82_FR_46756 82 FR 46564 - Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Rule 716(c) on the Block Order Mechanism

82 FR 46564 - Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Rule 716(c) on the Block Order Mechanism

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 192 (October 5, 2017)

Page Range46564-46566
FR Document2017-21406

Federal Register, Volume 82 Issue 192 (Thursday, October 5, 2017)
[Federal Register Volume 82, Number 192 (Thursday, October 5, 2017)]
[Notices]
[Pages 46564-46566]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-21406]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-81770; File No. SR-GEMX-2017-43]


Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Amend Rule 
716(c) on the Block Order Mechanism

September 29, 2017.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on September 18, 2017, Nasdaq GEMX, LLC (``GEMX'' or ``Exchange'') 
filed with the Securities and Exchange Commission (``Commission'') the 
proposed rule change as described in Items I and II, below, which Items 
have been prepared by the Exchange. The Commission is publishing this 
notice to solicit comments on the proposed rule change from interested 
persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Rule 716(c) to more accurately 
describe the allocation methodology used in the Block Order Mechanism, 
and add language regarding how the block execution price is determined.
    The text of the proposed rule change is available on the Exchange's 
Web site at www.ise.com, at the principal office of the Exchange, and 
at the Commission's Public Reference Room.

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

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

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

1. Purpose
    The Block Order Mechanism is a process by which a member can obtain 
liquidity for the execution of block-sized orders,\3\ defined as orders 
for fifty contracts or more.\4\ When an order is entered in the Block 
Order Mechanism, that order is exposed to members who are given an 
opportunity to respond with the prices and sizes at which they would be 
willing to trade with the block-sized order.\5\ The exposure period is 
designated by the Exchange via circular, but must be no less than 100 
milliseconds and no more than 1 second.\6\ At the conclusion of the 
exposure period, either an execution will occur at a single block 
execution price,\7\ or the order will be cancelled.\8\ The purpose of 
the proposed rule change is to amend Rule 716(c) to more accurately 
describe the allocation methodology used in the Block Order Mechanism, 
and add language regarding how the block execution price is determined. 
The Exchange believes that these changes will increase transparency 
around the operation of the Block Order Mechanism to the benefit of 
members and market participants.
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    \3\ See Rule 716(c).
    \4\ See Rule 716(a).
    \5\ A ``Response'' is an electronic message that is sent by 
members in response to a broadcast message. See Rule 716(b).
    \6\ See Supplementary Material .04 to Rule 716.
    \7\ Responses and orders and quotes on the order book at the 
time the block order is executed that are priced better than the 
block execution price are executed at the block execution price. See 
Rule 716(c)(2)(i).
    \8\ See Rule 716(c)(2).
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    Currently, Rule 716(c)(2)(ii) provides that Responses, quotes, and 
Professional Orders \9\ at the block execution price will participate 
in the execution of the block-size order according to Rule 713(e)--
i.e., the Exchange's regular allocation rule. As implemented today, 
however, interest that is executed in the Block Order Mechanism follows 
the customer priority pro-rata allocation methodology designed for the 
Exchange's auction mechanisms, including, for example, the Facilitation 
Mechanism,\10\ Solicited Order Mechanism,\11\ and Price Improvement 
Mechanism,\12\ with the exception that those two-sided auction 
mechanisms also allocate contracts against the contra order. This 
auction allocation methodology is similar to the Exchange's regular 
allocation methodology but does not provide enhanced allocations to the 
Primary Market Maker (``PMM'') pursuant to

[[Page 46565]]

