82 FR 59680 - Self-Regulatory Organizations; BOX Options Exchange LLC; Notice of Filing of Amendment No. 2 to a Proposed Rule Change Amending Consolidated Audit Trail Funding Fees

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 240 (December 15, 2017)

Page Range		59680-59682
FR Document		2017-26990

Federal Register, Volume 82 Issue 240 (Friday, December 15, 2017)

[Federal Register Volume 82, Number 240 (Friday, December 15, 2017)]
[Notices]
[Pages 59680-59682]
From the Federal Register Online [www.thefederalregister.org]
[FR Doc No: 2017-26990]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82267; File No. SR-BOX-2017-16]

Self-Regulatory Organizations; BOX Options Exchange LLC; Notice
of Filing of Amendment No. 2 to a Proposed Rule Change Amending
Consolidated Audit Trail Funding Fees

December 11, 2017.
On May 15, 2017, BOX Options Exchange LLC (``Exchange'' or ``SRO'')
filed with the Securities and Exchange Commission (``Commission''),
pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to
adopt a fee schedule to establish the fees for Industry Members related
to the National Market System Plan Governing the Consolidated Audit
Trail (``CAT NMS Plan''). The proposed rule change was published in the
Federal Register for comment on May 24, 2017.\3\ The Commission
received seven comment letters on the proposed rule change,\4\ and a
response to comments from the Participants.\5\ On June 30, 2017, the
Commission temporarily suspended and initiated proceedings to determine
whether to approve or disapprove the proposed rule change.\6\ The
Commission thereafter received seven comment letters,\7\ and a response
to comments from the Participants.\8\ On November 7, 2017, the Exchange
filed Amendment No. 1 to the proposed rule change.\9\ On November 9,
2017, the Commission extended the time period within which to approve
the proposed rule change or disapprove the proposed rule change to
January 14, 2018.\10\ On December 7, 2017, the Exchange filed Amendment
No. 2 to 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 from interested persons
on Amendment No. 2.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ See Securities Exchange Act Release No. 80721 (May 18,
2017), 82 FR 23864 (May 24, 2017) (``Original Proposal'').
\4\ Since the CAT NMS Plan Participants' proposed rule changes
to adopt fees to be charged to Industry Members to fund the
consolidated audit trail are substantively identical, the Commission
is considering all comments received on the proposed rule changes
regardless of the comment file to which they were submitted. See
text accompanying note 11 infra, for a list of the CAT NMS Plan
Participants. See Letter from Theodore R. Lazo, Managing Director
and Associate General Counsel, Securities Industry and Financial
Markets Association, to Brent J. Fields, Secretary, Commission
(dated June 6, 2017), available at: https://www.sec.gov/comments/sr-batsbzx-2017-38/batsbzx201738-1788188-153228.pdf; Letter from
Patricia L. Cerny and Steven O'Malley, Compliance Consultants, to
Brent J. Fields, Secretary, Commission (dated June 12, 2017),
available at: https://www.sec.gov/comments/sr-cboe-2017-040/cboe2017040-1799253-153675.pdf; Letter from Daniel Zinn, General
Counsel, OTC Markets Group Inc., to Eduardo A. Aleman, Assistant
Secretary, Commission (dated June 13, 2017), available at: https://www.sec.gov/comments/sr-finra-2017-011/finra2017011-1801717-153703.pdf; Letter from Joanna Mallers, Secretary, FIA Principal
Traders Group, to Brent J. Fields, Secretary, Commission (dated June
22, 2017), available at: https://www.sec.gov/comments/sr-cboe-2017-040/cboe2017040-1819670-154195.pdf; Letter from Stuart J. Kaswell,
Executive Vice President and Managing Director, General Counsel,
Managed Funds Association, to Brent J. Fields, Secretary, Commission
(dated June 23, 2017), available at: https://www.sec.gov/comments/sr-finra-2017-011/finra2017011-1822454-154283.pdf; and Letter from
Suzanne H. Shatto, Investor, to Commission (dated June 27, 2017),
available at: https://www.sec.gov/comments/sr-batsedgx-2017-22/batsedgx201722-154443.pdf. The Commission also received a comment
letter which is not pertinent to these proposed rule changes. See
Letter from Christina Crouch, Smart Ltd., to Brent J. Fields,
Secretary, Commission (dated June 5, 2017), available at: https://www.sec.gov/comments/sr-batsbzx-2017-38/batsbzx201738-1785545-153152.htm.
\5\ See Letter from CAT NMS Plan Participants to Brent J.
Fields, Secretary, Commission (dated June 29, 2017), available at:
https://www.sec.gov/comments/sr-batsbyx-2017-11/batsbyx201711-1832632-154584.pdf.
\6\ See Securities Exchange Act Release No. 81067 (June 30,
2017), 82 FR 31656 (July 7, 2017).
\7\ See Letter from W. Hardy Callcott, Partner, Sidley Austin
LLP, to Brent J. Fields, Secretary, Commission (dated July 27,
2017), available at: https://www.sec.gov/comments/sr-batsbyx-2017-11/batsbyx201711-2148338-157737.pdf; Letter from Kevin Coleman,
General Counsel and Chief Compliance Officer, Belvedere Trading LLC,
to Brent J. Fields, Secretary, Commission (dated July 28, 2017),
available at: https://www.sec.gov/comments/sr-batsbyx-2017-11/batsbyx201711-2148360-157740.pdf; Letter from Joanna Mallers,
Secretary, FIA Principal Traders Group, to Brent J. Fields,
Secretary, Commission (dated July 28, 2017), available at: https://www.sec.gov/comments/sr-batsbyx-2017-11/batsbyx201711-2151228-157745.pdf; Letter from Theodore R. Lazo, Managing Director and
Associate General Counsel, SIFMA, to Brent J. Fields, Secretary,
Commission (dated July 28, 2017), available at: https://www.sec.gov/comments/sr-batsbyx-2017-11/batsbyx201711-2150977-157744.pdf; Letter
from Stuart J. Kaswell, Executive Vice President and Managing
Director, General Counsel, Managed Funds Association, to Brent J.
Fields, Secretary, Commission (dated July 28, 2017), available at:
https://www.sec.gov/comments/sr-batsbyx-2017-11/batsbyx201711-2150818-157743.pdf; Letter from John Kinahan, Chief Executive
Officer, Group One Trading, L.P., to Brent J. Fields, Secretary,
Commission (dated August 10, 2017), available at: https://www.sec.gov/comments/sr-finra-2017-011/finra2017011-2214568-160619.pdf; Letter from Joseph Molluso, Executive Vice President and
CFO, Virtu Financial, to Brent J. Fields, Commission (dated August
18, 2017), available at: https://www.sec.gov/comments/sr-finra-2017-011/finra2017011-2238648-160830.pdf.
\8\ See Letter from Michael Simon, Chair, CAT NMS Plan Operating
Committee, to Brent J. Fields, Commission, Secretary (dated November
2, 2017), available at https://www.sec.gov/comments/sr-batsbyx-2017-11/batsbyx201711-2674608-161412.pdf.
\9\ Amendment No. 1 to the proposed rule change replaced and
superseded the Original Proposal in its entirety. See Securities
Exchange Act Release No. 82266 (December 11, 2017).
\10\ See Securities Exchange Act Release No. 82049 (November 9,
2017), 82 FR 53549 (November 16, 2017).
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I. Self-Regulatory Organization's Statement of the Terms of the
Substance of the Proposed Rule Change

