83_FR_61144 83 FR 60916 - Self-Regulatory Organizations; Cboe C2 Exchange, Inc.; Notice of Filing of a Proposed Rule Change Relating To Adopt Complex Reserve Order Functionality

83 FR 60916 - Self-Regulatory Organizations; Cboe C2 Exchange, Inc.; Notice of Filing of a Proposed Rule Change Relating To Adopt Complex Reserve Order Functionality

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 228 (November 27, 2018)

Page Range60916-60920
FR Document2018-25884

Federal Register, Volume 83 Issue 228 (Tuesday, November 27, 2018)
[Federal Register Volume 83, Number 228 (Tuesday, November 27, 2018)]
[Notices]
[Pages 60916-60920]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-25884]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-84643; File No. SR-C2-2018-022]


Self-Regulatory Organizations; Cboe C2 Exchange, Inc.; Notice of 
Filing of a Proposed Rule Change Relating To Adopt Complex Reserve 
Order Functionality

November 21, 2018.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on November 8, 2018, Cboe C2 Exchange, Inc. (the ``Exchange'' or 
``C2'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I, II, 
and III below, which Items have been prepared by the Exchange. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 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

    Cboe C2 Exchange, Inc. (the ``Exchange'' or ``C2'') proposes to 
adopt Complex Reserve Order functionality.

(additions are italic; deletions are [bracketed])
* * * * *

Rules of Cboe C2 Exchange, Inc.

* * * * *
Rule 6.13. Complex Orders
    Trading of complex orders is subject to all other Rules applicable 
to trading of orders, unless otherwise provided in this Rule 6.13.
    (a) No change.
    (b) Types of Complex Orders. The Exchange determines which Times-
in-Force of Day, GTC, GTD, IOC, or OPG are available for complex orders 
(including for eligibility to enter the COB and initiate a COA). The 
Exchange determines which Capacities (i.e., non-broker-dealer 
customers, broker-dealers that are not Market-Makers on an options 
exchange, or Market-Makers on an options exchange) are eligible for 
entry onto the COB. Complex orders are Book Only and may be market or 
limit orders. Users may designate complex orders as Attributable or 
Non-Attributable. The System also accepts the following instructions 
for complex orders:
    (1)-(3) No change.
    (4) (Reserved)
    (5) (Reserved)
    (6) Complex Reserve Orders. A ``Complex Reserve Order'' is a 
complex limit order with both a portion of the quantity displayed 
(``Display Quantity'') and a reserve portion of the quantity (``Reserve 
Quantity'') not displayed. Both the Display Quantity and Reserve 
Quantity of the Complex Reserve Order are available for potential 
execution pursuant to paragraphs (c) through (e) below. When entering a 
Complex Reserve Order, a User must instruct the Exchange as to the 
quantity of the Complex Reserve Order to be initially displayed by the 
System (``Max Floor''). If the Display Quantity of a Complex Reserve 
Order is fully executed, the System will, in accordance with the User's 
instruction, replenish the Display Quantity from the Reserve Quantity 
using one of the below replenishment instructions. If the remainder of 
a Complex Reserve Order is less than the replenishment amount, the 
System will display the entire remainder of the Complex Reserve Order. 
The System creates a new timestamp for both the Display Quantity and 
Reserve Quantity of the Complex Reserve Order each time it is 
replenished from reserve.
    (A) Random Replenishment. An instruction that a User may attach to 
a Complex Reserve Order where the System randomly replenishes the 
Display Quantity for the Complex Reserve Order with a number of 
contracts not outside a replenishment range, which equals the Max Floor 
plus and minus a replenishment value established by the User when 
entering a Complex Reserve Order with a Random Replenishment 
instruction.
    (B) Fixed Replenishment. For any Complex Reserve Order for which a 
User does not select Random Replenishment, the System will replenish 
the Display Quantity of the Complex Reserve Order with the number of 
contracts equal to the Max Floor (or the entire remainder of the 
Complex Reserve Order if it is less than the replenishment amount).
    (c) No change.
    (d) Complex Order Auctions (COAs).
    (1) Commencement of COA. Upon receipt of a COA-eligible order, the 
System initiates the COA process by sending a COA auction message to 
all subscribers to the Exchange's data feeds that deliver COA auction 
messages. A COA auction message identifies the COA auction ID, 
instrument ID (i.e., complex strategy), Capacity, quantity, and side of 
the market of the COA-eligible order. If the COA-eligible order is a 
Complex Reserve Order, the COA auction message only identifies the 
Display Quantity; however, the entire quantity (both the Display 
Quantity and Reserve Quantity) may execute following the COA pursuant 
to subparagraph (5) below. The Exchange may also determine to include 
the price in COA auction messages, which will be the limit order price 
or the SBO (SBB) (if initiated by a buy (sell) market complex order), 
or the drill-through price if the order is subject to the drill-through 
protection in Rule 6.14(b).
    (2)-(3) No change.
    (4) COA Responses. The System accepts a COA Response(s) with any 
Capacity in $0.01 increments during the Response Time Interval.
    (A) No change.
    (B) COA Responses may be larger than the COA-eligible order. The 
System aggregates the size of COA Responses submitted at the same price 
for an EFID, and caps the size of the aggregated COA Responses at the 
size of the COA-eligible order (including Display Quantity and Reserve 
Quantity if the COA-eligible order is a Complex Reserve Order).
    (C)-(D) No change.

[[Page 60917]]

    (5) Processing of COA-Eligible Orders.
    (A) At the end of the Response Time Interval, the System executes a 
COA-eligible order (in whole or in part) against contra side interest 
in price priority. If there is contra side interest at the same price, 
the System allocates the contra side interest as follows:
    (i) Orders and quotes in the Simple Book (both displayed and 
nondisplayed orders) for the individual leg components of the complex 
order through Legging (subject to paragraph (g)), which the System 
allocates in accordance with the priority in Rule 6.12(a) applicable to 
the class.
    (ii) No change.
    (B) No change.
    (e) Processing of Do-Not-COA Orders/Orders Resting on the COB. Upon 
receipt of a do-not-COA order, or if the System determines an order 
resting on the COB is eligible for execution following evaluation 
pursuant to paragraph (i), the System executes it (in whole or in part) 
against contra side interest in price priority. If there is contra side 
interest at the same price, the System allocates the contra side 
interest as follows:
    (1) Orders and quotes in the Simple Book (both displayed and 
nondisplayed orders) for the individual leg components of the complex 
order through Legging (subject to paragraph (g)), which the System 
allocates in accordance with the priority in Rule 6.12(a) applicable to 
the class.
    (2) No change.
    The System enters any do-not-COA order (or unexecuted portion) that 
does not execute against the individual leg markets or complex orders 
into the COB (if eligible for entry), and applies a timestamp based on 
the time it enters the COB. The System cancels or rejects any complex 
order (or unexecuted portion) that would execute at a price outside of 
the SBBO, that is not eligible for entry into the COB, or in accordance 
with the User's instructions. Complex orders resting on the COB may 
execute pursuant to this paragraph (e) following evaluation pursuant to 
paragraph (i) and remain on the COB until they execute or are cancelled 
or rejected.
    (f) No change.
    (g) Legging [Restrictions]. A complex order may execute against 
orders and quotes in the Simple Book pursuant to subparagraphs 
(d)(5)(A)(i) and (e)(1) if it can execute in full or in a permissible 
ratio and if it has no more than a maximum number of legs (which the 
Exchange determines on a class-by-class basis and may be two, three or 
four) (``Legging''), subject to the following [restrictions]:
    (1)-(3) No change.
    (4) Reserved
    (5) The entire quantity of a Complex Reserve Order (both the 
Display Quantity and Reserve Quantity) Legs into the Simple Book at the 
same time, and any quantity that does not execute pursuant to paragraph 
(d) or (e) after Legging will rest in the COB in accordance with the 
Complex Reserve Order instruction.
    (h) Additional Complex Order Handling. Processing and execution of 
complex orders pursuant to this Rule 6.13 (including pursuant to 
paragraphs (d) and (e), and following evaluation pursuant to paragraph 
(i)) are subject to the following:
    (1) Order Locks/Crosses Opposite Side of SBBO. A complex market 
order or a limit order with a price that locks or crosses the then-
current opposite side SBBO and does not execute because the SBBO is the 
best price but not available for execution (because it does not satisfy 
the complex order ratio or the complex order cannot Leg into the Simple 
Book) enters the COB with a book and display price that improves the 
then-current opposite side SBBO by $0.01. If the SBBO changes, the 
System continuously reprices the book and display price of the complex 
order (or unexecuted portion) based on the new SBBO (up to the limit 
price, if it is a limit order), subject to the drill-through price 
protection described in Rule 6.14(b), until:
    (A)-(B) No change.
    (2) Zero NBB, NBO, or NBBO. If there is a zero NBO for any leg, the 
System replaces the zero with a price $0.01 above the NBB to calculate 
the SNBBO, and complex orders with any buy legs do not Leg into the 
Simple Book. If there is a zero NBB, the System replaces the zero with 
a price of $0.01, and complex orders with any sell legs do not Leg into 
the Simple Book. If there is a zero NBB and zero NBO, the System 
replaces the zero NBB with a price of $0.01 and replaces the zero NBO 
with a price of $0.02, and complex orders do not Leg into the Simple 
Book.
    (3) (Reserved)
    (4) Nondisplayed Orders. Displayed complex orders resting on the 
COB have priority over nondisplayed portions of Complex Reserve Orders 
resting on the COB.
* * * * *
    The text of the proposed rule change is also available on the 
Exchange's website (http://www.c2exchange.com/Legal/), at the 
Exchange's Office of the Secretary, and at the Commission's Public 
Reference Room.

