CDS contracts.                      rule change.7 Since then, the                          been submitted in connection therewith,
                                                    The Commission finds it is appropriate                    Commission has received six more                       and the Exchange’s responses to the
                                                    to designate a longer period within                       comment letters, including a response                  comments. Accordingly, the
                                                    which to take action on the proposed                      from the Exchange.8                                    Commission, pursuant to Section
                                                    rule change so that it has sufficient time                  Section 19(b)(2) of the Act 9 provides               19(b)(2) of the Act,11 designates October
                                                    to consider ICC’s proposed rule change.                   that, after initiating proceedings, the                19, 2017 as the date by which the
                                                      Accordingly, the Commission,                            Commission shall issue an order                        Commission should either approve or
                                                    pursuant to Section 19(b)(2) 5 of the Act,                approving or disapproving the proposed                 disapprove the proposed rule change
                                                    designates October 1, 2017, as the date                   rule change not later than 180 days after              (File No. SR–CHX–2017–04).
                                                    by which the Commission should either                     the date of publication of notice of filing
                                                                                                                                                                       For the Commission, by the Division of
                                                    approve or disapprove, or institute                         1 15
                                                                                                                                                                     Trading and Markets, pursuant to delegated
                                                                                                                     U.S.C. 78s(b)(1).                               authority.12
                                                    proceedings to determine whether to                         2 17 CFR 240.19b–4.
                                                    disapprove, the proposed rule change                        3 See Securities Exchange Act Release No. 80041      Eduardo A. Aleman,
                                                    (File No. SR–ICC–2017–009).                               (February 14, 2017), 82 FR 11252 (‘‘Notice’’).         Assistant Secretary.
                                                                                                                4 See Securities Exchange Act Release No. 80364,
                                                      For the Commission, by the Division of                                                                         [FR Doc. 2017–17806 Filed 8–22–17; 8:45 am]
                                                                                                              82 FR 17065 (April 7, 2017).
                                                    Trading and Markets, pursuant to delegated                  5 See letters from: (1) Ryan Hitch, Head of
                                                                                                                                                                     BILLING CODE 8011–01–P
                                                    authority.6
                                                                                                              Equities Trading, XR Securities LLC, dated
                                                    Eduardo A. Aleman,                                        February 24, 2017; (2) Douglas A. Cifu, Chief
                                                    Assistant Secretary.                                      Executive Officer, Virtu Financial LLC, dated          SECURITIES AND EXCHANGE
                                                                                                              February 27, 2017; (3) Joanna Mallers, Secretary,      COMMISSION
                                                    [FR Doc. 2017–17805 Filed 8–22–17; 8:45 am]               FIA Principal Traders Group, dated March 13, 2017;
                                                    BILLING CODE 8011–01–P                                    (4) Adam Nunes, Head of Business Development,          [Release No. 34–81418; File No. SR–
                                                                                                              Hudson River Trading LLC, dated March 13, 2017;        NYSEAMER–2017–06]
                                                                                                              (5) R.T. Leuchtkafer, dated March 14, 2017; (6)
                                                                                                              Stephen John Berger, Managing Director,                Self-Regulatory Organizations; NYSE
                                                    SECURITIES AND EXCHANGE                                   Government & Regulatory Policy, Citadel Securities,
                                                    COMMISSION                                                dated March 14, 2017; (7) Tyler Gellasch, Executive    American LLC; Notice of Filing and
                                                                                                              Director, Healthy Markets Association, March 17,       Immediate Effectiveness of Proposed
                                                    [Release No. 34–81415; File No. SR–CHX–                   2017; (8) Elizabeth K. King, General Counsel and       Rule Change To Add Certain Rules
                                                    2017–04]                                                  Corporate Secretary, New York Stock Exchange,
                                                                                                              dated March 20, 2017; (9) James G. Ongena,
                                                                                                                                                                     Adopted in Connection With the
                                                                                                              Executive Vice President and General Counsel,          Exchange’s Transition to a Fully-
                                                    Self-Regulatory Organizations;
                                                                                                              CHX, dated March 24, 2017; (10) Steve Crutchfield,     Automated Cash Equities Market to the
                                                    Chicago Stock Exchange, Inc.; Notice                      Head of Market Structure, CTC Trading Group, LLC,      List of Minor Rule Violations in Rule
                                                    of Designation of Longer Period for                       dated April 4, 2017; and (11) Theodore R. Lazo,
                                                                                                                                                                     9217 of the Office Rules
                                                    Commission Action on Proceedings To                       Managing Director and Associate General Counsel,
                                                    Determine Whether To Approve or                           Securities Industry and Financial Markets
                                                                                                              Association, dated May 17, 2017. All comments on
                                                                                                                                                                     August 17, 2017.
                                                    Disapprove a Proposed Rule Change                         the proposed rule change are available at: https://       Pursuant to Section 19(b)(1) 1 of the
                                                    To Adopt the CHX Liquidity Enhancing                      www.sec.gov/comments/sr-chx-2017-04/                   Securities Exchange Act of 1934
                                                    Access Delay                                              chx201704.htm.                                         (‘‘Act’’) 2 and Rule 19b–4 thereunder,3
                                                                                                                6 15 U.S.C. 78s(b)(2)(B).
                                                                                                                                                                     notice is hereby given that on August 9,
                                                    August 17, 2017.                                            7 See Securities Exchange Act Release No. 80740,
                                                                                                                                                                     2017, NYSE American LLC (‘‘NYSE
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                                                       On February 10, 2017, the Chicago                      82 FR 24412 (May 26, 2017).
