83_FR_31362 83 FR 31234 - Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Extend the Pilot Period for the Exchange's Retail Liquidity Program Until December 31, 2018

83 FR 31234 - Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Extend the Pilot Period for the Exchange's Retail Liquidity Program Until December 31, 2018

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 128 (July 3, 2018)

Page Range31234-31236
FR Document2018-14286

Federal Register, Volume 83 Issue 128 (Tuesday, July 3, 2018)
[Federal Register Volume 83, Number 128 (Tuesday, July 3, 2018)]
[Notices]
[Pages 31234-31236]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-14286]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-83540; File No. SR-NYSE-2018-29]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Extend the Pilot Period for the Exchange's Retail Liquidity Program 
Until December 31, 2018

June 28, 2018.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on June 20, 2018, New York Stock Exchange LLC (``NYSE'' or 
``Exchange''), filed with the Securities and Exchange Commission 
(``SEC'' or ``Commission'') the proposed rule change as described in 
Items I and II below, which Items have been prepared by the Exchange. 
The Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to extend the pilot period for the Exchange's 
Retail Liquidity Program (the ``Retail Liquidity Program'' or the 
``Program''), which is currently scheduled to expire on June 30, 2018, 
until the earlier of approval of the filing to make the Program 
permanent or December 31, 2018. The proposed rule change is available 
on the Exchange's website at www.nyse.com, at the principal office of 
the Exchange, and at the Commission's Public Reference Room.

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

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

[[Page 31235]]

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

1. Purpose
    The Exchange proposes to extend the pilot period for the Retail 
Liquidity Program, currently scheduled to expire on June 30, 2018,\3\ 
until the earlier of approval of the filing to make the Program 
permanent or December 31, 2018.
---------------------------------------------------------------------------

    \3\ See Securities Exchange Act Release No. 82230 (December 7, 
2017), 82 FR 58667 (December 13, 2017) (SR-NYSE-2017-64).
---------------------------------------------------------------------------

Background
    In July 2012, the Commission approved the Retail Liquidity Program 
on a pilot basis.\4\ The Program is designed to attract retail order 
flow to the Exchange, and allows such order flow to receive potential 
price improvement. The Program is currently limited to trades occurring 
at prices equal to or greater than $1.00 per share. Under the Program, 
Retail Liquidity Providers (``RLPs'') are able to provide potential 
price improvement in the form of a non-displayed order that is priced 
better than the Exchange's best protected bid or offer (``PBBO''), 
called a Retail Price Improvement Order (``RPI''). When there is an RPI 
in a particular security, the Exchange disseminates an indicator, known 
as the Retail Liquidity Identifier, indicating that such interest 
exists. Retail Member Organizations (``RMOs'') can submit a Retail 
Order to the Exchange, which would interact, to the extent possible, 
with available contra-side RPIs.
---------------------------------------------------------------------------

    \4\ See Securities Exchange Act Release No. 67347 (July 3, 
2012), 77 FR 40673 (July 10, 2012) (SR-NYSE-2011-55) (``RLP Approval 
Order'').
---------------------------------------------------------------------------

    The Retail Liquidity Program was approved by the Commission on a 
pilot basis. Pursuant to NYSE Rule 107C(m), the pilot period for the 
Program is scheduled to end on June 30, 2018.
Proposal To Extend the Operation of the Program
    The Exchange established the Retail Liquidity Program in an attempt 
to attract retail order flow to the Exchange by potentially providing 
price improvement to such order flow. The Exchange believes that the 
Program promotes competition for retail order flow by allowing Exchange 
members to submit RPIs to interact with Retail Orders. Such competition 
has the ability to promote efficiency by facilitating the price 
discovery process and generating additional investor interest in 
trading securities, thereby promoting capital formation. The Exchange 
believes that extending the pilot is appropriate because it will allow 
the Exchange and the Commission additional time to analyze data 
regarding the Program that the Exchange has committed to provide and 
consider the Exchange's filing to make the filing permanent.\5\ As 
such, the Exchange believes that it is appropriate to extend the 
current operation of the Program.\6\ Through this filing, the Exchange 
seeks to amend NYSE Rule 107C(m) \7\ and extend the current pilot 
period of the Program until the earlier of approval of the filing to 
make the Program permanent or December 31, 2018.
---------------------------------------------------------------------------