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

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

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

1. Purpose
    In 2016, the Exchange's parent company, Cboe Global Markets, Inc. 
(formerly named CBOE Holdings, Inc.) (``Cboe Global''), which is also 
the parent company of Cboe Exchange, Inc. (``Cboe Options''), acquired 
Cboe EDGX Exchange, Inc. (``EDGX''), Cboe EDGA Exchange, Inc. 
(``EDGA''), Cboe BZX Exchange, Inc. (``BZX or BZX Options''), and Cboe 
BYX Exchange, Inc. (``BYX'' and, together with C2, Cboe Options, EDGX, 
EDGA, and BZX, the ``Cboe Affiliated Exchanges''). The Cboe Affiliated 
Exchanges are working to align certain system functionality, retaining 
only intended differences between the Cboe Affiliated Exchanges, in the 
context of the technology migration of Cboe Options to the same trading 
platform as the Exchange. Thus, the proposed rule change is intended to 
add certain functionality to the Exchange's System that is currently 
offered by Cboe Options in order to ultimately provide a consistent 
technology offering for market participants who interact with the Cboe 
Affiliated Exchanges. Although the Exchange intentionally offers 
certain features that differ from those offered by its affiliates and 
will continue to do so, the Exchange believes that offering similar 
functionality to the extent practicable will reduce potential confusion 
for Users.
    Currently, the Exchange offers Reserve Order functionality for 
simple orders.\3\ Reserve Orders permit Users to enter orders with both 
displayed and nondisplayed amounts. Reserve Orders provide Users with 
additional flexibility to manage and display their orders and

[[Page 60918]]

additional control over their executions on the Exchange.
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    \3\ See Rule 1.1, paragraph (j) in Order Instruction definition.
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    The Exchange proposes to adopt Complex Reserve Order 
functionality.\4\ Complex Reserve Orders would generally function in 
the same manner as simple Reserve Orders, as currently described in the 
definition of Reserve Orders in Rule 1.1(j) (under the definition of 
``Order Instruction''). Specifically, a ``Complex Reserve Order'' is a 
complex limit order with both a portion of the quantity displayed 
(``Display Quantity'') and a reserve portion of the quantity (``Reserve 
Quantity'') not displayed. Both the Display Quantity and Reserve 
Quantity of a Complex Reserve Order are available for execution 
pursuant to Rule 6.13(c) through (e).\5\ When entering a Complex 
Reserve Order, a User must instruct the Exchange as to the quantity of 
the Complex Reserve Order to be initially displayed by the System 
(``Max Floor''). If the Display Quantity of a Complex Reserve Order is 
fully executed, the System will, in accordance with the User's 
instruction, replenish the Display Quantity from the Reserve Quantity 
using one of the below replenishment instructions. If the remainder of 
a Complex Reserve Order is less than the replenishment amount, the 
System will display the entire remainder of the Complex Reserve Order. 
The System creates a new timestamp for both the Display Quantity and 
Reserve Quantity of the Complex Reserve Order each time it is 
replenished from reserve.
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    \4\ See proposed Rule 6.13(b)(6). The Exchange recently proposed 
to amend its Rules to adopt Post Only complex order functionality. 
See Securities Exchange Act Release No. 34-84399 (October 10, 2018) 
(SR-C2-2018-021). The proposed rule text is based on the currently 
effective rule text (proposed reserved subparagraphs (b)(4) and (5), 
(g)(4), and (h)(3) accommodate proposed rule text the Exchange 
intends to include in an amendment to that rule filing). If SR-C2-
2018-021 is approved by the Securities and Exchange Commission (the 
``Commission'') prior to the date the Commission acts on this rule 
filing, the Exchange will amend this rule filing to update the 
proposed rule text to reflect the rule text as amended by that 
filing.
    \5\ Pursuant to Rule 6.13(c) through (e), complex orders 
(including the Display and Reserve Quantities of Complex Reserve 
Orders) may execute during the COB opening process, against incoming 
complex orders, simple orders in the Simple Book (via Legging), or 
following a COA (if the complex order is COA-eligible pursuant to 
Rule 21.20(b)(2)). Complex Reserve Orders will be COA-eligible, 
subject to a User's instructions.
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    A User may determine that a Complex Reserve Order it submits should 
be subject to ``Random Replenishment'' or ``Fixed Replenishment.'' If a 
Complex Reserve Order has a Random Replenishment instruction, the 
System randomly replenishes the Display Quantity for the Complex 
Reserve Order with a number of contracts not outside a replenishment 
range, which equals the Max Floor plus and minus a replenishment value 
established by the User when entering a Complex Reserve Order with a 
Random Replenishment instruction. For any Complex Reserve Order for 
which a User does not select Random Replenishment, the System will 
replenish the Display Quantity of the Complex Reserve Order with the 
number of contracts equal to the Max Floor (or the entire remainder of 
the Complex Reserve Order if it is less than the replenishment amount).
    Current Rule 6.13(d)(1) provides that upon receipt of a COA-
eligible order,\6\ the System initiates the complex order auction 
(``COA'') process by sending a COA auction message to all subscribers 
to the Exchange's data feeds that deliver COA auction messages. A COA 
auction message identifies the COA auction ID, instrument ID (i.e. 
complex strategy), Capacity, quantity, and side of the market of the 
COA-eligible order. The proposed rule change provides that if the COA-
eligible order is a Complex Reserve Order, the COA auction message only 
identifies the Display Quantity; however, the entire quantity (both the 
Display Quantity and Reserve Quantity) may execute following the COA 
pursuant to Rule 6.13(d)(5).\7\ The Exchange believes this is 
consistent with the purpose of a Reserve Order. If a User submits a 
Reserve Order (simple or complex), the User does so to only have a 
certain specified size publicly displayed. If the entire quantity of a 
Complex Reserve Order was auctioned in a COA, the entire size of the 
Complex Reserve Order would be publicly displayed,\8\ rather than the 
Display Quantity the User indicated it wanted publicly visible. 
Therefore, the Exchange believes it is appropriate to include only the 
Display Quantity of a Complex Reserve Order in a COA message.\9\
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    \6\ See Rule 6.13(b)(2) for the definition of a COA-eligible 
order.
    \7\ See proposed Rule 6.13(d)(1).
    \8\ See current Rule 6.13(d)(1) (COA auction messages identify, 
among other things, the quantity of the COA-eligible order).
    \9\ Making both the Display Quantity and Reserve Quantity 
available for execution at the end of a COA is consistent with the 
definition of the Reserve Order instruction for simple orders, which 
provides that both portions are available for potential execution 
against incoming orders. See Rule 1.1, paragraph (j) in Order 
Instruction definition. The proposed rule change provides the entire 
quantity of a Complex Reserve Order that initiates a COA with an 
opportunity to execute following a COA.
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    Proposed Rule 6.13(g)(5) states the entire quantity of a Complex 
Reserve Order (both the Display Quantity and Reserve Quantity) will Leg 
into the Simple Book at the same time, and any quantity that does not 
execute pursuant to Rule 6.13(d) or (e) after Legging will rest in the 
COB in accordance with the proposed Complex Reserve Order 
instruction.\10\ As stated in the definition of a Reserve Order and 
proposed definition of a Complex Reserve Order,\11\ both the Displayed 
Quantity and Reserve Quantity are eligible for execution against 
incoming orders. The Exchange believes it is appropriate to similarly 
make both the Displayed Quantity and Reserve Quantity eligible for 
execution against orders and quotes in the Simple Book as well. This 
will maximize the size of resting orders and quotes on the Simple Book 
that may execute when these orders Leg into the Simple Book, as well as 
provide the entire quantity of a Complex Reserve Order with an 
opportunity to execute against orders in the Simple Book. A Complex 
Reserve Order may Leg into the Simple Book after a COA, following 
submission to the System (if not COA-eligible), or following evaluation 
when resting in the COB.\12\ If any portion of a Complex Reserve Order 
does not execute in those circumstances, the remaining quantity will 
enter the COB with a Display Quantity and Reserve Quantity with amounts 
determined in accordance with proposed Rule 6.13(b)(6).
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    \10\ The proposed rule change also amends the heading name and 
introductory paragraph language of paragraph (g), as that paragraph 
does not necessarily describe restrictions on Legging, but rather 
describes additional handling for certain orders when they Leg into 
the Simple Book.
    \11\ See Rule 1.1, paragraph (j) in Order Instruction definition 
and proposed Rule 6.13(b)(6).
    \12\ See Rule 6.13(d)(5) (describing the processing of COA-
Eligible Orders following a COA), (e) (describing the processing of 
orders that do not initiate COA upon submission to the System or 
after resting on the COB), and (i) (describing the evaluation 
process).
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    The proposed rule change also amends Rule 6.13(d)(4)(B) to clarify 
that COA Responses may be larger than the COA-eligible order (in 
response to which the COA Response is submitted), and that when the 
System caps the size of aggregated COA Responses at the size of the 
COA-eligible order, the size of the COA-eligible order includes the 
Display Quantity and Reserve Quantity if the COA-eligible order is a 
Complex Reserve Order. Neither the System nor the Rules limit the 
initial size of COA Responses to the size of the COA-eligible order, 
and the Exchange believes this proposed change will provide Users with 
additional clarity. Because COA Responses are not limited to the size 
of COA-eligible orders, if a Complex Reserve Order initiates a COA, COA 
Responses with size larger than the