The Exchange is filing with the Securities and Exchange Commission
(``Commission'') a proposed rule change to amend the Fee Schedule to
amend the fees for Industry Members related to the CAT NMS Plan. The
text of the proposed rule change is available from the principal office
of the Exchange, at the Commission's Public Reference Room and also on
the Exchange's internet website at http://boxexchange.com.

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
BOX Options Exchange LLC, Cboe BYX Exchange, Inc., Cboe BZX

[[Page 59681]]

Exchange, Inc., Cboe EDGA Exchange, Inc., Cboe EDGX Exchange, Inc.,
Cboe C2 Exchange, Inc., Cboe Exchange, Inc., Chicago Stock Exchange,
Inc., Financial Industry Regulatory Authority, Inc. (``FINRA''),
Investors' Exchange LLC, Miami International Securities Exchange, LLC,
MIAX PEARL, LLC, NASDAQ BX, Inc., Nasdaq GEMX, LLC, Nasdaq ISE, LLC,
Nasdaq MRX, LLC, NASDAQ PHLX LLC, The NASDAQ Stock Market LLC, New York
Stock Exchange LLC, NYSE American LLC, NYSE Arca, Inc. and NYSE
National, Inc.\11\ (collectively, the ``Participants'') filed with the
Commission, pursuant to Section 11A of the Exchange Act \12\ and Rule
608 of Regulation NMS thereunder,\13\ the CAT NMS Plan.\14\ The
Participants filed the Plan to comply with Rule 613 of Regulation NMS
under the Exchange Act. The Plan was published for comment in the
Federal Register on May 17, 2016,\15\ and approved by the Commission,
as modified, on November 15, 2016.\16\ The Plan is designed to create,
implement and maintain a consolidated audit trail (``CAT'') that would
capture customer and order event information for orders in NMS
Securities and OTC Equity Securities, across all markets, from the time
of order inception through routing, cancellation, modification, or
execution in a single consolidated data source. The Plan accomplishes
this by creating CAT NMS, LLC (the ``Company''), of which each
Participant is a member, to operate the CAT.\17\ Under the CAT NMS
Plan, the Operating Committee of the Company (``Operating Committee'')
has discretion to establish funding for the Company to operate the CAT,
including establishing fees that the Participants will pay, and
establishing fees for Industry Members that will be implemented by the
Participants (``CAT Fees'').\18\ The Participants are required to file
with the SEC under Section 19(b) of the Exchange Act any such CAT Fees
applicable to Industry Members that the Operating Committee
approves.\19\ Accordingly, SRO submitted the Original Proposal to
propose the Consolidated Audit Trail Funding Fees, which would require
Industry Members that are SRO members to pay the CAT Fees determined by
the Operating Committee.
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\11\ Note that Bats BYX Exchange, Inc., Bats BZX Exchange, Inc.,
Bats EDGA Exchange, Inc., Bats EDGX Exchange, Inc., LLC, C2 Options
Exchange, Incorporated, and Chicago Board Options Exchange,
Incorporated, have been renamed Cboe BYX Exchange, Inc., Cboe BZX
Exchange, Inc., Cboe EDGA Exchange, Inc., Cboe EDGX Exchange, Inc.,
Cboe C2 Exchange, Inc., Cboe Exchange, Inc., respectively.
\12\ 15 U.S.C. 78k-1.
\13\ 17 CFR 242.608.
\14\ See Letter from the Participants to Brent J. Fields,
Secretary, Commission, dated September 30, 2014; and Letter from
Participants to Brent J. Fields, Secretary, Commission, dated
February 27, 2015. On December 24, 2015, the Participants submitted
an amendment to the CAT NMS Plan. See Letter from Participants to
Brent J. Fields, Secretary, Commission, dated December 23, 2015.
\15\ Securities Exchange Act Rel. No. 77724 (Apr. 27, 2016), 81
FR 30614 (May 17, 2016).
\16\ Securities Exchange Act Rel. No. 79318 (Nov. 15, 2016), 81
FR 84696 (Nov. 23, 2016) (``Approval Order'').
\17\ The Plan also serves as the limited liability company
agreement for the Company.
\18\ Section 11.1(b) of the CAT NMS Plan.
\19\ Id.
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The Commission published the Original Proposal for public comment
in the Federal Register on May 24, 2017,\20\ and received comments in
response to the Original Proposal or similar fee filings by other