    \5\ See id. at 40681; see also SR-NYSE-2018-28 (filing to make 
Rule 107C, which sets forth the Exchange's Retail Liquidity Program, 
permanent).
    \6\ Concurrently with this filing, the Exchange has submitted a 
request for an extension of the exemption under Regulation NMS Rule 
612 previously granted by the Commission that permits it to accept 
and rank the undisplayed RPIs. See Letter from Martha Redding, Asst. 
Corporate Secretary, NYSE Group, Inc. to Brent J. Fields, Secretary, 
Securities and Exchange Commission, dated June 14, 2018.
    \7\ The Exchange notes that the proposed amendment to Rule 
107C(m) would amend the current version of Rule 107C(m), which the 
Exchange also proposes to amend as part of the Exchange's filing to 
make Rule 107C permanent. See SR-NYSE-2018-28.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\8\ in general, and furthers the 
objectives of Section 6(b)(5) of the Act,\9\ in particular, in that it 
is designed to promote just and equitable principles of trade, to 
remove impediments to and perfect the mechanism of a free and open 
market and a national market system, and, in general, to protect 
investors and the public interest.
---------------------------------------------------------------------------

    \8\ 15 U.S.C. 78f(b).
    \9\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that extending the pilot period for the 
Retail Liquidity Program is consistent with these principles because 
the Program is reasonably designed to attract retail order flow to the 
exchange environment, while helping to ensure that retail investors 
benefit from the better price that liquidity providers are willing to 
give their orders. Additionally, as previously noted, the competition 
promoted by the Program may facilitate the price discovery process and 
potentially generate additional investor interest in trading 
securities. The extension of the pilot period will allow the Commission 
and the Exchange to continue to monitor the Program for its potential 
effects on public price discovery, and on the broader market structure.

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

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act. The proposed rule change 
simply extends an established pilot program for an additional six 
months, thus allowing the Retail Liquidity Program to enhance 
competition for retail order flow and contribute to the public price 
discovery process.

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

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

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

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \10\ and Rule 19b-4(f)(6) thereunder.\11\ 
Because the proposed rule change does not: (i) Significantly affect the 
protection of investors or the public interest; (ii) impose any 
significant burden on competition; and (iii) become operative for 30 
days from the date on which it was filed, or such shorter time as the 
Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act \12\ and Rule 19b-
4(f)(6) thereunder.\13\
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    \10\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \11\ 17 CFR 240.19b-4(f)(6).
    \12\ 15 U.S.C. 78s(b)(3)(A).
    \13\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires the Exchange to give the Commission written notice of the 
Exchange's intent to file the proposed rule change, along with a 
brief description and text of 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.
---------------------------------------------------------------------------

    A proposed rule change filed under Rule 19b-4(f)(6) \14\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\15\ the Commission 
may designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange has asked 
the Commission to waive the 30-day operative delay so that the proposed 
rule change may become operative

[[Page 31236]]

immediately. The Commission believes that waiving the 30-day operative 
delay is consistent with the protection of investors and the public 
interest, because waiver would allow the pilot period to continue 
uninterrupted after its current expiration date of June 30, 2018, 
thereby avoiding any potential investor confusion that could result 
from temporary interruption in the pilot program. For this reason, the 
Commission hereby waives the 30-day operative delay and designates the 
proposal operative upon filing.\16\
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    \14\ 17 CFR 240.19b-4(f)(6).
    \15\ 17 CFR 240.19b-4(f)(6)(iii).
    \16\ 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).
---------------------------------------------------------------------------

    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 necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule change 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-NYSE-2018-29 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSE-2018-29. This file 
number should be included on the subject line if email is used. To help 
the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's internet 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 offices 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-NYSE-2018-29, and should be submitted on 
or before July 24, 2018.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\17\
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    \17\ 17 CFR 200.30-3(a)(12), (59).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-14286 Filed 7-2-18; 8:45 am]
 BILLING CODE 8011-01-P