[[Page 60919]]

Display Quantity of the Complex Reserve Order (which the System will 
cap at the entire size of the Complex Reserve Order in the same manner 
that the System caps COA Responses at the size of another type of COA-
eligible order) will have the opportunity to execute against the entire 
size of the Complex Reserve Order.
    Processing and execution of Complex Reserve Orders will generally 
occur in the same manner as other complex orders in accordance with 
current Rule 6.13(c) through (e), subject to the current handling 
provisions in Rule 6.13(h).\13\ Proposed Rule 6.13(h)(4) states that 
displayed complex orders resting on the COB have priority over 
nondisplayed portions of Complex Reserve Orders resting on the COB. 
This is consistent with the current handling of simple Reserve 
Orders.\14\ The proposed rule change also clarifies in Rule 
6.13(d)(5)(A)(i) and (e)(1) that both displayed and nondisplayed orders 
and quotes in the Simple Book for the individual leg components of the 
complex order trade before complex orders (both displayed and 
nondisplayed orders) resting on the COB and COA Responses, if 
applicable, at the same price when a complex order Legs into the Simple 
Book. This is consistent with current functionality and current Rules. 
Specifically, Rule 6.13(d)(5)(A)(i) and (e)(1) states that the System 
executes a complex order against orders and quotes in the Simple Book 
for the individual leg components of the complex order through Legging, 
which the System allocates in accordance with the priority in Rule 
6.12(a). Rule 6.12(a) provides that resting orders and quotes are 
prioritized according to price and there [sic] are allocated in time 
priority or on a pro-rata basis, and that displayed orders have 
priority over nondisplayed orders. Therefore, if a complex order Legs 
in to the Simple Book, it would execute against displayed and then 
nondisplayed resting interest in the Simple Book at the applicable 
price before executing against other complex orders. The proposed rule 
change adds clarity to the priority of resting orders when a complex 
order Legs into the Simple Book, as well as describes how complex 
reserve orders will be prioritized.
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    \13\ The proposed rule change also adds headings to the current 
subparagraphs in paragraph (h).
    \14\ See Rule 6.12(a)(3).
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    If a complex order Legs into the Simple Book, the execution 
priority of contra-side interest will be as follows:

 Displayed simple orders
 Nondisplayed portions of simple orders
 Displayed complex orders and COA Responses, if applicable
 Nondisplayed portions of Complex Reserve Orders

    The Exchange believes this is reasonable, as it ensures protection 
of the leg markets while ensuring system stability. This priority order 
results in nondisplayed orders on the Simple Book ahead of displayed 
complex orders on the COB. While the Exchange generally prioritizes 
displayed orders over nondisplayed orders to encourage Users to submit 
displayed liquidity, executing complex orders first against displayed 
simple orders, second against displayed complex orders and COA 
responses, third against nondisplayed portions of simple orders, and 
fourth against nondisplayed portions of Complex Reserve Orders would 
significantly increase the complexity of the proposed functionality. 
The Simple Book and COB are entirely separate functioning books, and 
moving a complex order back and forth between the two books increases 
systematic risk related to Legging. Additionally, this would increase 
the execution time for complex orders that are able to Leg, which may 
harm Users. The Exchange believes the need to ensure system stability 
and efficient executions in connection with offering the proposed 
functionality to Users outweighs any potential benefits of prioritizing 
all displayed interest ahead of nondisplayed interest in this context.
2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with 
the Securities Exchange Act of 1934 (the ``Act'') and the rules and 
regulations thereunder applicable to the Exchange and, in particular, 
the requirements of Section 6(b) of the Act.\15\ Specifically, the 
Exchange believes the proposed rule change is consistent with the 
Section 6(b)(5) \16\ requirements that the rules of an exchange be 
designed to prevent fraudulent and manipulative acts and practices, to 
promote just and equitable principles of trade, to foster cooperation 
and coordination with persons engaged in regulating, clearing, 
settling, processing information with respect to, and facilitating 
transactions in securities, to remove impediments to and perfect the 
mechanism of a free and open market and a national market system, and, 
in general, to protect investors and the public interest. Additionally, 
the Exchange believes the proposed rule change is consistent with the 
Section 6(b)(5) \17\ requirement that the rules of an exchange not be 
designed to permit unfair discrimination between customers, issuers, 
brokers, or dealers.
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    \15\ 15 U.S.C. 78f(b).
    \16\ 15 U.S.C. 78f(b)(5).
    \17\ Id.
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    In particular, the proposed rule change will remove impediments to 
and perfect the mechanism of a free and open national market system, as 
well as benefit investors, by providing Users with additional 
flexibility to manage and display their complex orders and additional 
control over their executions on the Exchange. This may encourage 
market participants to bring additional liquidity to the market, which 
benefits all investors.
    The Exchange notes that Reserve Order functionality is not new or 
unique and is already available in a similar capacity for simple 
orders. While the Reserve Order functionality is not currently 
available for complex orders, the Exchange has Reserve Order 
functionality for simple orders, which functions substantially in the 
same manner as the proposed Complex Reserve Order functionality. The 
purpose of a Complex Reserve Order is the same as the purpose of a 
simple Reserve Order.
    The proposed rule change to only include the Displayed Quantity of 
a Complex Reserve Order in a COA message protects investors, as it is 
consistent with the purpose of a Complex Reserve Order and the 
intention of a User that submits a Complex Reserve Order, which is to 
only have a certain specified size publicly displayed. This provides 
Complex Reserve Orders with the potential for price improvement in a 
manner consistent with the objective of a Reserve Order. Therefore, the 
Exchange believes it is appropriate to only include the Display 
Quantity of a Complex Reserve Order in a COA message.
    The Exchange believes the proposed rule change regarding how 
Complex Reserve Orders Leg into the Simple Book will benefit investors. 
The proposed rule change is consistent with the definition of a Reserve 
Order, which states that the entire quantity is eligible for potential 
execution against incoming orders, and thus provides the entire 
quantity of a Reserve Order with an opportunity to execute against 
orders and quotes in the Simple Book. Additionally, this will maximize 
the size of resting orders and quotes on the Simple Book that may 
execute when Complex Reserve Orders Leg into the Simple Book. 
Therefore, the Exchange believes the proposed rule change may