Participants.\21\ On June 30, 2017, the Commission suspended, and
instituted proceedings to determine whether to approve or disapprove,
the Original Proposal.\22\ The Commission received seven comment
letters in response to those proceedings.\23\
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\20\ See Securities Exchange Act Rel. No. 80721 (May 18, 2017),
82 FR 23864 (May 24, 2017).
\21\ For a summary of comments, see generally Securities
Exchange Act Rel. No. 81067 (June 30, 2017), 82 FR 31656 (July 7,
2017) (``Suspension Order'').
\22\ Suspension Order.
\23\ See Letter from Stuart J. Kaswell, Executive Vice
President, Managing Director and General Counsel, Managed Funds
Association, to Brent J. Fields, Secretary, SEC (July 28, 2017);
Letter from Theodore R. Lazo, Managing Director and Associate
General Counsel, SIFMA, to Brent J. Fields, Secretary, SEC (July 28,
2017); Joanna Mallers, Secretary, FIA Principal Traders Group, to
Brent J. Fields, Secretary, SEC (July 28, 2017); Letter from Kevin
Coleman, General Counsel & Chief Compliance Officer, Belvedere
Trading LLC, to Brent J. Fields, Secretary, SEC (July 28, 2017);
Letter from W. Hardy Callcott, Sidley Austin LLP, to Brent J.
Fields, Secretary, SEC (July 27, 2017); Letter from John Kinahan,
Chief Executive Officer, Group One Trading, L.P., to Brent J.
Fields, Secretary, SEC (Aug. 10, 2017); and Letter from Joseph
Molluso, Executive Vice President, Virtu Financial, to Brent J.
Fields, Secretary, SEC (Aug. 18, 2017).
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In response to the comments on the Original Proposal, the Operating
Committee determined to make the following changes to the funding
model: (1) Adds two additional CAT Fee tiers for Equity Execution
Venues; (2) discounts the market share of Execution Venue ATSs
exclusively trading OTC Equity Securities as well as the market share
of the FINRA over-the-counter reporting facility (``ORF'') by the
average shares per trade ratio between NMS Stocks and OTC Equity
Securities (calculated as 0.17% based on available data from the second
quarter of 2017) when calculating the market share of Execution Venue
ATS exclusively trading OTC Equity Securities and FINRA; (3) discounts
the Options Market Maker quotes by the trade to quote ratio for options
(calculated as 0.01% based on available data for June 2016 through June
2017) when calculating message traffic for Options Market Makers; (4)
discounts equity market maker quotes by the trade to quote ratio for
equities (calculated as 5.43% based on available data for June 2016
through June 2017) when calculating message traffic for equity market
makers; (5) decreases the number of tiers for Industry Members (other
than the Execution Venue ATSs) from nine to seven; (6) changes the
allocation of CAT costs between Equity Execution Venues and Options
Execution Venues from 75%/25% to 67%/33%; (7) adjusts tier percentages
and recovery allocations for Equity Execution Venues, Options Execution
Venues and Industry Members (other than Execution Venue ATSs); (8)
focuses the comparability of CAT Fees on the individual entity level,
rather than primarily on the comparability of affiliated entities; (9)
commences invoicing of CAT Reporters as promptly as possible following
the latest of the operative date of the Consolidated Audit Trail
Funding Fees for each of the Participants and the operative date of the
CAT NMS Plan amendment adopting CAT Fees for Participants; and (10)
requires the proposed fees to automatically expire two years from the
operative date of the CAT NMS Plan amendment adopting CAT Fees for
Participants. On November 7, 2017, SRO filed the First Amendment and
proposed to amend the Original Proposal to reflect these changes.
SRO submits this Second Amendment to the revise the proposal as set
forth in the First Amendment to discount the OTC Equity Securities
market share of all Execution Venue ATSs trading OTC Equity Securities,
rather than applying the discount solely to those Execution Venue ATSs
that exclusively trade OTC Equity Securities, when calculating the
market share of Execution Venue ATS trading OTC Equity Securities. As
discussed in the First Amendment:

The Operating Committee determined to discount the market share
of Execution Venue ATSs exclusively trading OTC Equity Securities as
well as the market share of the FINRA ORF in recognition of the
different trading characteristics of the OTC Equity Securities
market as compared to the market in NMS Stocks. Many OTC Equity
Securities are priced at less than one dollar--and a significant
number at less than one penny--per share and low-priced shares tend
to trade in larger quantities. Accordingly, a disproportionately
large number of shares are involved in transactions involving OTC
Equity Securities versus NMS Stocks. Because the proposed fee tiers
are based on market share calculated by share volume,

[[Page 59682]]

Execution Venue ATSs exclusively trading OTC Equity Securities and
FINRA would likely be subject to higher tiers than their operations
may warrant.\24\
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\24\ See SR-BOX-2017-16, Amendment 1, Section 3(a), at page 29.

The Operating Committee believes that this argument applies equally
to both Execution Venue ATSs exclusively trading OTC Equity Securities
and to Execution Venue ATSs that trade OTC Equity Securities as well as
other securities. Accordingly, SRO proposes to amend paragraph (b)(2)
of the Consolidated Audit Trail Funding Fees to apply the discount to
all Execution Venue ATSs trading OTC Equity Securities. Specifically,
SRO proposes to change the parenthetical regarding the OTC Equity
Securities discount in paragraph (b)(2) of the proposed fee schedule
from ``with a discount for Equity ATSs exclusively trading OTC Equity
Securities based on the average shares per trade ratio between NMS
Stocks and OTC Equity Securities'' to ``with a discount for OTC Equity
Securities market share of Equity ATSs trading OTC Equity Securities
based on the average shares per trade ratio between NMS Stocks and OTC
Equity Securities.'' Additionally, the Exchange proposes to delete
footnote 43 in Section 3(a) on page 29 of the First Amendment as the
footnote is erroneous and was included inadvertently.
2. Statutory Basis
SRO believes that the proposed rule change is consistent with the
provisions of Section 6(b)(5) of the Act, \25\ which require, among
other things, that the SRO rules must be designed to prevent fraudulent
and manipulative acts and practices, to promote just and equitable
principles of trade, and, in general, to protect investors and the
public interest, and not designed to permit unfair discrimination
between customers, issuers, brokers and dealer, and Section 6(b)(4) of
the Act, \26\ which requires that SRO rules provide for the equitable
allocation of reasonable dues, fees, and other charges among members
and issuers and other persons using its facilities. SRO believes that
the proposed change is consistent with the Act, and that the proposed
fees are reasonable, equitably allocated and not unfairly
discriminatory. In particular, SRO believes that the proposed change
would treat all Equity ATSs trading OTC Equity Securities in a
comparable manner when calculating applicable fees. In addition, the
fee structure takes into consideration distinctions in securities
trading operations of CAT Reporters, including all ATSs trading OTC
Equity Securities.
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\25\ 15 U.S.C. 78f(b)(5).
\26\ 15 U.S.C. 78f(b)(4).
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B. Self-Regulatory Organization's Statement on Burden on Competition

Section 6(b)(8) of the Act \27\ require that SRO rules not impose
any burden on competition that is not necessary or appropriate. SRO
does not believe that the proposed rule change will result in any
burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act. As previously described, SRO
believes that the proposed rule change fairly and equitably allocates
costs among CAT Reporters. In particular, the proposed fee schedule is
structured to impose comparable fees on similarly situated CAT
Reporters. SRO believes that the proposed change would treat all Equity
ATSs trading OTC Equity Securities in a comparable manner when
calculating applicable fees. In addition, the fee structure takes into
consideration distinctions in securities trading operations of CAT
Reporters, including all ATSs trading OTC Equity Securities. Moreover,
the Operating Committee believes that the proposed changes address
certain competitive concerns raised by commenters related to ATSs
trading OTC Equity Securities.
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\27\ 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. Solicitation of Comments

Interested persons are invited to submit written data, views and
arguments concerning the foregoing, including whether the proposal, as
amended by Amendment No. 1 and Amendment No. 2, 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-BOX-2017-16 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-BOX-2017-16. 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 website (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 website 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. Persons submitting comments are
cautioned that we do not redact or edit personal identifying
information from comment submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File Number SR-BOX-2017-16, and should be submitted on
or before January 5, 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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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2017-26990 Filed 12-14-17; 8:45 am]
BILLING CODE 8011-01-P