                                                31234                            Federal Register / Vol. 83, No. 128 / Tuesday, July 3, 2018 / Notices

                                                   A proposed rule change filed under                    Comments may be submitted by any of                       SECURITIES AND EXCHANGE
                                                Rule 19b–4(f)(6) 9 normally does not                     the following methods:                                    COMMISSION
                                                become operative prior to 30 days after
                                                                                                         Electronic Comments
                                                the date of the filing.10 However,                                                                                 [Release No. 34–83540; File No. SR–NYSE–
                                                pursuant to Rule 19b–4(f)(6)(iii),11 the                   • Use the Commission’s internet                         2018–29]
                                                Commission may designate a shorter                       comment form (http://www.sec.gov/
                                                time if such action is consistent with the               rules/sro.shtml); or                                      Self-Regulatory Organizations; New
                                                protection of investors and the public                                                                             York Stock Exchange LLC; Notice of
                                                interest. The Exchange has asked the                       • Send an email to rule-comments@
                                                                                                         sec.gov. Please include File Number SR–                   Filing and Immediate Effectiveness of
                                                Commission to waive the 30-day                                                                                     Proposed Rule Change To Extend the
                                                operative delay so that the proposal may                 GEMX–2018–23 on the subject line.
                                                                                                                                                                   Pilot Period for the Exchange’s Retail
                                                become operative immediately upon                        Paper Comments                                            Liquidity Program Until December 31,
                                                filing. The Commission believes that                                                                               2018
                                                waiving the 30-day operative delay is                      • Send paper comments in triplicate
                                                consistent with the protection of                        to Secretary, Securities and Exchange                     June 28, 2018.
                                                investors and the public interest                        Commission, 100 F Street NE,
                                                                                                         Washington, DC 20549–1090.                                   Pursuant to Section 19(b)(1) of the
                                                because doing so will allow the Pilot
                                                                                                                                                                   Securities Exchange Act of 1934
                                                Program to continue without                              All submissions should refer to File
                                                interruption in a manner that is                                                                                   (‘‘Act’’),1 and Rule 19b–4 thereunder,2
                                                                                                         Number SR–GEMX–2018–23. This file                         notice is hereby given that on June 20,
                                                consistent with the Commission’s prior                   number should be included on the
                                                approval of the extension and expansion                                                                            2018, New York Stock Exchange LLC
                                                                                                         subject line if email is used. To help the                (‘‘NYSE’’ or ‘‘Exchange’’), filed with the
                                                of the Pilot Program and will allow the                  Commission process and review your
                                                Exchange and the Commission                                                                                        Securities and Exchange Commission
                                                                                                         comments more efficiently, please use                     (‘‘SEC’’ or ‘‘Commission’’) the proposed
                                                additional time to analyze the impact of                 only one method. The Commission will
                                                the Pilot Program.12 Accordingly, the                                                                              rule change as described in Items I and
                                                                                                         post all comments on the Commission’s                     II below, which Items have been
                                                Commission designates the proposed                       internet website (http://www.sec.gov/
                                                rule change as operative upon filing                                                                               prepared by the Exchange. The
                                                                                                         rules/sro.shtml). Copies of the
                                                with the Commission.13                                                                                             Commission is publishing this notice to
                                                                                                         submission, all subsequent
                                                   At any time within 60 days of the                                                                               solicit comments on the proposed rule
                                                                                                         amendments, all written statements
                                                filing of such proposed rule change, the                                                                           change from interested persons.
                                                                                                         with respect to the proposed rule
                                                Commission summarily may                                 change that are filed with the                            I. Self-Regulatory Organization’s
                                                temporarily suspend such rule change if                  Commission, and all written                               Statement of the Terms of Substance of
                                                it appears to the Commission that such                   communications relating to the                            the Proposed Rule Change
                                                action is necessary or appropriate in the                proposed rule change between the
                                                public interest, for the protection of                   Commission and any person, other than                        The Exchange proposes to extend the
                                                investors, or otherwise in furtherance of                those that may be withheld from the                       pilot period for the Exchange’s Retail
                                                the purposes of the Act. If the                          public in accordance with the                             Liquidity Program (the ‘‘Retail Liquidity
                                                Commission takes such action, the                        provisions of 5 U.S.C. 552, will be                       Program’’ or the ‘‘Program’’), which is
                                                Commission shall institute proceedings                   available for website viewing and                         currently scheduled to expire on June
                                                under Section 19(b)(2)(B) 14 of the Act to               printing in the Commission’s Public                       30, 2018, until the earlier of approval of
                                                determine whether the proposed rule                      Reference Room, 100 F Street NE,                          the filing to make the Program
                                                change should be approved or                             Washington, DC 20549, on official                         permanent or December 31, 2018. The
                                                disapproved.                                             business days between the hours of                        proposed rule change is available on the
                                                IV. Solicitation of Comments                             10:00 a.m. and 3:00 p.m. Copies of the                    Exchange’s website at www.nyse.com, at
                                                                                                         filing also will be available for                         the principal office of the Exchange, and
                                                  Interested persons are invited to                      inspection and copying at the principal                   at the Commission’s Public Reference
                                                submit written data, views, and                          office of the Exchange. All comments                      Room.
                                                arguments concerning the foregoing,                      received will be posted without change.
                                                including whether the proposed rule                      Persons submitting comments are                           II. Self-Regulatory Organization’s
                                                change is consistent with the Act.                       cautioned that we do not redact or edit                   Statement of the Purpose of, and
                                                                                                         personal identifying information from                     Statutory Basis for, the Proposed Rule
                                                  9 17  CFR 240.19b–4(f)(6).                             comment submissions. You should                           Change
                                                  10 17  CFR 240.19b–4(f)(6). In addition, Rule 19b–     submit only information that you wish
                                                4(f)(6)(iii) requires the Exchange to give the           to make available publicly. All                             In its filing with the Commission, the
                                                Commission written notice of the Exchange’s intent
                                                                                                         submissions should refer to File                          self-regulatory organization included
                                                to file the proposed rule change along with a brief                                                                statements concerning the purpose of,
                                                description and the text of the proposed rule            Number SR–GEMX–2018–23 and
                                                change, at least five business days prior to the date    should be submitted on or before July                     and basis for, the proposed rule change
                                                of filing of the proposed rule change, or such           24, 2018.                                                 and discussed any comments it received
                                                shorter time as designated by the Commission. The                                                                  on the proposed rule change. The text
                                                Exchange has satisfied this pre-filing requirement.        For the Commission, by the Division of                  of those statements may be examined at
                                                   11 17 CFR 240.19b–4(f)(6)(iii).                       Trading and Markets, pursuant to delegated
                                                                                                                                                                   the places specified in Item IV below.
sradovich on DSK3GMQ082PROD with NOTICES




