83_FR_64652 83 FR 64412 - Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Extend the Pilot Period for the Exchange's Retail Liquidity Program Until the Earlier of Approval of the Filing To Make the Program Permanent or June 30, 2019

83 FR 64412 - Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Extend the Pilot Period for the Exchange's Retail Liquidity Program Until the Earlier of Approval of the Filing To Make the Program Permanent or June 30, 2019

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 240 (December 14, 2018)

Page Range64412-64414
FR Document2018-27077

Federal Register, Volume 83 Issue 240 (Friday, December 14, 2018)
[Federal Register Volume 83, Number 240 (Friday, December 14, 2018)]
[Notices]
[Pages 64412-64414]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-27077]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-84767; File No. SR-NYSE-2018-59]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Extend the Pilot Period for the Exchange's Retail Liquidity Program 
Until the Earlier of Approval of the Filing To Make the Program 
Permanent or June 30, 2019

December 10, 2018.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given 
that on November

[[Page 64413]]

30, 2018, New York Stock Exchange LLC (``NYSE'' or ``Exchange'') filed 
with the Securities and Exchange Commission (``Commission'') the 
proposed rule change as described in Items I, II, and III below, which 
Items have been prepared by the self-regulatory organization. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to extend the pilot period for the Exchange's 
Retail Liquidity Program (the ``Retail Liquidity Program'' or the 
``Program''), which is currently scheduled to expire on December 31, 
2018, until the earlier of approval of the filing to make the Program 
permanent or June 30, 2019. The proposed rule change is available on 
the Exchange's website at www.nyse.com, at the principal office of the 
Exchange, and at the Commission's Public Reference Room.

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

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

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

1. Purpose
    The Exchange proposes to extend the pilot period for the Retail 
Liquidity Program, currently scheduled to expire on December 31, 
2018,\4\ until the earlier of approval of the filing to make the 
Program permanent or June 30, 2019.
---------------------------------------------------------------------------

    \4\ See Securities Exchange Act Release No. 83540 (June 28, 
2018), 83 FR 31234 (July 3, 2018) (SR-NYSE-2018-29).
---------------------------------------------------------------------------

Background
    In July 2012, the Commission approved the Retail Liquidity Program 
on a pilot basis.\5\ The Program is designed to attract retail order 
flow to the Exchange, and allows such order flow to receive potential 
price improvement. The Program is currently limited to trades occurring 
at prices equal to or greater than $1.00 per share. Under the Program, 
Retail Liquidity Providers (``RLPs'') are able to provide potential 
price improvement in the form of a non-displayed order that is priced 
better than the Exchange's best protected bid or offer (``PBBO''), 
called a Retail Price Improvement Order (``RPI''). When there is an RPI 
in a particular security, the Exchange disseminates an indicator, known 
as the Retail Liquidity Identifier, indicating that such interest 
exists. Retail Member Organizations (``RMOs'') can submit a Retail 
Order to the Exchange, which would interact, to the extent possible, 
with available contra-side RPIs.
---------------------------------------------------------------------------

    \5\ See Securities Exchange Act Release No. 67347 (July 3, 
2012), 77 FR 40673 (July 10, 2012) (SR-NYSE-2011-55) (``RLP Approval 
Order'').
---------------------------------------------------------------------------

    The Retail Liquidity Program was approved by the Commission on a 
pilot basis. Pursuant to NYSE Rule 107C(m), the pilot period for the 
Program is scheduled to end on December 31, 2018.
Proposal To Extend the Operation of the Program
    The Exchange established the Retail Liquidity Program in an attempt 
to attract retail order flow to the Exchange by potentially providing 
price improvement to such order flow. The Exchange believes that the 
Program promotes competition for retail order flow by allowing Exchange 
members to submit RPIs to interact with Retail Orders. Such competition 
has the ability to promote efficiency by facilitating the price 
discovery process and generating additional investor interest in 
trading securities, thereby promoting capital formation. The Exchange 
believes that extending the pilot is appropriate because it will allow 
the Exchange and the Commission additional time to analyze data 
regarding the Program that the Exchange has committed to provide and 
consider the Exchange's filing to make the filing permanent.\6\ As 
such, the Exchange believes that it is appropriate to extend the 
current operation of the Program.\7\ Through this filing, the Exchange 
seeks to amend NYSE Rule 107C(m) \8\ and extend the current pilot 
period of the Program until the earlier of approval of the filing to 
make the Program permanent or June 30, 2019.
---------------------------------------------------------------------------