[[Page 60920]]

increase execution opportunities for both Complex Reserve Orders and 
simple orders and quotes resting on the Simple Book.
    The Exchange believes the proposed rule change related to the 
priority of Complex Reserve Orders promotes just and equitable 
principles of trade, as it is consistent with current priority in the 
Simple Book that provides displayed orders have priority over 
nondisplayed orders. The proposed rule change that displayed portions 
of complex orders resting on the COB have priority over nondisplayed 
portions of Complex Reserve Orders resting on the COB is reasonable, 
because it is consistent with the current handling of simple Reserve 
Orders, as discussed above. Additionally, the proposed rule change to 
clarify that displayed and nondisplayed orders and quotes resting on 
the Simple Book have priority over all displayed and nondisplayed 
orders resting on the COB when a complex order Legs into the Simple 
Book is consistent with current functionality and current Rules 
describing how complex orders Leg into the Simple Book. This additional 
clarity regarding the order in which resting orders and quotes on the 
Simple Book will trade when a complex order Legs into the Simple Book 
benefits investors, as it provides more detail regarding the priority 
of executions on the Exchange. The Exchange also believes the proposed 
priority ensures system stability and efficient executions outweighs 
[sic]. The Exchange notes it is not novel for nondisplayed interest to 
trade ahead of displayed interest.\18\
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    \18\ See supra note 15 [sic].
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    The proposed rule change is generally intended to add certain 
system functionality to the Exchange's System in order to provide a 
consistent technology offering for the Cboe Affiliated Exchanges, as 
Cboe Options currently offers (and intends to offer following its 
migration to the same technology platform as the Exchange) complex 
reserve order functionality. A consistent technology offering, in turn, 
will simplify the technology implementation, changes, and maintenance 
by Users of the Exchange that are also participants on Cboe Affiliated 
Exchanges. The proposed rule change will provide Users with additional 
flexibility to manage and display their orders and control their 
executions on the Exchange. This may encourage market participants to 
bring additional liquidity to the market, which benefits all investors. 
Additionally, this will provide Users with greater harmonization 
between the order handling instructions available among the Cboe 
Affiliated Exchanges.

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 Exchange believes the 
proposed rule change will not burden intramarket competition because 
the Reserve Order instruction on complex orders will be available to 
all market participants. Additionally, use of the Reserve Order 
instruction on complex orders is voluntary. The Exchange also believes 
the proposed rule change will not impose any burden on intermarket 
competition because this relates to an instruction on orders that are 
submitted to the Exchange and how the Exchange's System will handle and 
execute them. Additionally, nothing prevents other options exchanges 
that offer complex orders from adopting a Reserve Order functionality 
for complex orders. The Exchange also believes the proposed rule change 
will promote competition, as Complex Reserve Orders will provide Users 
with additional flexibility to manage and display their complex orders 
and additional control over their executions on the Exchange. This may 
encourage market participants to bring additional liquidity to the 
market, which benefits all investors.

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

    The Exchange neither solicited nor received comments on the 
proposed rule change.

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

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period up to 90 days (i) as the 
Commission may designate if it finds such longer period to be 
appropriate and publishes its reasons for so finding or (ii) as to 
which the Exchange consents, the Commission will:
    A. by order approve or disapprove such proposed rule change, or
    B. institute proceedings to determine whether the proposed rule 
change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the 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-C2-2018-022 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-C2-2018-022. 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-C2-2018-022, and should be submitted on 
or before December 18, 2018.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\19\
---------------------------------------------------------------------------

    \19\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Brent J. Fields,
Secretary.
[FR Doc. 2018-25884 Filed 11-26-18; 8:45 am]
 BILLING CODE 8011-01-P



                                              60916                      Federal Register / Vol. 83, No. 228 / Tuesday, November 27, 2018 / Notices

                                              amendments, all written statements                      solicit comments on the proposed rule                 creates a new timestamp for both the
                                              with respect to the proposed rule                       change from interested persons.                       Display Quantity and Reserve Quantity
                                              change that are filed with the                                                                                of the Complex Reserve Order each time
                                                                                                      I. Self-Regulatory Organization’s
                                              Commission, and all written                                                                                   it is replenished from reserve.
                                                                                                      Statement of the Terms of Substance of
                                              communications relating to the                                                                                   (A) Random Replenishment. An
                                                                                                      the Proposed Rule Change
                                              proposed rule change between the                                                                              instruction that a User may attach to a
                                              Commission and any person, other than                      Cboe C2 Exchange, Inc. (the                        Complex Reserve Order where the
                                              those that may be withheld from the                     ‘‘Exchange’’ or ‘‘C2’’) proposes to adopt             System randomly replenishes the
                                              public in accordance with the                           Complex Reserve Order functionality.                  Display Quantity for the Complex
                                              provisions of 5 U.S.C. 552, will be                     (additions are italic; deletions are                  Reserve Order with a number of
                                              available for website viewing and                          [bracketed])                                       contracts not outside a replenishment
                                              printing in the Commission’s Public                     *      *    *     *     *                             range, which equals the Max Floor plus
                                              Reference Room, 100 F Street NE,                                                                              and minus a replenishment value
                                                                                                      Rules of Cboe C2 Exchange, Inc.                       established by the User when entering a
                                              Washington, DC 20549 on official
                                              business days between the hours of                      *      *      *      *       *                        Complex Reserve Order with a Random
                                              10:00 a.m. and 3:00 p.m. Copies of the                                                                        Replenishment instruction.
                                                                                                      Rule 6.13. Complex Orders
                                              filing also will be available for                                                                                (B) Fixed Replenishment. For any
                                              inspection and copying at the principal                    Trading of complex orders is subject               Complex Reserve Order for which a User
                                              office of the Exchange. All comments                    to all other Rules applicable to trading              does not select Random Replenishment,
                                              received will be posted without change.                 of orders, unless otherwise provided in               the System will replenish the Display
                                              Persons submitting comments are                         this Rule 6.13.                                       Quantity of the Complex Reserve Order
                                              cautioned that we do not redact or edit                    (a) No change.                                     with the number of contracts equal to
                                                                                                         (b) Types of Complex Orders. The                   the Max Floor (or the entire remainder
                                              personal identifying information from
                                                                                                      Exchange determines which Times-in-                   of the Complex Reserve Order if it is less
                                              comment submissions. You should
                                                                                                      Force of Day, GTC, GTD, IOC, or OPG                   than the replenishment amount).
                                              submit only information that you wish
                                                                                                      are available for complex orders                         (c) No change.
                                              to make available publicly. All
                                                                                                      (including for eligibility to enter the                  (d) Complex Order Auctions (COAs).
                                              submissions should refer to File
                                                                                                      COB and initiate a COA). The Exchange                    (1) Commencement of COA. Upon
                                              Number SR–CboeEDGX–2018–049, and
                                                                                                      determines which Capacities (i.e., non-               receipt of a COA-eligible order, the
                                              should be submitted on or before
                                                                                                      broker-dealer customers, broker-dealers               System initiates the COA process by
                                              December 18, 2018.
                                                                                                      that are not Market-Makers on an                      sending a COA auction message to all
                                                For the Commission, by the Division of                options exchange, or Market-Makers on                 subscribers to the Exchange’s data feeds
                                              Trading and Markets, pursuant to delegated              an options exchange) are eligible for                 that deliver COA auction messages. A
                                              authority.20
                                                                                                      entry onto the COB. Complex orders are                COA auction message identifies the
                                              Brent J. Fields,                                        Book Only and may be market or limit                  COA auction ID, instrument ID (i.e.,
                                              Secretary.                                              orders. Users may designate complex                   complex strategy), Capacity, quantity,
                                              [FR Doc. 2018–25883 Filed 11–26–18; 8:45 am]            orders as Attributable or Non-                        and side of the market of the COA-
                                              BILLING CODE 8011–01–P                                  Attributable. The System also accepts                 eligible order. If the COA-eligible order
                                                                                                      the following instructions for complex                is a Complex Reserve Order, the COA
                                                                                                      orders:                                               auction message only identifies the
                                              SECURITIES AND EXCHANGE                                    (1)–(3) No change.                                 Display Quantity; however, the entire
                                              COMMISSION                                                 (4) (Reserved)                                     quantity (both the Display Quantity and
                                                                                                         (5) (Reserved)                                     Reserve Quantity) may execute
                                              [Release No. 34–84643; File No. SR–C2–                     (6) Complex Reserve Orders. A                      following the COA pursuant to
                                              2018–022]                                               ‘‘Complex Reserve Order’’ is a complex                subparagraph (5) below. The Exchange
                                                                                                      limit order with both a portion of the                may also determine to include the price
                                              Self-Regulatory Organizations; Cboe                     quantity displayed (‘‘Display Quantity’’)             in COA auction messages, which will be
                                              C2 Exchange, Inc.; Notice of Filing of                  and a reserve portion of the quantity                 the limit order price or the SBO (SBB)
                                              a Proposed Rule Change Relating To                      (‘‘Reserve Quantity’’) not displayed.                 (if initiated by a buy (sell) market
                                              Adopt Complex Reserve Order                             Both the Display Quantity and Reserve                 complex order), or the drill-through
                                              Functionality                                           Quantity of the Complex Reserve Order                 price if the order is subject to the drill-
                                                                                                      are available for potential execution                 through protection in Rule 6.14(b).
                                              November 21, 2018.                                      pursuant to paragraphs (c) through (e)                   (2)–(3) No change.
                                                 Pursuant to Section 19(b)(1) of the                  below. When entering a Complex                           (4) COA Responses. The System
                                              Securities Exchange Act of 1934 (the                    Reserve Order, a User must instruct the               accepts a COA Response(s) with any
                                              ‘‘Act’’),1 and Rule 19b–4 thereunder,2                  Exchange as to the quantity of the                    Capacity in $0.01 increments during the
                                              notice is hereby given that on November                 Complex Reserve Order to be initially                 Response Time Interval.
                                              8, 2018, Cboe C2 Exchange, Inc. (the                    displayed by the System (‘‘Max Floor’’).                 (A) No change.
                                              ‘‘Exchange’’ or ‘‘C2’’) filed with the                  If the Display Quantity of a Complex                     (B) COA Responses may be larger
                                              Securities and Exchange Commission                      Reserve Order is fully executed, the                  than the COA-eligible order. The System
                                              (the ‘‘Commission’’) the proposed rule                  System will, in accordance with the                   aggregates the size of COA Responses
                                              change as described in Items I, II, and                 User’s instruction, replenish the Display             submitted at the same price for an EFID,
amozie on DSK3GDR082PROD with NOTICES1