Rule 713(e) and Supplementary Material .01(b) to Rule 713.\13\ The 
Exchange therefore proposes to amend Rule 716(c)(2)(ii) to provide 
that, at the block execution price, Priority Customer Orders and 
Priority Customer Responses will be executed first in time priority, 
and then quotes, Professional Orders, and Professional Responses will 
participate in the execution of the block-size order based upon the 
percentage of the total number of contracts available at the block 
execution price that is represented by the size of the quote, 
Professional Order, or Professional Response. In addition, the Exchange 
proposes to specify in Rule 716(c)(2)(i) that interest that is priced 
better than the block execution price is executed in full. In 
particular, the Exchange proposes to amend this rule to state that bids 
(offers) on the Exchange at the time the block order is executed that 
are priced higher (lower) than the block execution price, as well as 
Responses that are priced higher (lower) than the block execution 
price, will be executed in full at the block execution price. Although 
Rule 716(c)(2)(ii) described above explains how allocations are handled 
at the block execution price, the Exchange believes that additional the 
additional clarity that interest that is priced better than the block 
execution price is executed in full would be helpful to members. With 
these two proposed changes, Rule 716(c) will more accurately describe 
the allocation methodology used in the Block Order Mechanism.
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    \9\ The term ``Professional Order'' means an order that is for 
the account of a person or entity that is not a Priority Customer. 
See Rule 100(a)(37C).
    \10\ See Rule 716(d).
    \11\ See Rule 716(e).
    \12\ See Rule 723.
    \13\ Supplementary Material .01(b) to Rule 713 provides that, if 
the PMM is quoting at the best price, it has participation rights 
equal to the greater of the proportion of the total size at the best 
price represented by the size of its quote, or a percentage 
allocation entitlement based on the number of other Professional 
Orders and market maker quotations at the best price.
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    Furthermore, the Exchange proposes add language to Rule 
716(c)(2)(i) that explains the price at which orders entered into the 
Block Order Mechanism are executed. In particular, the Exchange 
proposes to state that Responses, orders, and quotes will be executed 
at a single block execution price that is the price for the block-size 
order at which the maximum number of contracts can be executed 
consistent with the member's instruction. For example, if a member 
enters a block-sized order to buy 100 contracts at $1.00 into the Block 
Order Mechanism, and members enter Response A to sell 50 contracts at 
$0.90 and Response B to sell 40 contracts at $0.95, the block execution 
price would be $0.95 as this is the price at which the maximum number 
of contracts could be executed. The block-sized order and both 
Responses would then be executed at this single block execution price. 
Responses A and B would be executed in full since there is sufficient 
size to execute both Responses against the block-size order. In 
addition, if two other members also enter Responses C (Priority 
Customer) and D (non-Priority Customer) to sell at $0.98 for 10 
contracts each, the block execution price would be $0.98 as additional 
contracts could be executed at that price. In that instance, Responses 
A and B, which are priced better than the block execution price, would 
be executed in full, while Responses B and C, which are priced at the 
block execution price, would participate in accordance with the 
allocation methodology described in this proposed rule change--i.e., 
the remaining 10 contracts would go to Response C, which is a Priority 
Customer Response. The Block Order Mechanism is designed to provide an 
opportunity for members to receive liquidity for their block-sized 
orders and therefore trades at a price that allows the maximum number 
of contracts of such order to be executed against Responses entered to 
trade against the block-size order and interest on the Exchange's order 
book. The Exchange believes that describing how the block execution 
price is determined in Rule 716(c)(2)(i) will increase transparency 
around pricing of executions in the Block Order Mechanism.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with the requirements of the Act and the rules and regulations 
thereunder that are applicable to a national securities exchange, and, 
in particular, with the requirements of Section 6(b) of the Act.\14\ In 
particular, the proposal is consistent with Section 6(b)(5) of the 
Act,\15\ because is designed to promote just and equitable principles 
of trade, remove impediments to and perfect the mechanisms 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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    \14\ 15 U.S.C. 78f(b).
    \15\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes that the proposed changes to the allocation 
language in Rule 716(c)(2)(i)-(ii) are consistent with the protection 
of investors and the public interest as the proposed allocation 
language more accurately reflects the Exchange's process for allocating 
contracts executed in the Block Order Mechanism. Although the 
Exchange's allocation rule for the Block Order Mechanism currently 
references the allocation process for regular trading, the allocation 
methodology does not include certain parts of the regular allocation 
procedure. In particular, the Exchange does not grant any special 
allocation to the PMM for interest executed in the Block Order 
Mechanism. The Exchange believes that it is appropriate to not provide 
an enhanced allocation entitlement to the PMM for interest executed in 
the Block Order Mechanism, as the Block Order Mechanism provides an 
auction process that does not rely on market maker quoting and other 
obligations to source liquidity. Furthermore, the Exchange believes 
that it is helpful to explain in this rule that interest that is priced 
better than the block execution price would be executed in full. The 
allocation process used for the Block Order Mechanism is similar to how 
the Exchange allocates contracts in other auction mechanisms, 
including, for example, the Facilitation Mechanism, Solicited Order 
Mechanism, and Price Improvement Mechanism, with the exception that 
those two-sided auction mechanisms also allocate contracts against the 
contra order.\16\
---------------------------------------------------------------------------