    \6\ See id. at 40681; see also SR-NYSE-2018-28 (filing to make 
Rule 107C, which sets forth the Exchange's Retail Liquidity Program, 
permanent).
    \7\ Concurrently with this filing, the Exchange has submitted a 
request for an extension of the exemption under Regulation NMS Rule 
612 previously granted by the Commission that permits it to accept 
and rank the undisplayed RPIs. See Letter from Martha Redding, 
Associate General Counsel and Asst. Corporate Secretary, NYSE Group, 
Inc., to Brent J. Fields, Secretary, Securities and Exchange 
Commission, dated November 30, 2018.
    \8\ The Exchange notes that the proposed amendment to Rule 
107C(m) would amend the current version of Rule 107C(m), which the 
Exchange also proposes to amend as part of the Exchange's filing to 
make Rule 107C permanent. See SR-NYSE-2018-28.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\9\ in general, and furthers the 
objectives of Section 6(b)(5) of the Act,\10\ in particular, in that it 
is designed to promote just and equitable principles of trade, to 
remove impediments to and perfect the mechanism of a free and open 
market and a national market system, and, in general, to protect 
investors and the public interest.
---------------------------------------------------------------------------

    \9\ 15 U.S.C. 78f(b).
    \10\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

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

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

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

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

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

[[Page 64414]]

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

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \11\ and Rule 19b-4(f)(6) thereunder.\12\ 
Because the proposed rule change does not: (i) Significantly affect the 
protection of investors or the public interest; (ii) impose any 
significant burden on competition; and (iii) become operative prior to 
30 days from the date on which it was filed, or such shorter time as 
the Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder.
---------------------------------------------------------------------------

    \11\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \12\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------

    A proposed rule change filed under Rule 19b-4(f)(6) \13\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\14\ the Commission 
may designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange has asked 
the Commission to waive the 30-day operative delay so that the proposal 
may become operative immediately upon filing.
---------------------------------------------------------------------------

    \13\ 17 CFR 240.19b-4(f)(6).
    \14\ 17 CFR 240.19b-4(f)(6)(iii).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \15\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
---------------------------------------------------------------------------

    \15\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSE-2018-59 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-NYSE-2018-59. 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-NYSE-2018-59 and should be submitted on 
or before January 4, 2019.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\16\
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    \16\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2018-27077 Filed 12-13-18; 8:45 am]
 BILLING CODE 8011-01-P