                                                                                                                8 See letters from: (1) R. T. Leuchtkafer, dated     American’’ or the ‘‘Exchange’’) filed
                                                    Stock Exchange, Inc. (‘‘CHX’’ or                          June 15, 2017; (2) Stephen Berger, Managing            with the Securities and Exchange
                                                    ‘‘Exchange’’) filed with the Securities                   Director, Government and Regulatory Policy,
                                                    and Exchange Commission                                   Citadel Securities, dated June 16, 2017; (3) Joanna      10 See supra text accompanying note 3.
                                                    (‘‘Commission’’), pursuant to Section                     Mallers, Secretary, FIA Principal Traders Group,         11 15
                                                                                                              dated June 16, 2017; (4) James G. Ongena, Executive            U.S.C. 78s(b)(2).
                                                    19(b)(1) of the Securities Exchange Act                   Vice President, General Counsel, CHX, dated June
                                                                                                                                                                       12 17 CFR 200.30–3(a)(57).
                                                                                                                                                                       1 15 U.S.C. 78s(b)(1).
                                                                                                              30, 2017; (5) R. T. Leuchtkafer, dated July 7, 2017;
                                                      5 15   U.S.C. 78s(b)(2).                                and (6) R. T. Leuchtkafer, dated July 10, 2017.          2 15 U.S.C. 78a.
                                                      6 17   CFR 200.30–3(a)(31).                               9 15 U.S.C. 78s(b)(2).                                 3 17 CFR 240.19b–4.




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                                                    40052                      Federal Register / Vol. 82, No. 162 / Wednesday, August 23, 2017 / Notices

                                                    Commission (‘‘Commission’’) the                            To effect its transition to Pillar, the                Newly Exchange adopted rules that
                                                    proposed rule change as described in                    Exchange adopted the rule numbering                    are based on NYSE Arca Equities Rules
                                                    Items I, II, and III below, which Items                 framework of the NYSE Arca Equities,                   include the following:
                                                    have been prepared by the Exchange.                     Inc. (‘‘NYSE Arca Equities’’) rules for                • Rule 2.21E (Employees of ETP
                                                    The Commission is publishing this                       Exchange cash equities trading on the                     Holders Registration)
                                                    notice to solicit comments on the                       Pillar trading platform.7 As described in              • Rule 2.24E (ETP Books and Records)
                                                    proposed rule change from interested                    the Framework Filing, the Exchange                     • Rule 6.3E (Prevention of the Misuse of
                                                    persons.                                                denoted the rules applicable to cash                      Material, Nonpublic Information) and
                                                                                                            equities trading on Pillar with the letter                its Commentaries
                                                    I. Self-Regulatory Organization’s
                                                    Statement of the Terms of Substance of
                                                                                                            ‘‘E’’ to distinguish such rules from the               • Rule 6.15E (Prearranged Trades)
                                                    the Proposed Rule Change
                                                                                                            then current Exchange rules with the                   • Rule 7.16E (Short Sales)
                                                                                                            same numbering. The Exchange’s                         • Rule 7.20E (Registration of Market
                                                       The Exchange proposes to add certain                 trading rules for cash equity trading on                  Makers)
                                                    rules adopted in connection with the                    Pillar are also based on the trading rules             • Rule 7.23E (Obligations of Market
                                                    Exchange’s transition to a fully-                       of NYSE Arca Equities.8 The Exchange                      Makers)
                                                    automated cash equities market to the                   began trading on the Pillar platform on                • Rule 7.30E (Authorized Traders)
                                                    list of minor rule violations in Rule                   July 24, 2017.9                                           NYSE Arca Equities includes its
                                                    9217 of the Office Rules. The proposed                                                                         versions of the above-listed rules as
                                                    rule change is available on the                         74951 (May 13, 2015), 80 FR 28721 (May 19, 2015)       eligible for disposition under its Minor
                                                    Exchange’s Web site at www.nyse.com,                    (Notice) and 75494 (July 20, 2015), 80 FR 44170
                                                                                                                                                                   Rule Plan.10 The Exchange proposes to
                                                    at the principal office of the Exchange,                (July 24, 2015) (SR–NYSEArca–2015–38) (Approval
                                                                                                            Order of NYSE Arca Pillar I Filing, adopting rules     similarly add these rules to the list of
                                                    and at the Commission’s Public                          for Trading Sessions, Order Ranking and Display,       rules in Rule 9217 (Violations
                                                    Reference Room.                                         and Order Execution); Securities Exchange Act          Appropriate for Disposition Under Rule
                                                                                                            Release Nos. 75497 (July 21, 2015), 80 FR 45022
                                                    II. Self-Regulatory Organization’s                      (July 28, 2015) (Notice) and 76267 (October 26,        9216(b)) that are eligible for summary
                                                    Statement of the Purpose of, and                        2015), 80 FR 66951 (October 30, 2015) (SR–             fines under Rule 9216(b). The Exchange
                                                    Statutory Basis for, the Proposed Rule                  NYSEArca–2015–56) (Approval Order of NYSE              also proposes to add accompanying fine
                                                                                                            Arca Pillar II Filing, adopting rules for Orders and
                                                    Change                                                  Modifiers and the Retail Liquidity Program);           levels based on the fine levels currently
                                                       In its filing with the Commission, the               Securities Exchange Act Release Nos. 75467 (July       in place on NYSE Arca Equities Rule
                                                    self-regulatory organization included
                                                                                                            16, 2015), 80 FR 43515 (July 22, 2015) (Notice) and    10.12 (Minor Rule Plan) for each Rule.