                                              III below, which Items have been                        Quantity from the Reserve Quantity                    and caps the size of the aggregated COA
                                              prepared by the Exchange. The                           using one of the below replenishment                  Responses at the size of the COA-
                                              Commission is publishing this notice to                 instructions. If the remainder of a                   eligible order (including Display
                                                                                                      Complex Reserve Order is less than the                Quantity and Reserve Quantity if the
                                                20 17 CFR 200.30–3(a)(12).                            replenishment amount, the System will                 COA-eligible order is a Complex Reserve
                                                1 15 U.S.C. 78s(b)(1).                                display the entire remainder of the                   Order).
                                                2 17 CFR 240.19b–4.                                   Complex Reserve Order. The System                        (C)–(D) No change.


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                                                                         Federal Register / Vol. 83, No. 228 / Tuesday, November 27, 2018 / Notices                                                     60917

                                                 (5) Processing of COA-Eligible Orders.                  (4) Reserved                                       II. Self-Regulatory Organization’s
                                                 (A) At the end of the Response Time                     (5) The entire quantity of a Complex               Statement of the Purpose of, and
                                              Interval, the System executes a COA-                    Reserve Order (both the Display                       Statutory Basis for, the Proposed Rule
                                              eligible order (in whole or in part)                    Quantity and Reserve Quantity) Legs                   Change
                                              against contra side interest in price                   into the Simple Book at the same time,
                                              priority. If there is contra side interest                                                                      In its filing with the Commission, the
                                                                                                      and any quantity that does not execute                Exchange included statements
                                              at the same price, the System allocates                 pursuant to paragraph (d) or (e) after
                                              the contra side interest as follows:                                                                          concerning the purpose of and basis for
                                                                                                      Legging will rest in the COB in                       the proposed rule change and discussed
                                                 (i) Orders and quotes in the Simple                  accordance with the Complex Reserve
                                              Book (both displayed and nondisplayed                                                                         any comments it received on the
                                                                                                      Order instruction.                                    proposed rule change. The text of these
                                              orders) for the individual leg
                                              components of the complex order                            (h) Additional Complex Order                       statements may be examined at the
                                              through Legging (subject to paragraph                   Handling. Processing and execution of                 places specified in Item IV below. The
                                              (g)), which the System allocates in                     complex orders pursuant to this Rule                  Exchange has prepared summaries, set
                                              accordance with the priority in Rule                    6.13 (including pursuant to paragraphs                forth in sections A, B, and C below, of
                                              6.12(a) applicable to the class.                        (d) and (e), and following evaluation                 the most significant aspects of such
                                                 (ii) No change.                                      pursuant to paragraph (i)) are subject to             statements.
                                                 (B) No change.                                       the following:
                                                                                                                                                            A. Self-Regulatory Organization’s
                                                 (e) Processing of Do-Not-COA Orders/                    (1) Order Locks/Crosses Opposite Side              Statement of the Purpose of, and
                                              Orders Resting on the COB. Upon                         of SBBO. A complex market order or a                  Statutory Basis for, the Proposed Rule
                                              receipt of a do-not-COA order, or if the                limit order with a price that locks or                Change
                                              System determines an order resting on                   crosses the then-current opposite side
                                              the COB is eligible for execution                       SBBO and does not execute because the                 1. Purpose
                                              following evaluation pursuant to                        SBBO is the best price but not available                 In 2016, the Exchange’s parent
                                              paragraph (i), the System executes it (in               for execution (because it does not satisfy            company, Cboe Global Markets, Inc.
                                              whole or in part) against contra side                   the complex order ratio or the complex                (formerly named CBOE Holdings, Inc.)
                                              interest in price priority. If there is                 order cannot Leg into the Simple Book)                (‘‘Cboe Global’’), which is also the
                                              contra side interest at the same price,                 enters the COB with a book and display                parent company of Cboe Exchange, Inc.
                                              the System allocates the contra side                    price that improves the then-current                  (‘‘Cboe Options’’), acquired Cboe EDGX
                                              interest as follows:                                    opposite side SBBO by $0.01. If the
                                                 (1) Orders and quotes in the Simple                                                                        Exchange, Inc. (‘‘EDGX’’), Cboe EDGA
                                                                                                      SBBO changes, the System continuously                 Exchange, Inc. (‘‘EDGA’’), Cboe BZX
                                              Book (both displayed and nondisplayed                   reprices the book and display price of
                                              orders) for the individual leg                                                                                Exchange, Inc. (‘‘BZX or BZX Options’’),
                                                                                                      the complex order (or unexecuted                      and Cboe BYX Exchange, Inc. (‘‘BYX’’
                                              components of the complex order                         portion) based on the new SBBO (up to
                                              through Legging (subject to paragraph                                                                         and, together with C2, Cboe Options,
                                                                                                      the limit price, if it is a limit order),             EDGX, EDGA, and BZX, the ‘‘Cboe
                                              (g)), which the System allocates in                     subject to the drill-through price
                                              accordance with the priority in Rule                                                                          Affiliated Exchanges’’). The Cboe
                                                                                                      protection described in Rule 6.14(b),                 Affiliated Exchanges are working to
                                              6.12(a) applicable to the class.                        until:
                                                 (2) No change.                                                                                             align certain system functionality,
                                                 The System enters any do-not-COA                        (A)–(B) No change.                                 retaining only intended differences
                                              order (or unexecuted portion) that does                    (2) Zero NBB, NBO, or NBBO. If there               between the Cboe Affiliated Exchanges,
                                              not execute against the individual leg                  is a zero NBO for any leg, the System                 in the context of the technology
                                              markets or complex orders into the COB                  replaces the zero with a price $0.01                  migration of Cboe Options to the same
                                              (if eligible for entry), and applies a                  above the NBB to calculate the SNBBO,                 trading platform as the Exchange. Thus,
                                              timestamp based on the time it enters                   and complex orders with any buy legs                  the proposed rule change is intended to
                                              the COB. The System cancels or rejects                  do not Leg into the Simple Book. If there             add certain functionality to the
                                              any complex order (or unexecuted                        is a zero NBB, the System replaces the                Exchange’s System that is currently
                                              portion) that would execute at a price                  zero with a price of $0.01, and complex               offered by Cboe Options in order to
                                              outside of the SBBO, that is not eligible               orders with any sell legs do not Leg into             ultimately provide a consistent
                                              for entry into the COB, or in accordance                the Simple Book. If there is a zero NBB               technology offering for market
                                              with the User’s instructions. Complex                   and zero NBO, the System replaces the                 participants who interact with the Cboe
                                              orders resting on the COB may execute                   zero NBB with a price of $0.01 and                    Affiliated Exchanges. Although the
                                              pursuant to this paragraph (e) following                replaces the zero NBO with a price of                 Exchange intentionally offers certain
                                              evaluation pursuant to paragraph (i) and                $0.02, and complex orders do not Leg                  features that differ from those offered by
                                              remain on the COB until they execute or                 into the Simple Book.                                 its affiliates and will continue to do so,
                                              are cancelled or rejected.                                 (3) (Reserved)                                     the Exchange believes that offering
                                                 (f) No change.                                                                                             similar functionality to the extent
                                                                                                         (4) Nondisplayed Orders. Displayed                 practicable will reduce potential
                                                 (g) Legging [Restrictions]. A complex
                                                                                                      complex orders resting on the COB have                confusion for Users.
                                              order may execute against orders and
                                                                                                      priority over nondisplayed portions of
                                              quotes in the Simple Book pursuant to                                                                            Currently, the Exchange offers
                                                                                                      Complex Reserve Orders resting on the
                                              subparagraphs (d)(5)(A)(i) and (e)(1) if it                                                                   Reserve Order functionality for simple
                                                                                                      COB.
                                              can execute in full or in a permissible                                                                       orders.3 Reserve Orders permit Users to
amozie on DSK3GDR082PROD with NOTICES1