                                              64412                        Federal Register / Vol. 83, No. 240 / Friday, December 14, 2018 / Notices

                                              it could create a burden on competition                 Guide would facilitate Participants’                      only one method. The Commission will
                                              by negatively affecting such                            understanding of the Fee Guide and                        post all comments on the Commission’s
                                              Participants’ operating costs. However,                 their obligations thereunder, and so                      internet website (http://www.sec.gov/
                                              DTC believes that the burden on                         would not affect the rights and                           rules/sro.shtml). Copies of the
                                              competition would not be significant                    obligations of any Participant or other                   submission, all subsequent
                                              and would be necessary and appropriate                  interested party. Therefore, DTC                          amendments, all written statements
                                              in furtherance of the purposes of the                   believes that each of the proposed                        with respect to the proposed rule
                                              Act, as permitted by Section 17A(b)(3)(I)               clarifications to the Fee Guide, as                       change that are filed with the
                                              of the Act.58                                           described in Item II(A)1(ii)F (Clarify the                Commission, and all written
                                                 Burden on Competition Would Not Be                   Fee Guide), would not have an impact                      communications relating to the
                                              Significant. DTC believes that any                      on competition.                                           proposed rule change between the
                                              burden on competition that may be                                                                                 Commission and any person, other than
                                              imposed by the proposed increase of the                 (C) Clearing Agency’s Statement on                        those that may be withheld from the
                                              surcharge for the late submission of a                  Comments on the Proposed Rule                             public in accordance with the
                                              LOR or BLOR would be insignificant                      Change Received From Members,                             provisions of 5 U.S.C. 552, will be
                                              because (1) the increase would be a                     Participants, or Others                                   available for website viewing and
                                              modest amount ($100) that would only                      Written comments relating to this                       printing in the Commission’s Public
                                              apply when a Participant submits a late                 proposed rule change have not been                        Reference Room, 100 F Street NE,
                                              LOR or BLOR, and (2) a Participant can                  solicited or received. DTC will notify                    Washington, DC 20549 on official
                                              avoid the surcharge by submitting the                   the Commission of any written                             business days between the hours of
                                              LOR or BLOR on time.                                    comments received by DTC.                                 10:00 a.m. and 3:00 p.m. Copies of the
                                                 Burden on Competition Would Be                                                                                 filing also will be available for
                                              Necessary and Appropriate. DTC                          III. Date of Effectiveness of the                         inspection and copying at the principal
                                              believes that any insignificant burden                  Proposed Rule Change, and Timing for                      office of DTC and on DTCC’s website
                                              on competition that is created by the                   Commission Action                                         (http://dtcc.com/legal/sec-rule-
                                              proposed increase of the surcharge for                     The foregoing rule change has become                   filings.aspx). All comments received
                                              the late submission of a LOR or BLOR                    effective pursuant to Section 19(b)(3)(A)                 will be posted without change. Persons
                                              would be necessary and appropriate in                   of the Act 66 and paragraph (f) of Rule                   submitting comments are cautioned that
                                              furtherance of the purposes of the Act,                 19b–4 thereunder.67 At any time within                    we do not redact or edit personal
                                              as permitted by Section 17A(b)(3)(I) of                 60 days of the filing of the proposed rule                identifying information from comment
                                              the Act.59 As discussed above, DTC                      change, the Commission summarily may                      submissions. You should submit only
                                              believes that the proposed rule changes                 temporarily suspend such rule change if                   information that you wish to make
                                              would (1) provide for the equitable                     it appears to the Commission that such                    available publicly. All submissions
                                              allocation of reasonable fees,60 as                     action is necessary or appropriate in the                 should refer to File Number SR–DTC–
                                              required by Section 17A(b)(3)(D) of the                 public interest, for the protection of                    2018–011 and should be submitted on
                                              Act,61 and (2) promote the prompt and                   investors, or otherwise in furtherance of                 or before January 4, 2019.
                                              accurate clearance and settlement of                    the purposes of the Act.                                    For the Commission, by the Division of
                                              securities transactions,62 consistent                                                                             Trading and Markets, pursuant to delegated
                                              with Section 17A(b)(3)(F) of the Act.63                 IV. Solicitation of Comments
                                                                                                                                                                authority.68
                                              Therefore, DTC believes that any                          Interested persons are invited to                       Eduardo A. Aleman,
                                              insignificant burden on competition that                submit written data, views and                            Deputy Secretary.
                                              may be imposed by the proposed rule                     arguments concerning the foregoing,                       [FR Doc. 2018–27078 Filed 12–13–18; 8:45 am]
                                              changes addressed immediately above                     including whether the proposed rule
                                                                                                                                                                BILLING CODE 8011–01–P
                                              would be necessary and appropriate in                   change is consistent with the Act.
                                              furtherance of the purposes of the Act,                 Comments may be submitted by any of
                                              specifically Section 17A(b)(3)(D) of the                the following methods:                                    SECURITIES AND EXCHANGE
                                              Act and Section 17A(b)(3)(F) of the Act,                                                                          COMMISSION
                                              respectively, as permitted by Section                   Electronic Comments
                                              17A(b)(3)(I) of the Act.64                                • Use the Commission’s internet                         [Release No. 34–84767; File No. SR–NYSE–
                                                                                                      comment form (http://www.sec.gov/                         2018–59]
                                              (iv) Clarify the Fee Guide
                                                                                                      rules/sro.shtml); or
                                                 No Impact on Competition. DTC                          • Send an email to rule-comments@                       Self-Regulatory Organizations; New
                                              believes that each of the proposed                      sec.gov. Please include File Number SR–                   York Stock Exchange LLC; Notice of
                                              clarifications to the Fee Guide, as                     DTC–2018–011 on the subject line.                         Filing and Immediate Effectiveness of
                                              described in Item II(A)1(ii)F (Clarify the                                                                        Proposed Rule Change To Extend the
                                              Fee Guide), would not have an impact                    Paper Comments                                            Pilot Period for the Exchange’s Retail
                                              on competition.65 Each of these changes                   • Send paper comments in triplicate                     Liquidity Program Until the Earlier of
                                              would amend certain headings, fee                       to Secretary, Securities and Exchange                     Approval of the Filing To Make the
                                              names, and fee conditions to improve                    Commission, 100 F Street NE,                              Program Permanent or June 30, 2019
                                              the accuracy and clarity of the Fee                     Washington, DC 20549.                                     December 10, 2018.
                                              Guide. Having an accurate and clear Fee                 All submissions should refer to File                         Pursuant to Section 19(b)(1) 1 of the
                                                                                                      Number SR–DTC–2018–011. This file                         Securities Exchange Act of 1934
amozie on DSK3GDR082PROD with NOTICES1