59680 Federal Register / Vol. 82, No. 240 / Friday, December 15, 2017 / Notices

The limited and temporary exemption comments from the Participants.5 On from the Participants.8 On November 7,
extended by this Order is subject to June 30, 2017, the Commission 2017, the Exchange filed Amendment
modification or revocation if at any time temporarily suspended and initiated No. 1 to the proposed rule change.9 On
the Commission determines that such proceedings to determine whether to November 9, 2017, the Commission
action is necessary or appropriate in approve or disapprove the proposed extended the time period within which
furtherance of the purposes of the rule change.6 The Commission to approve the proposed rule change or
Securities Exchange Act of 1934. thereafter received seven comment disapprove the proposed rule change to
Responsibility for compliance with letters,7 and a response to comments January 14, 2018.10 On December 7,
any applicable provisions of the Federal 2017, the Exchange filed Amendment
securities laws must rest with the Patricia L. Cerny and Steven O’Malley, Compliance No. 2 to the proposed rule change, as
persons relying on the exemptions that Consultants, to Brent J. Fields, Secretary, described in Items I and II below, which
Commission (dated June 12, 2017), available at:
are the subject of this Order. https://www.sec.gov/comments/sr-cboe-2017-040/ Items have been prepared by the
For the Commission, by the Division of cboe2017040-1799253-153675.pdf; Letter from Exchange. The Commission is
Trading and Markets, pursuant to delegated Daniel Zinn, General Counsel, OTC Markets Group publishing this notice to solicit
Inc., to Eduardo A. Aleman, Assistant Secretary, comments from interested persons on
authority.9 Commission (dated June 13, 2017), available at:
Robert W. Errett, https://www.sec.gov/comments/sr-finra-2017-011/ Amendment No. 2.
Deputy Secretary. finra2017011-1801717-153703.pdf; Letter from
Joanna Mallers, Secretary, FIA Principal Traders I. Self-Regulatory Organization’s
[FR Doc. 2017–26984 Filed 12–14–17; 8:45 am] Group, to Brent J. Fields, Secretary, Commission Statement of the Terms of the Substance
BILLING CODE 8011–01–P (dated June 22, 2017), available at: https:// of the Proposed Rule Change
www.sec.gov/comments/sr-cboe-2017-040/
cboe2017040-1819670-154195.pdf; Letter from The Exchange is filing with the
Stuart J. Kaswell, Executive Vice President and Securities and Exchange Commission
SECURITIES AND EXCHANGE Managing Director, General Counsel, Managed (‘‘Commission’’) a proposed rule change
COMMISSION Funds Association, to Brent J. Fields, Secretary,
to amend the Fee Schedule to amend
Commission (dated June 23, 2017), available at:
[Release No. 34–82267; File No. SR–BOX– https://www.sec.gov/comments/sr-finra-2017-011/ the fees for Industry Members related to
2017–16] finra2017011-1822454-154283.pdf; and Letter from the CAT NMS Plan. The text of the
Suzanne H. Shatto, Investor, to Commission (dated proposed rule change is available from
Self-Regulatory Organizations; BOX June 27, 2017), available at: https://www.sec.gov/
comments/sr-batsedgx-2017-22/batsedgx201722- the principal office of the Exchange, at
Options Exchange LLC; Notice of 154443.pdf. The Commission also received a the Commission’s Public Reference
Filing of Amendment No. 2 to a comment letter which is not pertinent to these Room and also on the Exchange’s
Proposed Rule Change Amending proposed rule changes. See Letter from Christina
Crouch, Smart Ltd., to Brent J. Fields, Secretary,
internet website at http://
Consolidated Audit Trail Funding Fees Commission (dated June 5, 2017), available at: boxexchange.com.