                                                   12 See Securities Exchange Act Release No. 61061      authority.15
                                                (November 24, 2009), 74 FR 62857 (December 1,                                                                      The Exchange has prepared summaries,
                                                                                                         Eduardo A. Aleman,
                                                2009) (SR–NYSEArca–2009–44).                                                                                       set forth in sections A, B, and C below,
                                                   13 For purposes only of waiving the operative         Assistant Secretary.                                      of the most significant parts of such
                                                delay for this proposal, the Commission has              [FR Doc. 2018–14294 Filed 7–2–18; 8:45 am]                statements.
                                                considered the proposed rule’s impact on
                                                                                                         BILLING CODE 8011–01–P
                                                efficiency, competition, and capital formation. See
                                                15 U.S.C. 78c(f).                                                                                                    1 15   U.S.C. 78s(b)(1).
                                                   14 15 U.S.C. 78s(b)(2)(B).                                 15 17   CFR 200.30–3(a)(12).                           2 17   CFR 240.19b–4.



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                                                                                 Federal Register / Vol. 83, No. 128 / Tuesday, July 3, 2018 / Notices                                                       31235

                                                A. Self-Regulatory Organization’s                        extending the pilot is appropriate                     B. Self-Regulatory Organization’s
                                                Statement of the Purpose of, and                         because it will allow the Exchange and                 Statement on Burden on Competition
                                                Statutory Basis for, the Proposed Rule                   the Commission additional time to                        The Exchange does not believe that
                                                Change                                                   analyze data regarding the Program that                the proposed rule change will impose
                                                                                                         the Exchange has committed to provide                  any burden on competition that is not
                                                1. Purpose
                                                                                                         and consider the Exchange’s filing to                  necessary or appropriate in furtherance
                                                   The Exchange proposes to extend the                   make the filing permanent.5 As such,                   of the purposes of the Act. The
                                                pilot period for the Retail Liquidity                    the Exchange believes that it is                       proposed rule change simply extends an
                                                Program, currently scheduled to expire                   appropriate to extend the current                      established pilot program for an
                                                on June 30, 2018,3 until the earlier of                  operation of the Program.6 Through this                additional six months, thus allowing the
                                                approval of the filing to make the                       filing, the Exchange seeks to amend                    Retail Liquidity Program to enhance
                                                Program permanent or December 31,                        NYSE Rule 107C(m) 7 and extend the                     competition for retail order flow and
                                                2018.                                                    current pilot period of the Program until              contribute to the public price discovery
                                                Background                                               the earlier of approval of the filing to               process.
                                                                                                         make the Program permanent or
                                                   In July 2012, the Commission                          December 31, 2018.                                     C. Self-Regulatory Organization’s
                                                approved the Retail Liquidity Program                                                                           Statement on Comments on the
                                                on a pilot basis.4 The Program is                        2. Statutory Basis                                     Proposed Rule Change Received From
                                                designed to attract retail order flow to                    The Exchange believes that the                      Members, Participants, or Others
                                                the Exchange, and allows such order                      proposed rule change is consistent with                  No written comments were solicited
                                                flow to receive potential price                          Section 6(b) of the Act,8 in general, and              or received with respect to the proposed
                                                improvement. The Program is currently                    furthers the objectives of Section 6(b)(5)             rule change.
                                                limited to trades occurring at prices                    of the Act,9 in particular, in that it is
                                                equal to or greater than $1.00 per share.                designed to promote just and equitable                 III. Date of Effectiveness of the
                                                Under the Program, Retail Liquidity                      principles of trade, to remove                         Proposed Rule Change and Timing for
                                                Providers (‘‘RLPs’’) are able to provide                 impediments to and perfect the                         Commission Action
                                                potential price improvement in the form                  mechanism of a free and open market                       The Exchange has filed the proposed
                                                of a non-displayed order that is priced                  and a national market system, and, in                  rule change pursuant to Section
                                                better than the Exchange’s best                          general, to protect investors and the                  19(b)(3)(A)(iii) of the Act 10 and Rule
                                                protected bid or offer (‘‘PBBO’’), called                public interest.                                       19b–4(f)(6) thereunder.11 Because the
                                                a Retail Price Improvement Order                            The Exchange believes that extending                proposed rule change does not: (i)
                                                (‘‘RPI’’). When there is an RPI in a                     the pilot period for the Retail Liquidity              Significantly affect the protection of
                                                particular security, the Exchange                        Program is consistent with these                       investors or the public interest; (ii)
                                                disseminates an indicator, known as the                  principles because the Program is                      impose any significant burden on
                                                Retail Liquidity Identifier, indicating                  reasonably designed to attract retail                  competition; and (iii) become operative
                                                that such interest exists. Retail Member                 order flow to the exchange environment,                for 30 days from the date on which it
                                                Organizations (‘‘RMOs’’) can submit a                    while helping to ensure that retail                    was filed, or such shorter time as the
                                                Retail Order to the Exchange, which                      investors benefit from the better price                Commission may designate, if
                                                would interact, to the extent possible,                  that liquidity providers are willing to                consistent with the protection of
                                                with available contra-side RPIs.                         give their orders. Additionally, as                    investors and the public interest, the
                                                   The Retail Liquidity Program was                      previously noted, the competition                      proposed rule change has become
                                                approved by the Commission on a pilot                    promoted by the Program may facilitate                 effective pursuant to Section 19(b)(3)(A)
                                                basis. Pursuant to NYSE Rule 107C(m),                    the price discovery process and                        of the Act 12 and Rule 19b–4(f)(6)
                                                the pilot period for the Program is                      potentially generate additional investor               thereunder.13
                                                scheduled to end on June 30, 2018.                       interest in trading securities. The                       A proposed rule change filed under
                                                Proposal To Extend the Operation of the                  extension of the pilot period will allow               Rule 19b–4(f)(6) 14 normally does not
                                                Program                                                  the Commission and the Exchange to                     become operative prior to 30 days after
                                                                                                         continue to monitor the Program for its                the date of the filing. However, pursuant
                                                   The Exchange established the Retail                                                                          to Rule 19b–4(f)(6)(iii),15 the
                                                                                                         potential effects on public price
                                                Liquidity Program in an attempt to                                                                              Commission may designate a shorter
                                                                                                         discovery, and on the broader market
                                                attract retail order flow to the Exchange                                                                       time if such action is consistent with the
                                                                                                         structure.
                                                by potentially providing price                                                                                  protection of investors and the public
                                                improvement to such order flow. The                         5 See id. at 40681; see also SR–NYSE–2018–28        interest. The Exchange has asked the
                                                Exchange believes that the Program                       (filing to make Rule 107C, which sets forth the        Commission to waive the 30-day
                                                promotes competition for retail order                    Exchange’s Retail Liquidity Program, permanent).       operative delay so that the proposed
                                                flow by allowing Exchange members to                        6 Concurrently with this filing, the Exchange has
                                                                                                                                                                rule change may become operative
                                                submit RPIs to interact with Retail                      submitted a request for an extension of the
                                                                                                         exemption under Regulation NMS Rule 612
                                                Orders. Such competition has the ability                 previously granted by the Commission that permits
                                                                                                                                                                  10 15  U.S.C. 78s(b)(3)(A)(iii).
                                                to promote efficiency by facilitating the                it to accept and rank the undisplayed RPIs. See          11 17  CFR 240.19b–4(f)(6).
                                                price discovery process and generating                   Letter from Martha Redding, Asst. Corporate               12 15 U.S.C. 78s(b)(3)(A).