                                                58 Id.
                                                59 Id.
                                                                                                      number should be included on the                          (‘‘Act’’) 2 and Rule 19b–4 thereunder,3
                                                60 See  supra Item II(A)2(i)C.
                                                                                                      subject line if email is used. To help the                notice is hereby given that on November
                                                61 15  U.S.C. 78q–1(b)(3)(D).                         Commission process and review your
                                                62 See supra Item II(A)2(ii)C.                        comments more efficiently, please use                       68 17 CFR 200.30–3(a)(12).
                                                63 15 U.S.C. 78q–1(b)(3)(F).                                                                                      1 15 U.S.C. 78s(b)(1).
                                                64 15 U.S.C. 78q–1(b)(3)(I).                            66 15   U.S.C. 78s(b)(3)(A).                              2 15 U.S.C. 78a.
                                                65 Id.                                                  67 17   CFR 240.19b–4(f).                                 3 17 CFR 240.19b–4.




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                                                                          Federal Register / Vol. 83, No. 240 / Friday, December 14, 2018 / Notices                                                    64413

                                              30, 2018, New York Stock Exchange                       the Exchange, and allows such order                      current pilot period of the Program until
                                              LLC (‘‘NYSE’’ or ‘‘Exchange’’) filed with               flow to receive potential price                          the earlier of approval of the filing to
                                              the Securities and Exchange                             improvement. The Program is currently                    make the Program permanent or June
                                              Commission (‘‘Commission’’) the                         limited to trades occurring at prices                    30, 2019.
                                              proposed rule change as described in                    equal to or greater than $1.00 per share.
                                              Items I, II, and III below, which Items                 Under the Program, Retail Liquidity                      2. Statutory Basis
                                              have been prepared by the self-                         Providers (‘‘RLPs’’) are able to provide                    The Exchange believes that the
                                              regulatory organization. The                            potential price improvement in the form                  proposed rule change is consistent with
                                              Commission is publishing this notice to                 of a non-displayed order that is priced                  Section 6(b) of the Act,9 in general, and
                                              solicit comments on the proposed rule                   better than the Exchange’s best                          furthers the objectives of Section 6(b)(5)
                                              change from interested persons.                         protected bid or offer (‘‘PBBO’’), called                of the Act,10 in particular, in that it is
                                                                                                      a Retail Price Improvement Order                         designed to promote just and equitable
                                              I. Self-Regulatory Organization’s
                                                                                                      (‘‘RPI’’). When there is an RPI in a                     principles of trade, to remove
                                              Statement of the Terms of Substance of
                                                                                                      particular security, the Exchange                        impediments to and perfect the
                                              the Proposed Rule Change
                                                                                                      disseminates an indicator, known as the                  mechanism of a free and open market
                                                 The Exchange proposes to extend the                  Retail Liquidity Identifier, indicating                  and a national market system, and, in
                                              pilot period for the Exchange’s Retail                  that such interest exists. Retail Member                 general, to protect investors and the
                                              Liquidity Program (the ‘‘Retail Liquidity               Organizations (‘‘RMOs’’) can submit a                    public interest.
                                              Program’’ or the ‘‘Program’’), which is                 Retail Order to the Exchange, which                         The Exchange believes that extending
                                              currently scheduled to expire on                        would interact, to the extent possible,                  the pilot period for the Retail Liquidity
                                              December 31, 2018, until the earlier of                 with available contra-side RPIs.                         Program is consistent with these
                                              approval of the filing to make the                         The Retail Liquidity Program was                      principles because the Program is
                                              Program permanent or June 30, 2019.                     approved by the Commission on a pilot                    reasonably designed to attract retail
                                              The proposed rule change is available                   basis. Pursuant to NYSE Rule 107C(m),                    order flow to the exchange environment,
                                              on the Exchange’s website at                            the pilot period for the Program is                      while helping to ensure that retail
                                              www.nyse.com, at the principal office of                scheduled to end on December 31, 2018.                   investors benefit from the better price
                                              the Exchange, and at the Commission’s                                                                            that liquidity providers are willing to
                                              Public Reference Room.                                  Proposal To Extend the Operation of the
                                                                                                      Program                                                  give their orders. Additionally, as
                                              II. Self-Regulatory Organization’s                                                                               previously noted, the competition