    \16\ See supra notes 10-12 and accompanying text.
---------------------------------------------------------------------------

    The Exchange also believes that the proposed changes to describe 
how the block execution price is determined is consistent with the 
protection of investors and the public interest as this change will 
increase transparency around the price at which interest is executed in 
the Block Order Mechanism. As explained above, the Block Order 
Mechanism is designed to provide an opportunity for members to receive 
liquidity for their block-sized orders and therefore trades at a price 
that allows the maximum number of contracts of such order to be 
executed against Responses entered to trade against the block-size 
order and interest on the Exchange's order book. The Exchange believes 
that describing how the block execution price is determined in Rule 
716(c)(2)(i) will increase transparency around pricing of executions in 
the Block Order Mechanism.

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

    In accordance with Section 6(b)(8) of the Act,\17\ the Exchange 
does not believe that the proposed rule change will impose any burden 
on intermarket or intramarket competition that is not necessary or 
appropriate in furtherance

[[Page 46566]]

of the purposes of the Act. The proposed rule change is designed to 
correct the Exchange's rules to more accurately reflect the handling of 
auctions in the Block Order Mechanism. No changes are proposed to the 
operation of the Exchange's trading system, and no members will be 
impacted by the proposed rule, which merely reflects current 
functionality offered to members that trade in the Block Order 
Mechanism. The proposed rule change is therefore not designed to impose 
any significant burden on competition.
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    \17\ 15 U.S.C. 78f(b)(8).
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C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were either solicited or received.

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

    Because the foregoing proposed rule change does not: (i) 
Significantly affect the protection of investors or the public 
interest; (ii) impose any significant burden on competition; and (iii) 
become operative for 30 days from the date on which it was filed, or 
such shorter time as the Commission may designate, it has become 
effective pursuant to Section 19(b)(3)(A)(iii) of the Act \18\ and 
subparagraph (f)(6) of Rule 19b-4 thereunder.\19\
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    \18\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \19\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change at 
least five business days prior to the date of filing of the proposed 
rule change, or such shorter time as designated by the Commission. 
The Exchange has satisfied this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) \20\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\21\ the Commission 
may designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange requests 
that the Commission waive the 30-day operative delay. The Exchange 
notes that a waiver is consistent with the protection of investors and 
the public interest because it will allow the Exchange to correct its 
Block Order Mechanism rules to reflect the current functionality of the 
system without undue delay. The Commission believes that waiving the 
30-day operative delay is consistent with the protection of investors 
and the public interest. Accordingly, the Commission hereby waives the 
30-day operative delay and designates the proposed rule change 
operative upon filing.\22\
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    \20\ 17 CFR 240.19b-4(f)(6).
    \21\ 17 CFR 240.19b-4(f)(6)(iii).
    \22\ For purposes only of waiving the 30-day operative delay, 
the Commission has considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is: (i) 
Necessary or appropriate in the public interest; (ii) for the 
protection of investors; or (iii) otherwise in furtherance of the 
purposes of the Act. If the Commission takes such action, the 
Commission shall institute proceedings to determine whether the 
proposed rule should be approved or disapproved.

IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-GEMX-2017-43 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-GEMX-2017-43. This file 
number should be included on the subject line if email is used. To help 
the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549, on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of the filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-GEMX-2017-43 and should be 
submitted on or before October 26, 2017.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\23\
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    \23\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-21406 Filed 10-4-17; 8:45 am]
 BILLING CODE 8011-01-P