                                                                                                            76198 (October 20, 2015), 80 FR 65274 (October 26,
                                                    statements concerning the purpose of,                   2015) (SR–NYSEArca–2015–58) (Approval Order of         Proposed Rule Change
                                                    and basis for, the proposed rule change                 NYSE Arca Pillar III Filing, adopting rules for
                                                                                                            Trading Halts, Short Sales, Limit Up-Limit Down,          Rule 9217, the Exchange’s Minor Rule
                                                    and discussed any comments it received                  and Odd Lots and Mixed Lots); and Securities           Violation Plan (‘‘MRVP’’), sets forth the
                                                    on the proposed rule change. The text                   Exchange Act Release Nos. 76085 (October 6, 2015),     list of rules under which a member
                                                    of those statements may be examined at                  80 FR 61513 (October 13, 2015) (Notice) and 76869
                                                                                                                                                                   organization or covered person may be
                                                    the places specified in Item IV below.                  (January 11, 2016), 81 FR 2276 (January 15, 2016)
                                                                                                            (SR–NYSEArca–2015–86) (Approval Order of NYSE          subject to a fine under a minor rule
                                                    The Exchange has prepared summaries,                    Arca Pillar IV Filing, adopting rules for Auctions).   violation plan as described in proposed
                                                    set forth in sections A, B, and C below,                   7 See Securities Exchange Act Release No. 79242
                                                                                                                                                                   Rule 9216(b).
                                                    of the most significant parts of such                   (November 4, 2016), 81 FR 79081 (November 10,
                                                                                                                                                                      The Exchange proposes to amend
                                                    statements.                                             2016) (SR–NYSEMKT–2016–97) (Notice and Filing
                                                                                                            of Immediate Effectiveness of Proposed Rule            Rule 9217 to add recently adopted Rules
                                                    A. Self-Regulatory Organization’s                       Change) (the ‘‘Framework Filing’’). In addition, the   2.21E, 2.24E, 6.3E, 6.15E, 7.16E, 7.20E,
                                                                                                            Exchange filed a proposed rule change to support       7.23E, and 7.30E to the list of rules
                                                    Statement of the Purpose of, and the                    Exchange trading of securities listed on other
                                                    Statutory Basis for, the Proposed Rule                  national securities exchanges on an unlisted trading   eligible for disposition pursuant to the
                                                    Change                                                  privileges basis, including Exchange Traded            Exchange’s MRVP. These proposed
                                                                                                            Products (‘‘ETP’’) listed on other exchanges. See      changes are based on NYSE Arca
                                                    1. Purpose                                              Securities Exchange Act Release No. 79400
                                                                                                                                                                   Equities Rule 10.12(g) and (h), which
                                                                                                            (November 25, 2016), 81 FR 86750 (December 1,
                                                       On January 29, 2015, the Exchange                    2016) (SR–NYSEMKT–2016–103) (Notice) (the              specifies, in part, that NYSE Arca
                                                    announced the implementation of Pillar,                 ‘‘ETP Listing Rules Filing’’).                         Equities Rules 2.21, 2.24, 6.3, 6.15(b),11
                                                    which is an integrated trading                             8 See Securities Exchange Act Release Nos. 80590
                                                                                                                                                                   7.16, 7.20, 7.23, and 7.30 are eligible for
                                                    technology platform designed to use a                   (May 4, 2017), 82 FR 21843 (May 10, 2017)
                                                                                                            (Approval Order) and 79993 (February 9, 2017), 82      disposition pursuant to NYSE Arca’s
                                                    single specification for connecting to the              FR 10814 (February 15, 2017) (SR–NYSEMKT–              Minor Rule Plan.12 The Exchange also
                                                    equities and options markets operated                   2017–01) (Notice) (‘‘Trading Rules Filing’’). The
                                                    by the Exchange and its affiliates, NYSE                Exchange also has established market maker               10 See  NYSE Arca Equities Rule 10.12(g) & (h).
                                                                                                            obligations when trading on the Pillar trading
                                                    Arca, Inc. (‘‘NYSE Arca’’) and New York                 platform. See Securities Exchange Act Release No.
                                                                                                                                                                     11 NYSE   American Rule 6.15E adopted
                                                    Stock Exchange LLC (‘‘NYSE’’).4 NYSE                                                                           subdivision (b) of NYSE Arca Equities Rule 6.15(b),
                                                                                                            80577 (May 2, 2017), 82 FR 21446 (May 8, 2017)
                                                                                                                                                                   which prohibits participation in a prearranged
                                                    Arca Equities, Inc. (‘‘NYSE Arca                        (SR–NYSEMKT–2017–04) (Approval Order). In
                                                                                                                                                                   trade.
                                                    Equities),5 which operates the cash                     addition, the Exchange introduced a delay                 12 See NYSE Arca Equities Rule10.12(g)(1) (NYSE
                                                                                                            mechanism on Pillar that adds the equivalent of 350
                                                    equities trading platform for NYSE Arca,                microseconds of latency to inbound and outbound        Arca Equities Rule 7.16); (g)(2) (NYSE Arca Equities
                                                    was the first trading system to migrate                 order messages, as described in greater detail in      Rule 7.23(a)(1)); (g)(4) (NYSE Arca Equities Rule
                                                                                                            Rules 1.1E(y) and 7.29E(b). See Securities Exchange    7.30); (g)(5) (NYSE Arca Equities Rule 7.20(a); and
                                                    to Pillar.6
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                                                                                                            Act Release Nos. 80700 (May 16, 2017), 82 FR           (g)(6) (NYSE Arca Equities Rule 6.15(b)). See also
                                                                                                            23381 (May 22, 2017) (SR–NYSEMKT–2017–05)              NYSE Arca Equities Rule 10.12(h)(7) (Rule 6.3E and
                                                      4 See Trader Update dated January 29, 2015,
                                                                                                            (Approval Order) and 79998 (February 9, 2017), 82      its Commentaries); (h)(10) (Rule 2.24); and (h)(11)
                                                    available here: https://www.nyse.com/trader-            FR 10828 (February 15, 2017) (SR–NYSEMKT–              (Rule 2.21).