                                                                                                         The Exchange established the Retail
                                              Statement of the Purpose of, and                                                                                 promoted by the Program may facilitate
                                                                                                      Liquidity Program in an attempt to
                                              Statutory Basis for, the Proposed Rule                                                                           the price discovery process and
                                                                                                      attract retail order flow to the Exchange
                                              Change                                                  by potentially providing price                           potentially generate additional investor
                                                 In its filing with the Commission, the               improvement to such order flow. The                      interest in trading securities. The
                                              self-regulatory organization included                   Exchange believes that the Program                       extension of the pilot period will allow
                                              statements concerning the purpose of,                   promotes competition for retail order                    the Commission and the Exchange to
                                              and basis for, the proposed rule change                 flow by allowing Exchange members to                     continue to monitor the Program for its
                                              and discussed any comments it received                  submit RPIs to interact with Retail                      potential effects on public price
                                              on the proposed rule change. The text                   Orders. Such competition has the ability                 discovery, and on the broader market
                                              of those statements may be examined at                  to promote efficiency by facilitating the                structure.
                                              the places specified in Item IV below.                  price discovery process and generating                   B. Self-Regulatory Organization’s
                                              The Exchange has prepared summaries,                    additional investor interest in trading                  Statement on Burden on Competition
                                              set forth in sections A, B, and C below,                securities, thereby promoting capital
                                              of the most significant parts of such                   formation. The Exchange believes that                      The Exchange does not believe that
                                              statements.                                             extending the pilot is appropriate                       the proposed rule change will impose
                                                                                                      because it will allow the Exchange and                   any burden on competition that is not
                                              A. Self-Regulatory Organization’s                                                                                necessary or appropriate in furtherance
                                              Statement of the Purpose of, and the                    the Commission additional time to
                                                                                                      analyze data regarding the Program that                  of the purposes of the Act. The
                                              Statutory Basis for, the Proposed Rule                                                                           proposed rule change simply extends an
                                              Change                                                  the Exchange has committed to provide
                                                                                                      and consider the Exchange’s filing to                    established pilot program for an
                                              1. Purpose                                              make the filing permanent.6 As such,                     additional six months, thus allowing the
                                                                                                      the Exchange believes that it is                         Retail Liquidity Program to enhance
                                                 The Exchange proposes to extend the
                                                                                                      appropriate to extend the current                        competition for retail order flow and
                                              pilot period for the Retail Liquidity
                                                                                                      operation of the Program.7 Through this                  contribute to the public price discovery
                                              Program, currently scheduled to expire
                                                                                                      filing, the Exchange seeks to amend                      process.
                                              on December 31, 2018,4 until the earlier
                                              of approval of the filing to make the                   NYSE Rule 107C(m) 8 and extend the                       C. Self-Regulatory Organization’s
                                              Program permanent or June 30, 2019.                                                                              Statement on Comments on the
                                                                                                         6 See id. at 40681; see also SR–NYSE–2018–28
                                                                                                                                                               Proposed Rule Change Received From
                                              Background                                              (filing to make Rule 107C, which sets forth the
                                                                                                      Exchange’s Retail Liquidity Program, permanent).         Members, Participants, or Others
                                                In July 2012, the Commission                             7 Concurrently with this filing, the Exchange has
                                              approved the Retail Liquidity Program                   submitted a request for an extension of the
                                                                                                                                                                 No written comments were solicited
                                              on a pilot basis.5 The Program is                       exemption under Regulation NMS Rule 612                  or received with respect to the proposed
amozie on DSK3GDR082PROD with NOTICES1