                                              ratio and if it has no more than a                      *      *     *     *      *                           enter orders with both displayed and
                                              maximum number of legs (which the                          The text of the proposed rule change               nondisplayed amounts. Reserve Orders
                                              Exchange determines on a class-by-class                 is also available on the Exchange’s                   provide Users with additional flexibility
                                              basis and may be two, three or four)                    website (http://www.c2exchange.com/                   to manage and display their orders and
                                              (‘‘Legging’’), subject to the following                 Legal/), at the Exchange’s Office of the
                                              [restrictions]:                                         Secretary, and at the Commission’s                      3 See Rule 1.1, paragraph (j) in Order Instruction

                                                 (1)–(3) No change.                                   Public Reference Room.                                definition.



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                                              60918                      Federal Register / Vol. 83, No. 228 / Tuesday, November 27, 2018 / Notices

                                              additional control over their executions                with a number of contracts not outside                  Simple Book at the same time, and any
                                              on the Exchange.                                        a replenishment range, which equals the                 quantity that does not execute pursuant
                                                 The Exchange proposes to adopt                       Max Floor plus and minus a                              to Rule 6.13(d) or (e) after Legging will
                                              Complex Reserve Order functionality.4                   replenishment value established by the                  rest in the COB in accordance with the
                                              Complex Reserve Orders would                            User when entering a Complex Reserve                    proposed Complex Reserve Order
                                              generally function in the same manner                   Order with a Random Replenishment                       instruction.10 As stated in the definition
                                              as simple Reserve Orders, as currently                  instruction. For any Complex Reserve                    of a Reserve Order and proposed
                                              described in the definition of Reserve                  Order for which a User does not select                  definition of a Complex Reserve
                                              Orders in Rule 1.1(j) (under the                        Random Replenishment, the System                        Order,11 both the Displayed Quantity
                                              definition of ‘‘Order Instruction’’).                   will replenish the Display Quantity of                  and Reserve Quantity are eligible for
                                              Specifically, a ‘‘Complex Reserve                       the Complex Reserve Order with the                      execution against incoming orders. The
                                              Order’’ is a complex limit order with                   number of contracts equal to the Max                    Exchange believes it is appropriate to
                                              both a portion of the quantity displayed                Floor (or the entire remainder of the                   similarly make both the Displayed
                                              (‘‘Display Quantity’’) and a reserve                    Complex Reserve Order if it is less than                Quantity and Reserve Quantity eligible
                                              portion of the quantity (‘‘Reserve                      the replenishment amount).                              for execution against orders and quotes
                                              Quantity’’) not displayed. Both the                        Current Rule 6.13(d)(1) provides that                in the Simple Book as well. This will
                                              Display Quantity and Reserve Quantity                   upon receipt of a COA-eligible order,6                  maximize the size of resting orders and
                                              of a Complex Reserve Order are                          the System initiates the complex order                  quotes on the Simple Book that may
                                              available for execution pursuant to Rule                auction (‘‘COA’’) process by sending a                  execute when these orders Leg into the
                                              6.13(c) through (e).5 When entering a                   COA auction message to all subscribers                  Simple Book, as well as provide the
                                              Complex Reserve Order, a User must                      to the Exchange’s data feeds that deliver               entire quantity of a Complex Reserve
                                              instruct the Exchange as to the quantity                COA auction messages. A COA auction                     Order with an opportunity to execute
                                              of the Complex Reserve Order to be                      message identifies the COA auction ID,                  against orders in the Simple Book. A
                                              initially displayed by the System (‘‘Max                instrument ID (i.e. complex strategy),                  Complex Reserve Order may Leg into
                                              Floor’’). If the Display Quantity of a                  Capacity, quantity, and side of the                     the Simple Book after a COA, following
                                              Complex Reserve Order is fully                          market of the COA-eligible order. The                   submission to the System (if not COA-
                                              executed, the System will, in                           proposed rule change provides that if                   eligible), or following evaluation when
                                              accordance with the User’s instruction,                 the COA-eligible order is a Complex                     resting in the COB.12 If any portion of
                                              replenish the Display Quantity from the                 Reserve Order, the COA auction                          a Complex Reserve Order does not
                                              Reserve Quantity using one of the below                 message only identifies the Display                     execute in those circumstances, the
                                              replenishment instructions. If the                      Quantity; however, the entire quantity                  remaining quantity will enter the COB
                                              remainder of a Complex Reserve Order                    (both the Display Quantity and Reserve                  with a Display Quantity and Reserve
                                              is less than the replenishment amount,                  Quantity) may execute following the                     Quantity with amounts determined in
                                              the System will display the entire                      COA pursuant to Rule 6.13(d)(5).7 The                   accordance with proposed Rule
                                              remainder of the Complex Reserve                        Exchange believes this is consistent                    6.13(b)(6).
                                              Order. The System creates a new                         with the purpose of a Reserve Order. If                    The proposed rule change also
                                              timestamp for both the Display Quantity                 a User submits a Reserve Order (simple                  amends Rule 6.13(d)(4)(B) to clarify that
                                              and Reserve Quantity of the Complex                     or complex), the User does so to only                   COA Responses may be larger than the
                                              Reserve Order each time it is                           have a certain specified size publicly                  COA-eligible order (in response to
                                              replenished from reserve.                               displayed. If the entire quantity of a                  which the COA Response is submitted),
                                                 A User may determine that a Complex                  Complex Reserve Order was auctioned                     and that when the System caps the size
                                              Reserve Order it submits should be                      in a COA, the entire size of the Complex                of aggregated COA Responses at the size
                                              subject to ‘‘Random Replenishment’’ or                  Reserve Order would be publicly                         of the COA-eligible order, the size of the
                                              ‘‘Fixed Replenishment.’’ If a Complex                   displayed,8 rather than the Display                     COA-eligible order includes the Display
                                              Reserve Order has a Random                              Quantity the User indicated it wanted                   Quantity and Reserve Quantity if the
                                              Replenishment instruction, the System                   publicly visible. Therefore, the                        COA-eligible order is a Complex
                                              randomly replenishes the Display                        Exchange believes it is appropriate to                  Reserve Order. Neither the System nor
                                              Quantity for the Complex Reserve Order                  include only the Display Quantity of a                  the Rules limit the initial size of COA
                                                                                                      Complex Reserve Order in a COA                          Responses to the size of the COA-
                                                 4 See proposed Rule 6.13(b)(6). The Exchange
                                                                                                      message.9                                               eligible order, and the Exchange
                                              recently proposed to amend its Rules to adopt Post                                                              believes this proposed change will
                                              Only complex order functionality. See Securities           Proposed Rule 6.13(g)(5) states the
                                              Exchange Act Release No. 34–84399 (October 10,          entire quantity of a Complex Reserve                    provide Users with additional clarity.
                                              2018) (SR–C2–2018–021). The proposed rule text is       Order (both the Display Quantity and                    Because COA Responses are not limited
                                              based on the currently effective rule text (proposed    Reserve Quantity) will Leg into the                     to the size of COA-eligible orders, if a
                                              reserved subparagraphs (b)(4) and (5), (g)(4), and                                                              Complex Reserve Order initiates a COA,
                                              (h)(3) accommodate proposed rule text the
                                              Exchange intends to include in an amendment to
                                                                                                         6 See Rule 6.13(b)(2) for the definition of a COA-   COA Responses with size larger than the
                                              that rule filing). If SR–C2–2018–021 is approved by     eligible order.
                                                                                                         7 See proposed Rule 6.13(d)(1).                        10 The proposed rule change also amends the
                                              the Securities and Exchange Commission (the
                                              ‘‘Commission’’) prior to the date the Commission           8 See current Rule 6.13(d)(1) (COA auction           heading name and introductory paragraph language
                                              acts on this rule filing, the Exchange will amend       messages identify, among other things, the quantity     of paragraph (g), as that paragraph does not
                                              this rule filing to update the proposed rule text to    of the COA-eligible order).                             necessarily describe restrictions on Legging, but
                                              reflect the rule text as amended by that filing.           9 Making both the Display Quantity and Reserve       rather describes additional handling for certain
amozie on DSK3GDR082PROD with NOTICES1