                                                additional investor interest in trading                  Secretary, NYSE Group, Inc. to Brent J. Fields,           13 17 CFR 240.19b–4(f)(6). In addition, Rule 19b–
                                                                                                         Secretary, Securities and Exchange Commission,         4(f)(6)(iii) requires the Exchange to give the
                                                securities, thereby promoting capital
sradovich on DSK3GMQ082PROD with NOTICES




                                                                                                         dated June 14, 2018.                                   Commission written notice of the Exchange’s intent
                                                formation. The Exchange believes that                       7 The Exchange notes that the proposed              to file the proposed rule change, along with a brief
                                                                                                         amendment to Rule 107C(m) would amend the              description and text of the proposed rule change,
                                                   3 See Securities Exchange Act Release No. 82230       current version of Rule 107C(m), which the             at least five business days prior to the date of filing
                                                (December 7, 2017), 82 FR 58667 (December 13,            Exchange also proposes to amend as part of the         of the proposed rule change, or such shorter time
                                                2017) (SR–NYSE–2017–64).                                 Exchange’s filing to make Rule 107C permanent.         as designated by the Commission. The Exchange
                                                   4 See Securities Exchange Act Release No. 67347       See SR–NYSE–2018–28.                                   has satisfied this requirement.
                                                                                                            8 15 U.S.C. 78f(b).                                    14 17 CFR 240.19b–4(f)(6).
                                                (July 3, 2012), 77 FR 40673 (July 10, 2012) (SR–
                                                NYSE–2011–55) (‘‘RLP Approval Order’’).                     9 15 U.S.C. 78f(b)(5).                                 15 17 CFR 240.19b–4(f)(6)(iii).




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                                                31236                            Federal Register / Vol. 83, No. 128 / Tuesday, July 3, 2018 / Notices