                                              designed to attract retail order flow to                previously granted by the Commission that permits        rule change.
                                                                                                      it to accept and rank the undisplayed RPIs. See
                                                                                                      Letter from Martha Redding, Associate General
                                                 4 See Securities Exchange Act Release No. 83540
                                                                                                      Counsel and Asst. Corporate Secretary, NYSE              current version of Rule 107C(m), which the
                                              (June 28, 2018), 83 FR 31234 (July 3, 2018) (SR–        Group, Inc., to Brent J. Fields, Secretary, Securities   Exchange also proposes to amend as part of the
                                              NYSE–2018–29).                                          and Exchange Commission, dated November 30,              Exchange’s filing to make Rule 107C permanent.
                                                 5 See Securities Exchange Act Release No. 67347      2018.                                                    See SR–NYSE–2018–28.
                                                                                                                                                                 9 15 U.S.C. 78f(b).
                                              (July 3, 2012), 77 FR 40673 (July 10, 2012) (SR–           8 The Exchange notes that the proposed

                                              NYSE–2011–55) (‘‘RLP Approval Order’’).                 amendment to Rule 107C(m) would amend the                  10 15 U.S.C. 78f(b)(5).




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                                              64414                        Federal Register / Vol. 83, No. 240 / Friday, December 14, 2018 / Notices