https://www.sec.gov/comments/sr-batsbzx-2017-38/
December 11, 2017. batsbzx201738-1785545-153152.htm. II. Self-Regulatory Organization’s
On May 15, 2017, BOX Options 5 See Letter from CAT NMS Plan Participants to Statement of the Purpose of, and
Exchange LLC (‘‘Exchange’’ or ‘‘SRO’’) Brent J. Fields, Secretary, Commission (dated June Statutory Basis for, the Proposed Rule
filed with the Securities and Exchange 29, 2017), available at: https://www.sec.gov/ Change
comments/sr-batsbyx-2017-11/batsbyx201711-
Commission (‘‘Commission’’), pursuant 1832632-154584.pdf. In its filing with the Commission, the
to Section 19(b)(1) of the Securities 6 See Securities Exchange Act Release No. 81067
Exchange included statements
Exchange Act of 1934 (‘‘Act’’) 1 and Rule (June 30, 2017), 82 FR 31656 (July 7, 2017). concerning the purpose of and basis for
19b–4 thereunder,2 a proposed rule 7 See Letter from W. Hardy Callcott, Partner,
the proposed rule change and discussed
change to adopt a fee schedule to Sidley Austin LLP, to Brent J. Fields, Secretary,
Commission (dated July 27, 2017), available at: any comments it received on the
establish the fees for Industry Members https://www.sec.gov/comments/sr-batsbyx-2017-11/ proposed rule change. The text of these
related to the National Market System batsbyx201711-2148338-157737.pdf; Letter from statements may be examined at the
Plan Governing the Consolidated Audit Kevin Coleman, General Counsel and Chief
Compliance Officer, Belvedere Trading LLC, to places specified in Item IV below. The
Trail (‘‘CAT NMS Plan’’). The proposed Brent J. Fields, Secretary, Commission (dated July Exchange has prepared summaries, set
rule change was published in the 28, 2017), available at: https://www.sec.gov/ forth in Sections A, B, and C below, of
Federal Register for comment on May comments/sr-batsbyx-2017-11/batsbyx201711- the most significant aspects of such
24, 2017.3 The Commission received 2148360-157740.pdf; Letter from Joanna Mallers,
Secretary, FIA Principal Traders Group, to Brent J. statements.
seven comment letters on the proposed Fields, Secretary, Commission (dated July 28, 2017),
rule change,4 and a response to available at: https://www.sec.gov/comments/sr-
A. Self-Regulatory Organization’s
batsbyx-2017-11/batsbyx201711-2151228- Statement of the Purpose of, and
9 17 CFR 200.30–3(a)(83). 157745.pdf; Letter from Theodore R. Lazo, Statutory Basis for, the Proposed Rule
1 15 U.S.C. 78s(b)(1). Managing Director and Associate General Counsel, Change
2 17 CFR 240.19b–4. SIFMA, to Brent J. Fields, Secretary, Commission
3 See Securities Exchange Act Release No. 80721
(dated July 28, 2017), available at: https:// 1. Purpose
www.sec.gov/comments/sr-batsbyx-2017-11/
(May 18, 2017), 82 FR 23864 (May 24, 2017) batsbyx201711-2150977-157744.pdf; Letter from BOX Options Exchange LLC, Cboe
(‘‘Original Proposal’’).
4 Since the CAT NMS Plan Participants’ proposed
Stuart J. Kaswell, Executive Vice President and BYX Exchange, Inc., Cboe BZX
Managing Director, General Counsel, Managed
rule changes to adopt fees to be charged to Industry Funds Association, to Brent J. Fields, Secretary, 8 See Letter from Michael Simon, Chair, CAT
Members to fund the consolidated audit trail are Commission (dated July 28, 2017), available at:
substantively identical, the Commission is https://www.sec.gov/comments/sr-batsbyx-2017-11/ NMS Plan Operating Committee, to Brent J. Fields,
considering all comments received on the proposed batsbyx201711-2150818-157743.pdf; Letter from Commission, Secretary (dated November 2, 2017),
rule changes regardless of the comment file to available at https://www.sec.gov/comments/sr-
sradovich on DSK3GMQ082PROD with NOTICES