                                                immediately. The Commission believes                     change that are filed with the                          approval of the Exchange’s proposal to
                                                that waiving the 30-day operative delay                  Commission, and all written                             adopt its Program for a one-year pilot
                                                is consistent with the protection of                     communications relating to the                          term.3 The exemption was granted
                                                investors and the public interest,                       proposed rule change between the                        coterminous with the effectiveness of
                                                because waiver would allow the pilot                     Commission and any person, other than                   the pilot Program; both the pilot
                                                period to continue uninterrupted after                   those that may be withheld from the                     Program and exemption are scheduled
                                                its current expiration date of June 30,                  public in accordance with the                           to expire on June 30, 2018.4
                                                2018, thereby avoiding any potential                     provisions of 5 U.S.C. 552, will be                       The Exchange now seeks to extend
                                                investor confusion that could result                     available for website viewing and                       the exemptions until December 31,
                                                from temporary interruption in the pilot                 printing in the Commission’s Public                     2018.5 The Exchange’s request was
                                                program. For this reason, the                            Reference Room, 100 F Street NE,                        made in conjunction with an
                                                Commission hereby waives the 30-day                      Washington, DC 20549 on official                        immediately effective filing that extends
                                                operative delay and designates the                       business days between the hours of
                                                                                                                                                                   3 See  id.
                                                proposal operative upon filing.16                        10:00 a.m. and 3:00 p.m. Copies of the
                                                                                                                                                                   4 On   March 19, 2015, the Exchange requested an
                                                   At any time within 60 days of the                     filing also will be available for
                                                                                                                                                                 extension of the exemption for the Program. See
                                                filing of the proposed rule change, the                  inspection and copying at the principal                 letter from Martha Redding, Senior Counsel and
                                                Commission summarily may                                 offices of the Exchange. All comments                   Assistant Secretary, to Brent J. Fields, Secretary,
                                                temporarily suspend such rule change if                  received will be posted without change.                 Commission, dated March 19, 2015. The pilot
                                                                                                                                                                 period for the Program was extended until
                                                it appears to the Commission that such                   Persons submitting comments are                         September 30, 2015. See Securities Exchange Act
                                                action is necessary or appropriate in the                cautioned that we do not redact or edit                 Release No. 74572 (Mar. 24, 2015), 80 FR 16705
                                                public interest, for the protection of                   personal identifying information from                   (Mar. 30, 2015) (SR–NYSEArca–2015–22). On
                                                investors, or otherwise in furtherance of                comment submissions. You should                         September 17, 2015, the Exchange requested
                                                                                                                                                                 another extension of the exemption for the Program.
                                                the purposes of the Act. If the                          submit only information that you wish                   See letter from Martha Redding, Senior Counsel and
                                                Commission takes such action, the                        to make available publicly. All                         Assistant Secretary, to Brent J. Fields, Secretary,
                                                Commission shall institute proceedings                   submissions should refer to File                        Commission, dated September 17, 2015. The pilot
                                                to determine whether the proposed rule                   Number SR–NYSE–2018–29, and                             period for the Program was extended until March
                                                                                                                                                                 31, 2016. See Securities Exchange Act Release Nos.
                                                change should be approved or                             should be submitted on or before July                   75994 (Sept. 28, 2015), 80 FR 59834 (Oct. 2, 2015)
                                                disapproved.                                             24, 2018.                                               (SR–NYSEArca–2015–84) and 77236 (Feb. 25,
                                                                                                           For the Commission, by the Division of                2016), 81 FR 10943 (Mar. 2, 2016) (SR–NYSEArca–
                                                IV. Solicitation of Comments                                                                                     2016–30). On March 17, 2016, the Exchange
                                                                                                         Trading and Markets, pursuant to delegated              requested another extension of the exemption for
                                                  Interested persons are invited to                      authority.17                                            the Program. See letter from Martha Redding,
                                                submit written data, views, and                          Eduardo A. Aleman,                                      Senior Counsel and Assistant Secretary, to Brent J.
                                                arguments concerning the foregoing,                      Assistant Secretary.                                    Fields, Secretary, Commission, dated March 17,