                                               46564                            Federal Register / Vol. 82, No. 192 / Thursday, October 5, 2017 / Notices

                                               Electronic Comments                                       SECURITIES AND EXCHANGE                                liquidity for the execution of block-
                                                                                                         COMMISSION                                             sized orders,3 defined as orders for fifty
                                                 • Use the Commission’s Internet                                                                                contracts or more.4 When an order is
                                               comment form (http://www.sec.gov/                         [Release No. 34–81770; File No. SR–GEMX–
                                                                                                         2017–43]
                                                                                                                                                                entered in the Block Order Mechanism,
                                               rules/sro.shtml); or                                                                                             that order is exposed to members who
                                                 • Send an email to rule-comments@                       Self-Regulatory Organizations; Nasdaq                  are given an opportunity to respond
                                               sec.gov. Please include File No. SR–                      GEMX, LLC; Notice of Filing and                        with the prices and sizes at which they
                                               CHX–2017–13 on the subject line.                          Immediate Effectiveness of Proposed                    would be willing to trade with the
                                                                                                         Rule Change To Amend Rule 716(c) on                    block-sized order.5 The exposure period
                                               Paper Comments                                            the Block Order Mechanism                              is designated by the Exchange via
                                                                                                                                                                circular, but must be no less than 100
                                                 • Send paper comments in triplicate                     September 29, 2017.                                    milliseconds and no more than 1
                                               to Secretary, Securities and Exchange                        Pursuant to Section 19(b)(1) of the                 second.6 At the conclusion of the
                                               Commission, 100 F Street NE.,                             Securities Exchange Act of 1934                        exposure period, either an execution
                                               Washington, DC 20549–1090.                                (‘‘Act’’),1 and Rule 19b–4 thereunder,2                will occur at a single block execution
                                               All submissions should refer to File No.                  notice is hereby given that on                         price,7 or the order will be cancelled.8
                                                                                                         September 18, 2017, Nasdaq GEMX,                       The purpose of the proposed rule
                                               SR–CHX–2017–13. This file number
                                                                                                         LLC (‘‘GEMX’’ or ‘‘Exchange’’) filed                   change is to amend Rule 716(c) to more
                                               should be included on the subject line
                                                                                                         with the Securities and Exchange                       accurately describe the allocation
                                               if email is used. To help the                             Commission (‘‘Commission’’) the                        methodology used in the Block Order
                                               Commission process and review your                        proposed rule change as described in                   Mechanism, and add language regarding
                                               comments more efficiently, please use                     Items I and II, below, which Items have                how the block execution price is
                                               only one method. The Commission will                      been prepared by the Exchange. The                     determined. The Exchange believes that
                                               post all comments on the Commission’s                     Commission is publishing this notice to                these changes will increase
                                               Internet Web site (http://www.sec.gov/                    solicit comments on the proposed rule                  transparency around the operation of
                                               rules/sro.shtml). Copies of the                           change from interested persons.                        the Block Order Mechanism to the
                                               submission, all subsequent                                                                                       benefit of members and market
                                                                                                         I. Self-Regulatory Organization’s
                                               amendments, all written statements                                                                               participants.
                                                                                                         Statement of the Terms of Substance of
                                               with respect to the proposed rule                                                                                   Currently, Rule 716(c)(2)(ii) provides
                                                                                                         the Proposed Rule Change
                                               change that are filed with the                                                                                   that Responses, quotes, and Professional
                                               Commission, and all written                                  The Exchange proposes to amend                      Orders 9 at the block execution price
                                               communications relating to the                            Rule 716(c) to more accurately describe                will participate in the execution of the
                                               proposed rule changes between the                         the allocation methodology used in the                 block-size order according to Rule
                                                                                                         Block Order Mechanism, and add                         713(e)—i.e., the Exchange’s regular
                                               Commission and any person, other than
                                                                                                         language regarding how the block                       allocation rule. As implemented today,
                                               those that may be withheld from the
                                                                                                         execution price is determined.                         however, interest that is executed in the
                                               public in accordance with the                                The text of the proposed rule change
                                               provisions of 5 U.S.C. 552, will be                                                                              Block Order Mechanism follows the
                                                                                                         is available on the Exchange’s Web site
                                               available for Web site viewing and                                                                               customer priority pro-rata allocation
                                                                                                         at www.ise.com, at the principal office
                                               printing in the Commission’s Public                                                                              methodology designed for the
                                                                                                         of the Exchange, and at the
                                               Reference Room, 100 F Street NE.,                                                                                Exchange’s auction mechanisms,
                                                                                                         Commission’s Public Reference Room.
                                               Washington, DC 20549 on official                                                                                 including, for example, the Facilitation
                                               business days between the hours of                        II. Self-Regulatory Organization’s                     Mechanism,10 Solicited Order
                                               10:00 a.m. and 3:00 p.m. Copies of the                    Statement of the Purpose of, and                       Mechanism,11 and Price Improvement
                                                                                                         Statutory Basis for, the Proposed Rule                 Mechanism,12 with the exception that
                                               filing also will be available for
                                                                                                         Change                                                 those two-sided auction mechanisms
                                               inspection and copying at the principal
                                                                                                            In its filing with the Commission, the              also allocate contracts against the contra
                                               office of the CHX. All comments                                                                                  order. This auction allocation
                                               received will be posted without change;                   Exchange included statements
                                                                                                         concerning the purpose of and basis for                methodology is similar to the
                                               the Commission does not edit personal                                                                            Exchange’s regular allocation
                                               identifying information from                              the proposed rule change and discussed
                                                                                                         any comments it received on the                        methodology but does not provide
                                               submissions. You should submit only                                                                              enhanced allocations to the Primary
                                               information that you wish to make                         proposed rule change. The text of these
                                                                                                         statements may be examined at the                      Market Maker (‘‘PMM’’) pursuant to
                                               available publicly. All submissions
                                                                                                         places specified in Item IV below. The
                                               should refer to File No. SR–CHX–2017–                                                                              3 See  Rule 716(c).
                                                                                                         Exchange has prepared summaries, set
                                               13 and should be submitted on or before                   forth in sections A, B, and C below, of
                                                                                                                                                                  4 See  Rule 716(a).
                                                                                                                                                                  5 A ‘‘Response’’ is an electronic message that is
                                               October 26, 2017.                                         the most significant aspects of such                   sent by members in response to a broadcast
                                                 For the Commission, by the Division of                  statements.                                            message. See Rule 716(b).
                                               Trading and Markets, pursuant to delegated                                                                         6 See Supplementary Material .04 to Rule 716.
                                                                                                         A. Self-Regulatory Organization’s                        7 Responses and orders and quotes on the order
                                               authority.16
                                                                                                         Statement of the Purpose of, and                       book at the time the block order is executed that
                                               Eduardo A. Aleman,                                        Statutory Basis for, the Proposed Rule                 are priced better than the block execution price are
                                               Assistant Secretary.                                      Change                                                 executed at the block execution price. See Rule
ethrower on DSK3G9T082PROD with NOTICES