                                                    update/history#13517.                                   2017–05) (Notice).                                        Failure to comply with the sponsored participant
                                                      5 NYSE Arca Equities is a wholly-owned                   9 With Pillar, the Exchange transitioned its cash   access requirements of NYSE Arca Rule 7.29 is also
                                                    corporation of NYSE Arca and operates as a facility     equities trading platform from a Floor-based market    eligible for disposition pursuant to NYSE Arca
                                                    of NYSE Arca.                                           with a parity allocation model to a fully automated    Equities Rule 10.12(g)(3). NYSE American Rule
                                                      6 NYSE Arca filed four rule proposals in              price-time priority allocation model that trades all   7.29E is based on NYSE Arca Equities Rule 7.29(a)
                                                    connection with the NYSE Arca implementation of         NMS Stocks. See Trading Rules Filing, supra note       without any substantive differences. However, the
                                                    Pillar. See Securities Exchange Act Release Nos.        9, 82 FR at 21843.                                     Exchange did not include rule text based on NYSE



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                                                                               Federal Register / Vol. 82, No. 162 / Wednesday, August 23, 2017 / Notices                                                   40053

                                                    proposes to add the accompanying fine                   current list of eligible rules in Rule                   • Violations of Rule 6.15E would be
                                                    levels for each Rule based on the fine                  9217, above ‘‘Rule 15—Equities (Pre-                  eligible for a $1,000 first level fine, a
                                                    levels in NYSE Arca Equities Rule                       Opening Indications).’’                               $2,500 second level fine, and a $3,500
                                                    10.12.13                                                   Finally, in Rule 9217, the Exchange                third level fine.
                                                       To effect these changes, the Exchange                proposes to add proposed paragraph (d)                   New subsection (d)(2) would be titled
                                                    proposes to add a paragraph (a) titled                  titled ‘‘Fine Schedule’’ at the end of the            ‘‘Record Keeping and Other Minor Rule
                                                    ‘‘Trading Rule Violations’’ under the                   current list of eligible rules, following             Violations Fine Levels,’’ and would
                                                    current heading in Rule 9217 titled ‘‘List              ‘‘Rule 518—Equities requirements for                  include a chart of the first, second and
                                                    of Equities Rule Violations and Fines                   clearance and settlement of transactions              third level fines that are based on the
                                                    Applicable Thereto,’’ [sic] Under                       in Nasdaq Securities.’’ Below proposed                NYSE Arca Equities Rules for the
                                                    proposed paragraph (a), the Exchange                    paragraph (d), the Exchange would                     equivalent Exchange Rule, as follows:
                                                    proposes to set forth the following text                include the following text drawn from
                                                                                                            NYSE Arca Equities Rule 10.12:                           • Violations of Rule 6.3E and its
                                                    describing the eligible trading rule                                                                          Commentaries would be eligible for a
                                                    violations:                                               The following fine schedule sets forth the          $2,000 first level fine, a $4,000 second
                                                       • Short Sale Rules (Rule 7.16E).                     amount of the fine(s) to be imposed. Except
                                                                                                                                                                  level fine, and a $5,000 third level fine.
                                                       • Failure to maintain continuous,                    as noted below, the amount of the fine(s)
                                                    two-sided Q Orders in those securities                  shall be imposed at the First Level pursuant             • Violations of Rule 2.24E would be
                                                    in which the Market Maker is registered                 to the chart below. If another Minor Rule             eligible for a $2,000 first level fine, a
                                                                                                            Plan Fine has been issued to the same                 $4,000 second level fine, and a $5,000
                                                    to trade (Rule 7.23E(a)(1)).
                                                                                                            member organization or covered person 15 for          third level fine.
                                                       • Failure to comply with Authorized                  the same or similar conduct violating the
                                                    Trader requirements. (Rule 7.30E).                      same rule (regardless of when paid) within               • Violations of Rule 2.21E would be
                                                       • Acting as a Market Maker in a                      24 months from the date of occurrence of the          eligible for a $1,000 first level fine, a
                                                    security without being registered as                    violation(s) set forth in the current Notice of       $2,500 second level fine, and a $3,500
                                                    such as required by Rule 7.20E(a).                      Minor Rule Plan Fine, then the fine(s) shall          third level fine.16
                                                       • Committing any act prohibited by                   be imposed at the Second Level. If two or                These fine levels are the same as those
                                                    Rule 6.15E.                                             more separate Notices of Minor Rule Plan
                                                                                                            Fine have previously been issued to the same
                                                                                                                                                                  in the NYSE Arca Equities fine schedule
                                                       The Exchange further proposes                                                                              contained in NYSE Arca Equities Rule
                                                                                                            member organization or covered person for
                                                    paragraph (b) titled ‘‘Record Keeping                   the same or similar conduct violating the             10.12(i) for each analogous rule.17
                                                    and Other Minor Rule Violations’’ to                    same rule within 24 months from the date of              New subsection (e) would be titled
                                                    Rule 9217, which would specify the                      occurrence of the violation(s) set forth in the       ‘‘Legacy Minor Rules Fine Schedule’’ 18
                                                    following text describing the eligible                  current Notice of Minor Rule Plan Fine, then          and would summarize fine amounts for
                                                    rule violations:                                        the fine(s) shall be imposed at the Third
                                                                                                                                                                  individuals and member organizations
                                                       • Failure to comply with the                         Level.