John Kinahan, Chief Executive Officer, Group One
which they were submitted. See text accompanying Trading, L.P., to Brent J. Fields, Secretary, batsbyx-2017-11/batsbyx201711-2674608-
note 11 infra, for a list of the CAT NMS Plan Commission (dated August 10, 2017), available at: 161412.pdf.
9 Amendment No. 1 to the proposed rule change
Participants. See Letter from Theodore R. Lazo, https://www.sec.gov/comments/sr-finra-2017-011/
Managing Director and Associate General Counsel, finra2017011-2214568-160619.pdf; Letter from replaced and superseded the Original Proposal in
Securities Industry and Financial Markets Joseph Molluso, Executive Vice President and CFO, its entirety. See Securities Exchange Act Release
Association, to Brent J. Fields, Secretary, Virtu Financial, to Brent J. Fields, Commission No. 82266 (December 11, 2017).
Commission (dated June 6, 2017), available at: (dated August 18, 2017), available at: https:// 10 See Securities Exchange Act Release No. 82049

https://www.sec.gov/comments/sr-batsbzx-2017-38/ www.sec.gov/comments/sr-finra-2017-011/ (November 9, 2017), 82 FR 53549 (November 16,
batsbzx201738-1788188-153228.pdf; Letter from finra2017011-2238648-160830.pdf. 2017).

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Document Created: 2017-12-15 03:37:21
Document Modified: 2017-12-15 03:37:21

Category		Regulatory Information
Collection		Federal Register
sudoc Class		AE 2.7: GS 4.107: AE 2.106:
Publisher		Office of the Federal Register, National Archives and Records Administration
Section		Notices
FR Citation		82 FR 59680