                                                                                                                                                                716(c)(2)(i).
                                               [FR Doc. 2017–21401 Filed 10–4–17; 8:45 am]
                                                                                                         1. Purpose                                               8 See Rule 716(c)(2).
                                               BILLING CODE 8011–01–P                                                                                             9 The term ‘‘Professional Order’’ means an order
                                                                                                            The Block Order Mechanism is a                      that is for the account of a person or entity that is
                                                                                                         process by which a member can obtain                   not a Priority Customer. See Rule 100(a)(37C).
                                                                                                                                                                  10 See Rule 716(d).
                                                                                                           1 15   U.S.C. 78s(b)(1).                               11 See Rule 716(e).
                                                 16 17   CFR 200.30–3(a)(12).                              2 17   CFR 240.19b–4.                                  12 See Rule 723.




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                                                                             Federal Register / Vol. 82, No. 192 / Thursday, October 5, 2017 / Notices                                                    46565

                                               Rule 713(e) and Supplementary Material                    The block-sized order and both                        Although the Exchange’s allocation rule
                                               .01(b) to Rule 713.13 The Exchange                        Responses would then be executed at                   for the Block Order Mechanism
                                               therefore proposes to amend Rule                          this single block execution price.                    currently references the allocation
                                               716(c)(2)(ii) to provide that, at the block               Responses A and B would be executed                   process for regular trading, the
                                               execution price, Priority Customer                        in full since there is sufficient size to             allocation methodology does not
                                               Orders and Priority Customer Responses                    execute both Responses against the                    include certain parts of the regular
                                               will be executed first in time priority,                  block-size order. In addition, if two                 allocation procedure. In particular, the
                                               and then quotes, Professional Orders,                     other members also enter Responses C                  Exchange does not grant any special
                                               and Professional Responses will                           (Priority Customer) and D (non-Priority               allocation to the PMM for interest
                                               participate in the execution of the block-                Customer) to sell at $0.98 for 10                     executed in the Block Order
                                               size order based upon the percentage of                   contracts each, the block execution                   Mechanism. The Exchange believes that
                                               the total number of contracts available                   price would be $0.98 as additional                    it is appropriate to not provide an
                                               at the block execution price that is                      contracts could be executed at that                   enhanced allocation entitlement to the
                                               represented by the size of the quote,                     price. In that instance, Responses A and              PMM for interest executed in the Block
                                               Professional Order, or Professional                       B, which are priced better than the                   Order Mechanism, as the Block Order
                                               Response. In addition, the Exchange                       block execution price, would be                       Mechanism provides an auction process
                                               proposes to specify in Rule 716(c)(2)(i)                  executed in full, while Responses B and               that does not rely on market maker
                                               that interest that is priced better than                  C, which are priced at the block                      quoting and other obligations to source
                                               the block execution price is executed in                  execution price, would participate in                 liquidity. Furthermore, the Exchange
                                               full. In particular, the Exchange                         accordance with the allocation                        believes that it is helpful to explain in
                                               proposes to amend this rule to state that                 methodology described in this proposed                this rule that interest that is priced
                                               bids (offers) on the Exchange at the time                 rule change—i.e., the remaining 10                    better than the block execution price
                                               the block order is executed that are                      contracts would go to Response C,                     would be executed in full. The
                                               priced higher (lower) than the block                      which is a Priority Customer Response.                allocation process used for the Block
                                               execution price, as well as Responses                     The Block Order Mechanism is designed                 Order Mechanism is similar to how the
                                               that are priced higher (lower) than the                   to provide an opportunity for members                 Exchange allocates contracts in other
                                               block execution price, will be executed                   to receive liquidity for their block-sized            auction mechanisms, including, for
                                               in full at the block execution price.                     orders and therefore trades at a price                example, the Facilitation Mechanism,
                                               Although Rule 716(c)(2)(ii) described                     that allows the maximum number of                     Solicited Order Mechanism, and Price
                                               above explains how allocations are                        contracts of such order to be executed                Improvement Mechanism, with the
                                               handled at the block execution price,                     against Responses entered to trade                    exception that those two-sided auction