                                                                                                                                                                  based on first, second and subsequent
                                                    requirements for preventing the misuse                    These fines are intended to apply to minor
                                                                                                            violations. For more serious violations, other        offenses. These amounts would
                                                    of material nonpublic information as set                                                                      continue to govern violations of legacy
                                                                                                            disciplinary action may be sought.
                                                    forth in Rule 6.3E and its Commentaries.                                                                      minor rules following implementation
                                                       • Failure to comply with the books                      Below this text, the Exchange would
                                                                                                            insert new three new subsections (1)–                 [sic] of Pillar.
                                                    and records requirements of Rule 2.24E.
                                                       • Failure to comply with the                         (3). Subsection (d)(1) would be titled                   Lastly, the Exchange proposes to
                                                    employee registration or other                          ‘‘Trading Rule Violations Fine Levels’’               delete two erroneous references to
                                                    requirements of Rule 2.21E.                             and would include a chart of first,                   ‘‘NYSE Arca’’ rules in Rule 476A
                                                       The Exchange further proposes a new                  second and third level fines based on                 (Imposition of Fines for Minor
                                                    paragraph (c) titled ‘‘Legacy Minor                     the NYSE Arca Equities Rules for the                  Violation(s) of Rules) 19 and in the list
                                                    Rules’’ 14 that would appear above the                  equivalent Exchange Rules, as follows:                of options rule violations and applicable
                                                                                                               • Violations of Rule 7.16E would be                fines in Rule 9217(ii)(7)(b) and replace
                                                    Arca Equities Rule 7.29(b) because NYSE American        eligible for a $500 first level fine, a               them with ‘‘Exchange.’’ The Exchange
                                                    does not offer sponsored access in Pillar. See          $1,000 second level fine, and a $2,500                also proposes to correct a typographical
                                                    Trading Rules Filing, supra note 9, 82 FR at 10820.     third level fine;                                     error in Rule 476A(ii)(7)(c) and in Rule
                                                    Accordingly, because NYSE Arca Equities Rule               • Violations of Rule 7.23E(a)(1)
                                                    10.12(g)(3) is limited to failure to comply with
                                                    sponsored participant access requirements, the          would be eligible for a $250 first level                 16 The Exchange proposes to add a footnote 1

                                                    Exchange determined not to include a reference to       fine, a $500 second level fine, and a                 based on footnote 2 in NYSE Arca Equities Rule
                                                    NYSE American Rule 7.29E in the proposed                $1,000 third level fine;                              10.12 providing that, in addition to the specified
                                                    amendment to Rule 9217.                                    • Violations of Rule 7.30E would be                fines, the Exchange may require a violator to remit
                                                       13 The Exchange does not propose to incorporate                                                            all fees that it should have paid to the Exchange
                                                                                                            eligible for a $1,000 first level fine, a             pursuant to Rule 2.21E.
                                                    the text of subsections (a)–(f) or footnote 1 of NYSE
                                                    Arca Equities Rule 10.12 into Rule 9217.
                                                                                                            $2,500 second level fine, and a $3,500                   17 See NYSE Arca Equities Rule 10.12(i)(1)

                                                    Subsections (a)–(f) of NYSE Arca Equities Rule          third level fine; and                                 (setting forth fine levels for NYSE Arca Equities
                                                    10.12 are duplicative of existing requirements in          • Violations of Rule 7.20E(a) would                Rules 7.16, 7.23(a)(1), 7.30, 7.20(a) and 6.15(b));
                                                    Rule 9217 and Rule 9216(b), which describe the          be eligible for a $250 first level fine, a            NYSE Arca Equities Rule 10.12(i)(2) (setting forth
                                                    procedure for imposition of minor rule violations.                                                            fine levels for NYSE Arca Equities Rules 6.3E and
                                                                                                            $500 second level fine, and a $1,000                  its Commentaries, 2.24, and 2.21). Rule 9217
                                                    Similarly, footnote 1 of NYSE Arca Equities Rule
                                                    10.12 applies to certain NYSE Arca Equities rules       third level fine.                                     retained the Exchange’s maximum fine for minor
                                                                                                                                                                  rule violations which, under legacy Rule 476A, was
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                                                    for which there are no Exchange equivalents. See
                                                    also note 17, infra.                                    as ‘‘Legacy Minor Rules.’’ The Exchange anticipates   $5,000. See Securities Exchange Act Release Nos.
                                                       14 Since the transition to Pillar, specified         filing separate proposed rule changes to delete the   77241 (February 26, 2016), 81 FR 11311 (March 3,
                                                    Exchange equities trading rules are no longer           rules identified as not being applicable to trading   2016) (SR–NYSEMKT–2016–30). See also Rule
                                                    applicable, and Exchange rules governing equities       on Pillar and to update the list of Legacy Minor      19d–1 under the Act. 17 CFR 240.19d–1.
                                                                                                            Rules. See, e.g., id. at 10816.                          18 See note 15, supra.
                                                    trading that are not identified as inapplicable
                                                    continue to govern Exchange operations on its cash         15 The Exchange substituted ‘‘member                  19 Rule 476A is the Exchange’s legacy minor rule

                                                    equities trading platform. See Trading Rules Filing,    organization or covered person’’ to reflect the       plan and continues to apply to matters initiated
                                                    supra note 9, 82 FR at 10815–16. For purposes of        Exchange’s membership. The rest of the proposed       prior to April 15, 2016, the effective date of the
                                                    Rule 9217, the Exchange proposes to refer to the        text is the same as that in NYSE Arca Equities Rule   Exchange’s new disciplinary rules, which include
                                                    non-Pillar Exchange rules regarding equities trading    10.12.                                                Rule 9217.