                                                 5 Pursuant to Rule 6.13(c) through (e), complex      Quantity available for execution at the end of a        orders when they Leg into the Simple Book.
                                                                                                                                                                11 See Rule 1.1, paragraph (j) in Order Instruction
                                              orders (including the Display and Reserve               COA is consistent with the definition of the Reserve
                                              Quantities of Complex Reserve Orders) may execute       Order instruction for simple orders, which provides     definition and proposed Rule 6.13(b)(6).
                                              during the COB opening process, against incoming        that both portions are available for potential            12 See Rule 6.13(d)(5) (describing the processing

                                              complex orders, simple orders in the Simple Book        execution against incoming orders. See Rule 1.1,        of COA-Eligible Orders following a COA), (e)
                                              (via Legging), or following a COA (if the complex       paragraph (j) in Order Instruction definition. The      (describing the processing of orders that do not
                                              order is COA-eligible pursuant to Rule 21.20(b)(2)).    proposed rule change provides the entire quantity       initiate COA upon submission to the System or after
                                              Complex Reserve Orders will be COA-eligible,            of a Complex Reserve Order that initiates a COA         resting on the COB), and (i) (describing the
                                              subject to a User’s instructions.                       with an opportunity to execute following a COA.         evaluation process).



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                                                                         Federal Register / Vol. 83, No. 228 / Tuesday, November 27, 2018 / Notices                                              60919

                                              Display Quantity of the Complex                         • Nondisplayed portions of simple                       proposed rule change is consistent with
                                              Reserve Order (which the System will                      orders                                                the Section 6(b)(5) 17 requirement that
                                              cap at the entire size of the Complex                   • Displayed complex orders and COA                      the rules of an exchange not be designed
                                              Reserve Order in the same manner that                     Responses, if applicable                              to permit unfair discrimination between
                                              the System caps COA Responses at the                    • Nondisplayed portions of Complex                      customers, issuers, brokers, or dealers.
                                              size of another type of COA-eligible                      Reserve Orders                                           In particular, the proposed rule
                                              order) will have the opportunity to                       The Exchange believes this is                         change will remove impediments to and
                                              execute against the entire size of the                  reasonable, as it ensures protection of                 perfect the mechanism of a free and
                                              Complex Reserve Order.                                  the leg markets while ensuring system                   open national market system, as well as
                                                 Processing and execution of Complex                  stability. This priority order results in               benefit investors, by providing Users
                                              Reserve Orders will generally occur in                  nondisplayed orders on the Simple                       with additional flexibility to manage
                                              the same manner as other complex                        Book ahead of displayed complex orders                  and display their complex orders and
                                              orders in accordance with current Rule                  on the COB. While the Exchange                          additional control over their executions
                                              6.13(c) through (e), subject to the                     generally prioritizes displayed orders                  on the Exchange. This may encourage
                                              current handling provisions in Rule                     over nondisplayed orders to encourage                   market participants to bring additional
                                              6.13(h).13 Proposed Rule 6.13(h)(4)                     Users to submit displayed liquidity,                    liquidity to the market, which benefits
                                              states that displayed complex orders                    executing complex orders first against                  all investors.
                                              resting on the COB have priority over                   displayed simple orders, second against                    The Exchange notes that Reserve
                                              nondisplayed portions of Complex                        displayed complex orders and COA                        Order functionality is not new or unique
                                              Reserve Orders resting on the COB. This                 responses, third against nondisplayed                   and is already available in a similar
                                              is consistent with the current handling                 portions of simple orders, and fourth                   capacity for simple orders. While the
                                              of simple Reserve Orders.14 The                         against nondisplayed portions of                        Reserve Order functionality is not
                                              proposed rule change also clarifies in                  Complex Reserve Orders would                            currently available for complex orders,
                                              Rule 6.13(d)(5)(A)(i) and (e)(1) that both              significantly increase the complexity of                the Exchange has Reserve Order
                                                                                                      the proposed functionality. The Simple                  functionality for simple orders, which
                                              displayed and nondisplayed orders and
                                                                                                      Book and COB are entirely separate                      functions substantially in the same
                                              quotes in the Simple Book for the
                                                                                                      functioning books, and moving a                         manner as the proposed Complex
                                              individual leg components of the
                                                                                                      complex order back and forth between                    Reserve Order functionality. The
                                              complex order trade before complex
                                                                                                      the two books increases systematic risk                 purpose of a Complex Reserve Order is
                                              orders (both displayed and
                                                                                                      related to Legging. Additionally, this                  the same as the purpose of a simple
                                              nondisplayed orders) resting on the
                                                                                                      would increase the execution time for                   Reserve Order.
                                              COB and COA Responses, if applicable,                                                                              The proposed rule change to only
                                              at the same price when a complex order                  complex orders that are able to Leg,
                                                                                                      which may harm Users. The Exchange                      include the Displayed Quantity of a
                                              Legs into the Simple Book. This is                                                                              Complex Reserve Order in a COA
                                              consistent with current functionality                   believes the need to ensure system
                                                                                                      stability and efficient executions in                   message protects investors, as it is
                                              and current Rules. Specifically, Rule                                                                           consistent with the purpose of a
                                              6.13(d)(5)(A)(i) and (e)(1) states that the             connection with offering the proposed
                                                                                                      functionality to Users outweighs any                    Complex Reserve Order and the
                                              System executes a complex order                                                                                 intention of a User that submits a
                                                                                                      potential benefits of prioritizing all
                                              against orders and quotes in the Simple                                                                         Complex Reserve Order, which is to
                                                                                                      displayed interest ahead of
                                              Book for the individual leg components                                                                          only have a certain specified size
                                                                                                      nondisplayed interest in this context.
                                              of the complex order through Legging,                                                                           publicly displayed. This provides
                                              which the System allocates in                           2. Statutory Basis                                      Complex Reserve Orders with the
                                              accordance with the priority in Rule                       The Exchange believes the proposed                   potential for price improvement in a
                                              6.12(a). Rule 6.12(a) provides that                     rule change is consistent with the                      manner consistent with the objective of
                                              resting orders and quotes are prioritized               Securities Exchange Act of 1934 (the                    a Reserve Order. Therefore, the
                                              according to price and there [sic] are                  ‘‘Act’’) and the rules and regulations                  Exchange believes it is appropriate to
                                              allocated in time priority or on a pro-                 thereunder applicable to the Exchange                   only include the Display Quantity of a
                                              rata basis, and that displayed orders                   and, in particular, the requirements of                 Complex Reserve Order in a COA
                                              have priority over nondisplayed orders.                 Section 6(b) of the Act.15 Specifically,                message.
                                              Therefore, if a complex order Legs in to                the Exchange believes the proposed rule                    The Exchange believes the proposed
                                              the Simple Book, it would execute                       change is consistent with the Section                   rule change regarding how Complex
                                              against displayed and then                              6(b)(5) 16 requirements that the rules of               Reserve Orders Leg into the Simple
                                              nondisplayed resting interest in the                    an exchange be designed to prevent                      Book will benefit investors. The
                                              Simple Book at the applicable price                     fraudulent and manipulative acts and                    proposed rule change is consistent with
                                              before executing against other complex                  practices, to promote just and equitable                the definition of a Reserve Order, which
                                              orders. The proposed rule change adds                   principles of trade, to foster cooperation              states that the entire quantity is eligible
                                              clarity to the priority of resting orders               and coordination with persons engaged                   for potential execution against incoming
                                              when a complex order Legs into the                      in regulating, clearing, settling,                      orders, and thus provides the entire
                                              Simple Book, as well as describes how                   processing information with respect to,                 quantity of a Reserve Order with an
                                              complex reserve orders will be                          and facilitating transactions in                        opportunity to execute against orders
                                              prioritized.                                            securities, to remove impediments to                    and quotes in the Simple Book.
                                                 If a complex order Legs into the                     and perfect the mechanism of a free and                 Additionally, this will maximize the
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                                              Simple Book, the execution priority of                  open market and a national market                       size of resting orders and quotes on the
                                              contra-side interest will be as follows:                system, and, in general, to protect                     Simple Book that may execute when
                                              • Displayed simple orders                               investors and the public interest.                      Complex Reserve Orders Leg into the
                                                                                                      Additionally, the Exchange believes the                 Simple Book. Therefore, the Exchange
                                                13 The proposed rule change also adds headings                                                                believes the proposed rule change may
                                              to the current subparagraphs in paragraph (h).            15 15   U.S.C. 78f(b).
                                                14 See Rule 6.12(a)(3).                                 16 15   U.S.C. 78f(b)(5).                               17 Id.