                                                including whether the proposed rule                                                                              2016. The pilot period for the Program was
                                                                                                         [FR Doc. 2018–14286 Filed 7–2–18; 8:45 am]              extended until August 31, 2016. See Securities
                                                change is consistent with the Act.                       BILLING CODE 8011–01–P                                  Exchange Act Release No. 77425 (Mar. 23, 2016), 81
                                                Comments may be submitted by any of                                                                              FR 17523 (Mar. 29, 2016) (SR–NYSEArca–2016–47).
                                                the following methods:                                                                                           On August 8, 2016, the Exchange requested another
                                                                                                                                                                 extension of the exemption for the Program. See
                                                Electronic Comments                                      SECURITIES AND EXCHANGE                                 Letter from Martha Redding, Associate General
                                                                                                         COMMISSION                                              Counsel and Assistant Secretary, to Brent J. Fields,
                                                  • Use the Commission’s internet                                                                                Secretary, Commission, dated August 8, 2016. The
                                                comment form (http://www.sec.gov/                        [Release No. 34–83543; File No. SR–                     pilot period for the Program was extended until
                                                rules/sro.shtml); or                                     NYSEArca–2013–107]                                      December 31, 2016. See Securities Exchange Act
                                                  • Send an email to rule-comments@                                                                              Release No. 78601 (Aug. 17, 2016), 81 FR 57632
                                                                                                         Self-Regulatory Organizations; NYSE                     (Aug. 23, 2016) (SR–NYSEArca–2016–113). On
                                                sec.gov. Please include File Number SR–                                                                          November 28, 2016, the Exchange requested
                                                                                                         Arca, Inc.; Order Granting an
                                                NYSE–2018–29 on the subject line.                                                                                another extension of the exemption for the program.
                                                                                                         Extension to Limited Exemptions From                    See Letter from Martha Redding, Associate General
                                                Paper Comments                                           Rule 612(c) of Regulation NMS In                        Counsel and Assistant Secretary, to Brent J. Fields,
                                                                                                         Connection With the Exchange’s Retail                   Secretary, Commission, dated November 28, 2016.
                                                  • Send paper comments in triplicate                                                                            The pilot period for the Program was extended until
                                                                                                         Liquidity Programs Until December 31,
                                                to Secretary, Securities and Exchange                                                                            June 30, 2017. See Securities Exchange Act Release
                                                                                                         2018
                                                Commission, 100 F Street NE,                                                                                     No. 79495 (Dec. 7, 2016), 81 FR 90033 (Dec. 13,
                                                Washington, DC 20549–1090.                               June 28, 2018.                                          2016) (SR–NYSEArca–2016–157). On May 23, 2017,
                                                                                                                                                                 the Exchange requested another extension of the
                                                All submissions should refer to File                        On December 23, 2013, the Securities                 exemption for the program. See Letter from Martha
                                                Number SR–NYSE–2018–29. This file                        and Exchange Commission                                 Redding, Associate General Counsel and Assistant
                                                number should be included on the                         (‘‘Commission’’) issued an order                        Secretary, to Brent J. Fields, Secretary, Commission,
                                                                                                                                                                 dated May 23, 2017. The pilot period for the
                                                subject line if email is used. To help the               pursuant to its authority under Rule                    Program was extended until December 31, 2017.
                                                Commission process and review your                       612(c) of Regulation NMS (‘‘Sub-Penny                   See Securities Exchange Act Release No. 80851
                                                comments more efficiently, please use                    Rule’’) 1 that granted NYSE Arca, Inc.                  (June 2, 2017), 82 FR 26722 (June 8, 2017) (SR–
                                                only one method. The Commission will                     (‘‘Exchange’’) a limited exemption from                 NYSEArca–2017–63). On November 30, 2017, the
                                                                                                                                                                 Exchange requested another extension of the
                                                post all comments on the Commission’s                    the Sub-Penny Rule in connection with                   exemption to the program. See Letter from Martha
                                                internet website (http://www.sec.gov/                    the operation of the Exchange’s Retail                  Redding, Assistant Secretary, NYSE, to Brent J.
                                                rules/sro.shtml). Copies of the                          Liquidity Program (the ‘‘Program’’).2                   Fields, Secretary, Commission, dated November 30,
sradovich on DSK3GMQ082PROD with NOTICES