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                                                    40054                         Federal Register / Vol. 82, No. 162 / Wednesday, August 23, 2017 / Notices

                                                    9217(ii)(7)(c) by replacing ‘‘procures’’                   consistency among the Exchange, NYSE                     19b–4(f)(6) thereunder.24 Because the
                                                    with ‘‘procedures.’’                                       Arca, and the NYSE.                                      proposed rule change does not: (i)
                                                      Summary fines provide a meaningful                          The Exchange further believes that the                Significantly affect the protection of
                                                    sanction for minor or technical                            proposed amendments to Rule 9217 are                     investors or the public interest; (ii)
                                                    violations of rules. The Exchange                          consistent with Section 6(b)(6) of the                   impose any significant burden on
                                                    believes that adding recently adopted                      Act,22 which provides that members and                   competition; and (iii) become operative
                                                    Pillar Rules modeled on the trading                        persons associated with members shall                    prior to 30 days from the date on which
                                                    rules of is affiliate NYSE Arca Equities                   be appropriately disciplined for                         it was filed, or such shorter time as the
                                                    to the list of rules eligible for                          violation of the provisions of the rules                 Commission may designate, if
                                                    disposition pursuant to the Exchange’s                     of the exchange, by expulsion,                           consistent with the protection of
                                                    MRVP and subject to the same fine                          suspension, limitation of activities,                    investors and the public interest, the
                                                    levels as NYSE Arca Equities would                         functions, and operations, fine, censure,                proposed rule change has become
                                                    harmonize requirements across                              being suspended or barred from being                     effective pursuant to Section 19(b)(3)(A)
                                                    exchanges for the same conduct.                            associated with a member, or any other                   of the Act and Rule 19b–4(f)(6)(iii)
                                                    Accordingly, for all the foregoing                         fitting sanction. As noted, the proposed                 thereunder.
                                                    reasons, the Exchange believes that                        rule change would provide the                               A proposed rule change filed under
                                                    inclusion of Rules 2.21E, 2.24E, 6.3E,                     Exchange ability to sanction minor or                    Rule 19b–4(f)(6) 25 normally does not
                                                    6.15E, 7.16E, 7.20E, 7.23E, and 7.30E                      technical violations of the recently                     become operative prior to 30 days after
                                                    and the accompanying fine levels based                     adopted Pillar Rules pursuant to the                     the date of the filing. However, pursuant
                                                    on NYSE Arca Equities Rule 10.12 in                        Exchange’s MRVP. Moreover, as noted                      to Rule 19b4(f)(6)(iii),26 the Commission
                                                    Rule 9217 would be appropriate.                            above, the fine levels associated with                   may designate a shorter time if such
                                                    2. Statutory Basis                                         the rule violations incorporated into                    action is consistent with the protection
                                                                                                               Rule 9217 would be based on the rules                    of investors and the public interest.
                                                       The proposed rule change is                                                                                         At any time within 60 days of the
                                                    consistent with Section 6(b) of the                        of its affiliated market, NYSE Arca
                                                                                                               Equities. Moreover, the Exchange                         filing of such proposed rule change, the
                                                    Act,20 in general, and furthers the                                                                                 Commission summarily may
                                                    objectives of Section 6(b)(5),21 in                        believes that delineating in Rule 9217
                                                                                                               the rules and fine levels relating to                    temporarily suspend such rule change if
                                                    particular, because it is designed to
                                                                                                               trading on the Pillar trading platform                   it appears to the Commission that such
                                                    prevent fraudulent and manipulative
                                                                                                               from legacy rules relating to Floor-based                action is necessary or appropriate in the
                                                    acts and practices, to promote just and
                                                                                                               trading promotes transparency                            public interest, for the protection of
                                                    equitable principles of trade, to foster
                                                                                                               following the Exchange’s transition to                   investors, or otherwise in furtherance of
                                                    cooperation and coordination with
                                                                                                               Pillar.                                                  the purposes of the Act. If the
                                                    persons engaged in facilitating
                                                                                                                                                                        Commission takes such action, the
                                                    transactions in securities, to remove                      B. Self-Regulatory Organization’s                        Commission shall institute proceedings
                                                    impediments to, and perfect the                            Statement on Burden on Competition                       under Section 19(b)(2)(B) 27 of the Act to
                                                    mechanism of, a free and open market
                                                                                                                  The Exchange does not believe that                    determine whether the proposed rule
                                                    and a national market system and, in
                                                                                                               the proposed rule change will impose                     change should be approved or
                                                    general, to protect investors and the
                                                                                                               any burden on competition that is not                    disapproved.
                                                    public interest.
                                                       The proposed rule change is designed                    necessary or appropriate in furtherance                  IV. Solicitation of Comments
                                                    to prevent fraudulent and manipulative                     of the purposes of the Act. The
                                                                                                               proposed change is not designed to                         Interested persons are invited to
                                                    acts and practices because it will
                                                                                                               address any competitive issue but rather                 submit written data, views, and
                                                    provide the Exchange the ability to issue
                                                                                                               to update the Exchange’s MRVP to                         arguments concerning the foregoing,
                                                    a minor rule fine for violations of its
                                                                                                               reflect newly adopted rules. The                         including whether the proposed rule
                                                    rules governing cash equities trading
                                                                                                               proposed rule change would also                          change is consistent with the Act.