                                               the Exchange believes that additional                     against the block-size order and interest             mechanisms also allocate contracts
                                               the additional clarity that interest that is              on the Exchange’s order book. The                     against the contra order.16
                                               priced better than the block execution                    Exchange believes that describing how                    The Exchange also believes that the
                                               price is executed in full would be                        the block execution price is determined               proposed changes to describe how the
                                               helpful to members. With these two                        in Rule 716(c)(2)(i) will increase                    block execution price is determined is
                                               proposed changes, Rule 716(c) will                        transparency around pricing of                        consistent with the protection of
                                               more accurately describe the allocation                   executions in the Block Order                         investors and the public interest as this
                                               methodology used in the Block Order                       Mechanism.                                            change will increase transparency
                                               Mechanism.                                                                                                      around the price at which interest is
                                                                                                         2. Statutory Basis                                    executed in the Block Order
                                                  Furthermore, the Exchange proposes
                                               add language to Rule 716(c)(2)(i) that                       The Exchange believes that the                     Mechanism. As explained above, the
                                               explains the price at which orders                        proposed rule change is consistent with               Block Order Mechanism is designed to
                                               entered into the Block Order                              the requirements of the Act and the                   provide an opportunity for members to
                                               Mechanism are executed. In particular,                    rules and regulations thereunder that                 receive liquidity for their block-sized
                                               the Exchange proposes to state that                       are applicable to a national securities               orders and therefore trades at a price
                                               Responses, orders, and quotes will be                     exchange, and, in particular, with the                that allows the maximum number of
                                               executed at a single block execution                      requirements of Section 6(b) of the                   contracts of such order to be executed
                                               price that is the price for the block-size                Act.14 In particular, the proposal is                 against Responses entered to trade
                                               order at which the maximum number of                      consistent with Section 6(b)(5) of the                against the block-size order and interest
                                               contracts can be executed consistent                      Act,15 because is designed to promote                 on the Exchange’s order book. The
                                               with the member’s instruction. For                        just and equitable principles of trade,               Exchange believes that describing how
                                               example, if a member enters a block-                      remove impediments to and perfect the                 the block execution price is determined
                                               sized order to buy 100 contracts at $1.00                 mechanisms of a free and open market                  in Rule 716(c)(2)(i) will increase
                                               into the Block Order Mechanism, and                       and a national market system and, in                  transparency around pricing of
                                               members enter Response A to sell 50                       general, to protect investors and the                 executions in the Block Order
                                               contracts at $0.90 and Response B to sell                 public interest.                                      Mechanism.
                                               40 contracts at $0.95, the block                             The Exchange believes that the
                                                                                                         proposed changes to the allocation                    B. Self-Regulatory Organization’s
                                               execution price would be $0.95 as this                                                                          Statement on Burden on Competition
                                               is the price at which the maximum                         language in Rule 716(c)(2)(i)–(ii) are
                                               number of contracts could be executed.                    consistent with the protection of                       In accordance with Section 6(b)(8) of
                                                                                                         investors and the public interest as the              the Act,17 the Exchange does not believe
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                                                  13 Supplementary Material .01(b) to Rule 713           proposed allocation language more                     that the proposed rule change will
                                               provides that, if the PMM is quoting at the best          accurately reflects the Exchange’s                    impose any burden on intermarket or
                                               price, it has participation rights equal to the greater   process for allocating contracts executed             intramarket competition that is not
                                               of the proportion of the total size at the best price
                                               represented by the size of its quote, or a percentage
                                                                                                         in the Block Order Mechanism.                         necessary or appropriate in furtherance
                                               allocation entitlement based on the number of other
                                                                                                          14 15   U.S.C. 78f(b).                                 16 See   supra notes 10–12 and accompanying text.
                                               Professional Orders and market maker quotations at
                                               the best price.                                            15 15   U.S.C. 78f(b)(5).                              17 15   U.S.C. 78f(b)(8).