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                                              60920                         Federal Register / Vol. 83, No. 228 / Tuesday, November 27, 2018 / Notices

                                              increase execution opportunities for                       order handling instructions available                 including whether the proposed rule
                                              both Complex Reserve Orders and                            among the Cboe Affiliated Exchanges.                  change is consistent with the Act.
                                              simple orders and quotes resting on the                                                                          Comments may be submitted by any of
                                                                                                         B. Self-Regulatory Organization’s
                                              Simple Book.                                                                                                     the following methods:
                                                 The Exchange believes the proposed                      Statement on Burden on Competition
                                              rule change related to the priority of                       The Exchange does not believe that                  Electronic Comments
                                              Complex Reserve Orders promotes just                       the proposed rule change will impose                    • Use the Commission’s internet
                                              and equitable principles of trade, as it                   any burden on competition that is not                 comment form (http://www.sec.gov/
                                              is consistent with current priority in the                 necessary or appropriate in furtherance               rules/sro.shtml); or
                                              Simple Book that provides displayed                        of the purposes of the Act. The                         • Send an email to rule-comments@
                                              orders have priority over nondisplayed                     Exchange believes the proposed rule                   sec.gov. Please include File Number SR–
                                              orders. The proposed rule change that                      change will not burden intramarket                    C2–2018–022 on the subject line.
                                              displayed portions of complex orders                       competition because the Reserve Order                 Paper Comments
                                              resting on the COB have priority over                      instruction on complex orders will be
                                              nondisplayed portions of Complex                           available to all market participants.                    • Send paper comments in triplicate
                                              Reserve Orders resting on the COB is                       Additionally, use of the Reserve Order                to Secretary, Securities and Exchange
                                              reasonable, because it is consistent with                  instruction on complex orders is                      Commission, 100 F Street NE,
                                              the current handling of simple Reserve                     voluntary. The Exchange also believes                 Washington, DC 20549–1090.
                                              Orders, as discussed above.                                the proposed rule change will not                     All submissions should refer to File
                                              Additionally, the proposed rule change                     impose any burden on intermarket                      Number SR–C2–2018–022. This file
                                              to clarify that displayed and                              competition because this relates to an                number should be included on the
                                              nondisplayed orders and quotes resting                     instruction on orders that are submitted              subject line if email is used. To help the
                                              on the Simple Book have priority over                      to the Exchange and how the Exchange’s                Commission process and review your
                                              all displayed and nondisplayed orders                      System will handle and execute them.                  comments more efficiently, please use
                                              resting on the COB when a complex                          Additionally, nothing prevents other                  only one method. The Commission will
                                              order Legs into the Simple Book is                         options exchanges that offer complex                  post all comments on the Commission’s
                                              consistent with current functionality                      orders from adopting a Reserve Order                  internet website (http://www.sec.gov/
                                              and current Rules describing how                           functionality for complex orders. The                 rules/sro.shtml). Copies of the
                                              complex orders Leg into the Simple                         Exchange also believes the proposed                   submission, all subsequent
                                              Book. This additional clarity regarding                    rule change will promote competition,                 amendments, all written statements
                                              the order in which resting orders and                      as Complex Reserve Orders will provide                with respect to the proposed rule
                                              quotes on the Simple Book will trade                       Users with additional flexibility to                  change that are filed with the
                                              when a complex order Legs into the                         manage and display their complex                      Commission, and all written
                                              Simple Book benefits investors, as it                      orders and additional control over their              communications relating to the
                                              provides more detail regarding the                         executions on the Exchange. This may                  proposed rule change between the
                                              priority of executions on the Exchange.                    encourage market participants to bring                Commission and any person, other than
                                              The Exchange also believes the                             additional liquidity to the market,                   those that may be withheld from the
                                              proposed priority ensures system                           which benefits all investors.                         public in accordance with the
                                              stability and efficient executions                                                                               provisions of 5 U.S.C. 552, will be
                                              outweighs [sic]. The Exchange notes it                     C. Self-Regulatory Organization’s                     available for website viewing and
                                              is not novel for nondisplayed interest to                  Statement on Comments on the                          printing in the Commission’s Public
                                              trade ahead of displayed interest.18                       Proposed Rule Change Received From                    Reference Room, 100 F Street NE,
                                                 The proposed rule change is generally                   Members, Participants, or Others                      Washington, DC 20549 on official
                                              intended to add certain system                               The Exchange neither solicited nor                  business days between the hours of
                                              functionality to the Exchange’s System                     received comments on the proposed                     10:00 a.m. and 3:00 p.m. Copies of the
                                              in order to provide a consistent                           rule change.                                          filing also will be available for
                                              technology offering for the Cboe                                                                                 inspection and copying at the principal
                                              Affiliated Exchanges, as Cboe Options                      III. Date of Effectiveness of the
                                                                                                         Proposed Rule Change and Timing for                   office of the Exchange. All comments
                                              currently offers (and intends to offer                                                                           received will be posted without change.
                                              following its migration to the same                        Commission Action
                                                                                                                                                               Persons submitting comments are
                                              technology platform as the Exchange)                          Within 45 days of the date of                      cautioned that we do not redact or edit
                                              complex reserve order functionality. A                     publication of this notice in the Federal             personal identifying information from
                                              consistent technology offering, in turn,                   Register or within such longer period                 comment submissions. You should
                                              will simplify the technology                               up to 90 days (i) as the Commission may               submit only information that you wish
                                              implementation, changes, and                               designate if it finds such longer period              to make available publicly. All
                                              maintenance by Users of the Exchange                       to be appropriate and publishes its                   submissions should refer to File
                                              that are also participants on Cboe                         reasons for so finding or (ii) as to which            Number SR–C2–2018–022, and should
                                              Affiliated Exchanges. The proposed rule                    the Exchange consents, the Commission                 be submitted on or before December 18,
                                              change will provide Users with                             will:                                                 2018.
                                              additional flexibility to manage and                          A. by order approve or disapprove
                                              display their orders and control their                     such proposed rule change, or                           For the Commission, by the Division of
                                              executions on the Exchange. This may                                                                             Trading and Markets, pursuant to delegated
                                                                                                            B. institute proceedings to determine
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                                              encourage market participants to bring                                                                           authority.19
                                                                                                         whether the proposed rule change
                                              additional liquidity to the market,                                                                              Brent J. Fields,
                                                                                                         should be disapproved.
                                              which benefits all investors.                                                                                    Secretary.
                                              Additionally, this will provide Users                      IV. Solicitation of Comments                          [FR Doc. 2018–25884 Filed 11–26–18; 8:45 am]
                                              with greater harmonization between the                       Interested persons are invited to                   BILLING CODE 8011–01–P
                                                                                                         submit written data, views, and
                                                18 See   supra note 15 [sic].                            arguments concerning the foregoing,                     19 17   CFR 200.30–3(a)(12).



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Document Created: 2018-11-27 01:25:11
Document Modified: 2018-11-27 01:25:11
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 60916 

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