                                                submission, all subsequent                               The limited exemption was granted                       2017. The pilot period for the Program was
                                                                                                                                                                 extended until June 30, 2018. See Securities
                                                amendments, all written statements                       concurrently with the Commission’s                      Exchange Act Release No. 82289 (December 11,
                                                with respect to the proposed rule                                                                                2017), 82 FR 59677 (December 15, 2017) (SR–
                                                                                                              17 17
                                                                                                                 CFR 200.30–3(a)(12), (59).                      NYSEArca–2017–137).
                                                  16 For                                                      1 17
                                                                                                                CFR 242.612(c).
                                                        purposes only of waiving the 30-day                                                                         5 See Letter from Martha Redding, Associate

                                                operative delay, the Commission has considered the         2 See Securities Exchange Act Release No. 71176       General Counsel and Assistant Secretary, NYSE to
                                                proposed rule’s impact on efficiency, competition,       (December 23, 2013), 78 FR 79524 (December 30,          Brent J. Fields, Secretary, Commission, dated June
                                                and capital formation. See 15 U.S.C. 78c(f).             2013) (SR–NYSEArca–2013–107) (‘‘Order’’).               14, 2018.



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Document Created: 2018-07-02 23:55:00
Document Modified: 2018-07-02 23:55:00
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 Citation83 FR 31234 

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