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                                               46566                         Federal Register / Vol. 82, No. 192 / Thursday, October 5, 2017 / Notices

                                               of the purposes of the Act. The                           Commission hereby waives the 30-day                  Washington, DC 20549, on official
                                               proposed rule change is designed to                       operative delay and designates the                   business days between the hours of
                                               correct the Exchange’s rules to more                      proposed rule change operative upon                  10:00 a.m. and 3:00 p.m. Copies of the
                                               accurately reflect the handling of                        filing.22                                            filing also will be available for
                                               auctions in the Block Order Mechanism.                       At any time within 60 days of the                 inspection and copying at the principal
                                               No changes are proposed to the                            filing of the proposed rule change, the              office of the Exchange. All comments
                                               operation of the Exchange’s trading                       Commission summarily may                             received will be posted without change;
                                               system, and no members will be                            temporarily suspend such rule change if              the Commission does not edit personal
                                               impacted by the proposed rule, which                      it appears to the Commission that such               identifying information from
                                               merely reflects current functionality                     action is: (i) Necessary or appropriate in           submissions. You should submit only
                                               offered to members that trade in the                      the public interest; (ii) for the protection         information that you wish to make
                                               Block Order Mechanism. The proposed                       of investors; or (iii) otherwise in                  available publicly. All submissions
                                               rule change is therefore not designed to                  furtherance of the purposes of the Act.              should refer to File Number SR–GEMX–
                                               impose any significant burden on                          If the Commission takes such action, the             2017–43 and should be submitted on or
                                               competition.                                              Commission shall institute proceedings               before October 26, 2017.
                                               C. Self-Regulatory Organization’s                         to determine whether the proposed rule                 For the Commission, by the Division of
                                               Statement on Comments on the                              should be approved or disapproved.                   Trading and Markets, pursuant to delegated
                                               Proposed Rule Change Received From                        IV. Solicitation of Comments                         authority.23
                                               Members, Participants, or Others                                                                               Eduardo A. Aleman,
                                                                                                           Interested persons are invited to                  Assistant Secretary.
                                                 No written comments were either                         submit written data, views, and
                                               solicited or received.                                                                                         [FR Doc. 2017–21406 Filed 10–4–17; 8:45 am]
                                                                                                         arguments concerning the foregoing,
                                                                                                                                                              BILLING CODE 8011–01–P
                                               III. Date of Effectiveness of the                         including whether the proposed rule
                                               Proposed Rule Change and Timing for                       change is consistent with the Act.
                                               Commission Action                                         Comments may be submitted by any of                  SECURITIES AND EXCHANGE
                                                                                                         the following methods:                               COMMISSION
                                                  Because the foregoing proposed rule
                                               change does not: (i) Significantly affect                 Electronic Comments
                                               the protection of investors or the public                                                                      [Release No. 34–81766; File No. SR–
                                                                                                           • Use the Commission’s Internet                    NYSEArca–2017–86]
                                               interest; (ii) impose any significant                     comment form (http://www.sec.gov/
                                               burden on competition; and (iii) become                   rules/sro.shtml); or                                 Self-Regulatory Organizations; NYSE
                                               operative for 30 days from the date on                      • Send an email to rule-comments@                  Arca, Inc.; Notice of Filing of Proposed
                                               which it was filed, or such shorter time                                                                       Rule Change To List and Trade Shares
                                                                                                         sec.gov. Please include File Number SR–
                                               as the Commission may designate, it has                                                                        of the JPMorgan Managed Futures ETF
                                                                                                         GEMX–2017–43 on the subject line.
                                               become effective pursuant to Section                                                                           Under NYSE Arca Rule 8.600–E
                                               19(b)(3)(A)(iii) of the Act 18 and                        Paper Comments
                                               subparagraph (f)(6) of Rule 19b–4                           • Send paper comments in triplicate                September 29, 2017.
                                               thereunder.19                                             to Secretary, Securities and Exchange                   Pursuant to Section 19(b)(1) of the
                                                  A proposed rule change filed under                                                                          Securities Exchange Act of 1934
                                                                                                         Commission, 100 F Street NE.,