                                                    and market maker and electronic DMM
                                                                                                               support the launch of the Exchange’s                     Comments may be submitted by any of
                                                    functions and obligations on the Pillar
                                                                                                               new fully automated cash equities                        the following methods:
                                                    platform. In addition, adding rules
                                                    based on the rules of its affiliate to the                 trading platform that trades all NMS                     Electronic Comments
                                                    Exchange’s minor rule plan and the                         Stocks and is based on the rules of
                                                                                                               NYSE Arca Equities.                                         • Use the Commission’s Internet
                                                    associated fine levels would promote                                                                                comment form (http://www.sec.gov/
                                                    fairness and consistency in the                            C. Self-Regulatory Organization’s                        rules/sro.shtml); or
                                                    marketplace by harmonizing minor rule                      Statement on Comments on the                                • Send an email to rule-comments@
                                                    plan fines across affiliated exchanges for                 Proposed Rule Change Received From                       sec.gov. Please include File Number SR–
                                                    the same conduct. Similarly, the                           Members, Participants, or Others                         NYSEAMER–2017–06 on the subject
                                                    proposed rule change would remove                                                                                   line.
                                                    impediments to and perfect the                               No written comments were solicited
                                                    mechanism of a free and open market by                     or received with respect to the proposed                 Paper Comments
                                                    further supporting the Exchange’s                          rule change.                                               • Send paper comments in triplicate
                                                    transition to a fully automated cash                       III. Date of Effectiveness of the                        to Brent J. Fields, Secretary, Securities
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                                                    equities trading model on the Pillar                       Proposed Rule Change and Timing for                      and Exchange Commission, 100 F Street
                                                    trading platform and, by including rules                   Commission Action                                        NE., Washington, DC 20549–1090.
                                                    based on the rules of its affiliated                                                                                All submissions should refer to File
                                                    market, NYSE Arca Equities, into the                         The Exchange has filed the proposed                    Number SR–NYSEAMER–2017–06. This
                                                    Exchange’s MRVP with the same fine                         rule change pursuant to Section
                                                    levels, further Pillar’s goal of promoting                 19(b)(3)(A)(iii) of the Act 23 and Rule                    24 17 CFR 240.19b–4(f)(6).
                                                                                                                                                                          25 17 CFR 240.19b–4(f)(6).
                                                      20 15   U.S.C. 78f(b).                                     22 15   U.S.C. 78f(b)(6).                                26 17 CFR 240.19b–4(f)(6)(iii).
                                                      21 15   U.S.C. 78f(b)(5).                                  23 15   U.S.C. 78s(b)(3)(A)(iii).                        27 15 U.S.C. 78s(b)(2)(B).




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                                                                               Federal Register / Vol. 82, No. 162 / Wednesday, August 23, 2017 / Notices                                                  40055

                                                    file number should be included on the                   (‘‘NYSE’’ or the ‘‘Exchange’’) filed with             Background
                                                    subject line if email is used. To help the              the Securities and Exchange                             On March 16, 2017, NYSE MKT filed
                                                    Commission process and review your                      Commission (the ‘‘Commission’’) the                   rule changes with the Commission in
                                                    comments more efficiently, please use                   proposed rule change as described in                  connection with its name change to
                                                    only one method. The Commission will                    Items I and II, below, which Items have               NYSE American.5 In addition, on May
                                                    post all comments on the Commission’s                   been prepared by the self-regulatory                  19, 2017, NYSE MKT filed rule changes
                                                    Internet Web site (http://www.sec.gov/                  organization. The Commission is                       with the Commission associated with
                                                    rules/sro.shtml). Copies of the                         publishing this notice to solicit                     the rebranding of NYSE Amex Options,
                                                    submission, all subsequent                              comments on the proposed rule change                  the Exchange’s facility for trading
                                                    amendments, all written statements                      from interested persons.                              options, to NYSE American Options.6
                                                    with respect to the proposed rule
                                                                                                            I. Self-Regulatory Organization’s                     The NYSE MKT name change to NYSE
                                                    change that are filed with the
                                                                                                            Statement of the Terms of Substance of                American became operative on July 24,
                                                    Commission, and all written
                                                                                                            the Proposed Rule Change                              2017. Accordingly, the Exchange
                                                    communications relating to the
                                                                                                                                                                  proposes to amend the Independence
                                                    proposed rule change between the                           The Exchange proposes in connection                Policy, Price List, Market Data Fees, and
                                                    Commission and any person, other than                   with the name change of its affiliate,                certain rules to [sic] as detailed below
                                                    those that may be withheld from the                     from NYSE MKT LLC to NYSE                             to reflect the new name of its affiliate,
                                                    public in accordance with the                           American LLC, to amend certain rules,                 NYSE American.
                                                    provisions of 5 U.S.C. 552, will be                     the Independence Policy of the Board of
                                                    available for Web site viewing and                      Directors (‘‘Independence Policy’’), the              Proposed Rule Changes
                                                    printing in the Commission’s Public                     New York Stock Exchange Price List                       • The Exchange proposes to replace
                                                    Reference Room on official business                     (‘‘Price List’’), and the NYSE Proprietary            ‘‘NYSE MKT LLC’’ with ‘‘NYSE
                                                    days between the hours of 10:00 a.m.                    Market Data Fees (‘‘Market Data Fees’’)               American LLC’’ in Rule 2,
                                                    and 3:00 p.m. Copies of such filing also                to reflect that name change. The                      Supplementary Material .10 (‘‘Member’’,
                                                    will be available for inspection and                    proposed change is available on the                   ‘‘Membership’’, ‘‘Member Firm’’, etc.);
                                                    copying at the principal office of the                  Exchange’s Web site at www.nyse.com,                  Rule 17(c)(2) (Use of Exchange Facilities
                                                    Exchange. All comments received will                    at the principal office of the Exchange,              and Vendor Services); Rule 18,
                                                    be posted without change; the                           and at the Commission’s Public                        Supplementary Material .10(a)
                                                    Commission does not edit personal                       Reference Room.                                       (Compensation in Relation to Exchange
                                                    identifying information from
                                                                                                            II. Self-Regulatory Organization’s                    System Failure); Rule 70,
                                                    submissions. You should submit only
                                                                                                            Statement of the Purpose of, and                      Supplementary Material .40(3)
                                                    information that you wish to make
                                                    available publicly. All submissions                     Statutory Basis for, the Proposed Rule                (Execution of Floor Broker Interest);
                                                    should refer to File Number SR–                         Change                                                Rule 98 (c)(6) (Operation of a DMM
                                                    NYSEAMER–2017–06, and should be                                                                               Unit); Rule 103, Supplementary
                                                                                                              In its filing with the Commission, the              Material .20(b)(6) (Registration and
                                                    submitted on or before September 13,                    self-regulatory organization included
                                                    2017.                                                                                                         Capital Requirements of DMMs and
                                                                                                            statements concerning the purpose of,                 DMM Units); and Rule 103B(IX)
                                                      For the Commission, by the Division of                and basis for, the proposed rule change               (Security Allocation and Reallocation).
                                                    Trading and Markets, pursuant to delegated              and discussed any comments it received                   • The Exchange proposes to replace
                                                    authority.28                                            on the proposed rule change. The text                 ‘‘NYSE MKT’’ with ‘‘NYSE American’’
                                                    Eduardo A. Aleman,                                      of those statements may be examined at                in Rule 2, Supplementary Material .10
                                                    Assistant Secretary.                                    the places specified in Item IV below.                and .20; Rule 17(c)(2); Rule 18,
                                                    [FR Doc. 2017–17807 Filed 8–22–17; 8:45 am]             The Exchange has prepared summaries,                  Supplementary Material .10; Rule 36,
                                                    BILLING CODE 8011–01–P                                  set forth in sections A, B, and C below,              Supplementary Material .70(a)(iii)
                                                                                                            of the most significant parts of such                 (Communications Between Exchange
                                                                                                            statements.                                           and Members’ Officers); Rule 70,
                                                    SECURITIES AND EXCHANGE                                                                                       Supplementary Material .40(3); Rule
                                                    COMMISSION                                              A. Self-Regulatory Organization’s
                                                                                                            Statement of the Purpose of, and the                  103, Supplementary Material .20(b)(6);
                                                    [Release No. 34–81420; File No. SR–NYSE–                Statutory Basis for, the Proposed Rule                and Rule 103B(IX).
                                                    2017–41]                                                Change                                                   • The Exchange proposes to replace
                                                                                                                                                                  ‘‘NYSE Amex Options Trading Floor’’
                                                    Self-Regulatory Organizations; New                      1. Purpose                                            with ‘‘NYSE American Options Trading
                                                    York Stock Exchange LLC; Notice of                                                                            Floor’’ in Rule 6A(b)(‘‘Trading Floor’’)
                                                                                                               The Exchange proposes, in
                                                    Filing and Immediate Effectiveness of                                                                         and Rule 36, Supplementary Material
                                                                                                            connection with the name change of its
                                                    Proposed Change in Connection With                                                                            .23 and .70(a).
                                                                                                            affiliate, from NYSE MKT LLC (‘‘NYSE
                                                    the Name Change of Its Affiliate, From
                                                                                                            MKT’’) to NYSE American LLC (‘‘NYSE                      • The Exchange proposes to replace
                                                    NYSE MKT LLC to NYSE American LLC                                                                             ‘‘NYSE Amex’’ with ‘‘NYSE American’’
                                                                                                            American’’), to amend certain rules of
                                                    August 17, 2017.                                        the Exchange, the Independence Policy,                in Rule 36, Supplementary Material .23
                                                       Pursuant to Section 19(b)(1) 1 of the                Price List, and Market Data Fees to                   and .70(a).
                                                                                                                                                                     • The Exchange proposes to replace
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                                                    Securities Exchange Act of 1934 (the                    reflect that name change.4
                                                    ‘‘Act’’) 2 and Rule 19b-4 thereunder,3                                                                        ‘‘NYSE Amex-listed’’ with ‘‘NYSE
                                                    notice is hereby given that, on August                    4 The Exchange originally filed the proposed
                                                                                                                                                                  American-listed’’ in Rule 6A.
                                                    9, 2017, New York Stock Exchange LLC                    changes on July 21, 2017 (SR–NYSE–2017–37),
                                                                                                                                                                    5 See Securities Exchange Act Release No.80283
                                                                                                            withdrew such filing on July 27 and refiled the
                                                                                                            same day (SR–NYSE–2017–39). The Exchange              (March 21, 2017), 82 FR 15244 (March 27, 2017)
                                                      28 17 CFR 200.30–3(a)(12).                            subsequently withdrew SR–NYSE–2017–39 and             (SR–NYSEMKT–2017–14).
                                                      1 15 U.S.C. 78s(b)(1).
                                                                                                            refiled on August 2, 2017 (SR–NYSE–2017–40). SR–        6 See Securities Exchange Act Release No. 80748
                                                      2 15 U.S.C. 78a.
                                                                                                            NYSE–2017–40 was subsequently withdrawn and           (May 23, 2017), 82 FR 24764 (May 30, 2017) (SR–
                                                      3 17 CFR 240.19b–4.                                   replaced by this filing.                              NYSEMKT 2017–20).



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Document Created: 2017-08-22 23:52:21
Document Modified: 2017-08-22 23:52:21
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation82 FR 40051 

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