                                               Rule 19b–4(f)(6) 20 normally does not                                                                          (‘‘Act’’) 1 and Rule 19b–4 thereunder,2
                                                                                                         Washington, DC 20549–1090.
                                               become operative prior to 30 days after                                                                        notice is hereby given that, on
                                               the date of the filing. However, pursuant                 All submissions should refer to File
                                                                                                                                                              September 14, 2017, NYSE Arca, Inc.
                                               to Rule 19b–4(f)(6)(iii),21 the                           Number SR–GEMX–2017–43. This file
                                                                                                                                                              (‘‘Exchange’’ or ‘‘NYSE Arca’’) filed
                                               Commission may designate a shorter                        number should be included on the
                                                                                                                                                              with the Securities and Exchange
                                               time if such action is consistent with the                subject line if email is used. To help the
                                                                                                                                                              Commission (‘‘Commission’’) the
                                               protection of investors and the public                    Commission process and review your
                                                                                                                                                              proposed rule change as described in
                                               interest. The Exchange requests that the                  comments more efficiently, please use
                                                                                                                                                              Items I and II below, which Items have
                                               Commission waive the 30-day operative                     only one method. The Commission will
                                                                                                                                                              been prepared by the self-regulatory
                                               delay. The Exchange notes that a waiver                   post all comments on the Commission’s
                                                                                                                                                              organization. The Commission is
                                               is consistent with the protection of                      Internet Web site (http://www.sec.gov/
                                                                                                                                                              publishing this notice to solicit
                                               investors and the public interest                         rules/sro.shtml). Copies of the
                                                                                                                                                              comments on the proposed rule change
                                               because it will allow the Exchange to                     submission, all subsequent
                                                                                                                                                              from interested persons.
                                               correct its Block Order Mechanism rules                   amendments, all written statements
                                               to reflect the current functionality of the               with respect to the proposed rule                    I. Self-Regulatory Organization’s
                                               system without undue delay. The                           change that are filed with the                       Statement of the Terms of Substance of
                                               Commission believes that waiving the                      Commission, and all written                          the Proposed Rule Change
                                               30-day operative delay is consistent                      communications relating to the                          The Exchange proposes to list and
                                               with the protection of investors and the                  proposed rule change between the                     trade shares of the following under
                                               public interest. Accordingly, the                         Commission and any person, other than                NYSE Arca Rule 8.600–E (‘‘Managed
                                                                                                         those that may be withheld from the                  Fund Shares’’): JPMorgan Managed
                                                 18 15  U.S.C. 78s(b)(3)(A)(iii).                        public in accordance with the                        Futures ETF. The proposed change is
                                                 19 17  CFR 240.19b–4(f)(6). In addition, Rule 19b–      provisions of 5 U.S.C. 552, will be                  available on the Exchange’s Web site at
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                                               4(f)(6) requires a self-regulatory organization to give   available for Web site viewing and
                                               the Commission written notice of its intent to file                                                            www.nyse.com, at the principal office of
                                               the proposed rule change at least five business days      printing in the Commission’s Public                  the Exchange, and at the Commission’s
                                               prior to the date of filing of the proposed rule          Reference Room, 100 F Street NE.,                    Public Reference Room.
                                               change, or such shorter time as designated by the
                                               Commission. The Exchange has satisfied this                 22 For purposes only of waiving the 30-day
                                               requirement.                                                                                                     23 17 CFR 200.30–3(a)(12).
                                                                                                         operative delay, the Commission has considered the
                                                 20 17 CFR 240.19b–4(f)(6).                                                                                     1 15 U.S.C. 78s(b)(1).
                                                                                                         proposed rule’s impact on efficiency, competition,
                                                 21 17 CFR 240.19b–4(f)(6)(iii).                         and capital formation. See 15 U.S.C. 78c(f).           2 17 CFR 240.19b–4.




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Document Created: 2017-10-05 00:53:45
Document Modified: 2017-10-05 00:53:45
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 46564 

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