                                              III. Date of Effectiveness of the                         • Send an email to rule-comments@                    SECURITIES AND EXCHANGE
                                              Proposed Rule Change and Timing for                     sec.gov. Please include File Number SR–                COMMISSION
                                              Commission Action                                       NYSE–2018–59 on the subject line.
                                                                                                                                                             [Release No. 34–84766; File No. SR–NYSE–
                                                 The Exchange has filed the proposed                  Paper Comments                                         2018–28]
                                              rule change pursuant to Section
                                              19(b)(3)(A)(iii) of the Act 11 and Rule                   • Send paper comments in triplicate                  Self-Regulatory Organizations; New
                                              19b–4(f)(6) thereunder.12 Because the                   to Secretary, Securities and Exchange                  York Stock Exchange LLC; Notice of
                                              proposed rule change does not: (i)                      Commission, 100 F Street NE,                           Designation of Longer Period for
                                              Significantly affect the protection of                  Washington, DC 20549–1090.                             Commission Action on Proceedings To
                                              investors or the public interest; (ii)                                                                         Determine Whether To Approve or
                                              impose any significant burden on                        All submissions should refer to File                   Disapprove a Proposed Rule To Make
                                              competition; and (iii) become operative                 Number SR–NYSE–2018–59. This file                      Permanent the Retail Liquidity
                                              prior to 30 days from the date on which                 number should be included on the                       Program Pilot, Which is Set To Expire
                                              it was filed, or such shorter time as the               subject line if email is used. To help the             on December 31, 2018
                                              Commission may designate, if                            Commission process and review your
                                                                                                                                                             December 10, 2018.
                                              consistent with the protection of                       comments more efficiently, please use
                                                                                                                                                                On June 4, 2018, New York Stock
                                              investors and the public interest, the                  only one method. The Commission will                   Exchange LLC (‘‘Exchange’’) filed with
                                              proposed rule change has become                         post all comments on the Commission’s                  the Securities and Exchange
                                              effective pursuant to Section 19(b)(3)(A)               internet website (http://www.sec.gov/                  Commission (‘‘Commission’’), pursuant
                                              of the Act and Rule 19b–4(f)(6)(iii)                    rules/sro.shtml). Copies of the                        to Section 19(b)(1) of the Securities
                                              thereunder.                                             submission, all subsequent                             Exchange Act of 1934 (‘‘Exchange
                                                 A proposed rule change filed under                   amendments, all written statements                     Act’’) 1 and Rule 19b–4 thereunder,2 a
                                              Rule 19b–4(f)(6) 13 normally does not                   with respect to the proposed rule                      proposed rule change to make
                                              become operative prior to 30 days after                 change that are filed with the                         permanent the Exchange’s Retail
                                              the date of the filing. However, pursuant
                                                                                                      Commission, and all written                            Liquidity Program Pilot (‘‘Program’’).
                                              to Rule 19b–4(f)(6)(iii),14 the
                                                                                                      communications relating to the                         The proposed rule change was
                                              Commission may designate a shorter
                                                                                                      proposed rule change between the                       published for comment in the Federal
                                              time if such action is consistent with the
                                                                                                      Commission and any person, other than                  Register on June 21, 2018.3 On July 31,
                                              protection of investors and the public
                                                                                                      those that may be withheld from the                    2018, the Commission designated a
                                              interest. The Exchange has asked the                                                                           longer period within which to approve
                                              Commission to waive the 30-day                          public in accordance with the
                                                                                                      provisions of 5 U.S.C. 552, will be                    the proposed rule change, disapprove
                                              operative delay so that the proposal may                                                                       the proposed rule change, or institute
                                              become operative immediately upon                       available for website viewing and
                                                                                                      printing in the Commission’s Public                    proceedings to determine whether to
                                              filing.                                                                                                        disapprove the proposed rule change.4
                                                 At any time within 60 days of the                    Reference Room, 100 F Street NE,
                                                                                                                                                             On September 18, 2018, the
                                              filing of such proposed rule change, the                Washington, DC 20549, on official
                                                                                                                                                             Commission instituted proceedings
                                              Commission summarily may                                business days between the hours of
                                                                                                                                                             under Section 19(b)(2)(B) of the Act 5 to
                                              temporarily suspend such rule change if                 10:00 a.m. and 3:00 p.m. Copies of the
                                                                                                                                                             determine whether to approve or
                                              it appears to the Commission that such                  filing also will be available for                      disapprove the proposed rule change.6
                                              action is necessary or appropriate in the               inspection and copying at the principal                The Commission received no comment
                                              public interest, for the protection of                  office of the Exchange. All comments                   letters on the proposed rule change.
                                              investors, or otherwise in furtherance of               received will be posted without change.                   Section 19(b)(2) of the Act 7 provides
                                              the purposes of the Act. If the                         Persons submitting comments are                        that, after initiating proceedings, the
                                              Commission takes such action, the                       cautioned that we do not redact or edit                Commission shall issue an order
                                              Commission shall institute proceedings                  personal identifying information from                  approving or disapproving the proposed
                                              under Section 19(b)(2)(B) 15 of the Act to              comment submissions. You should                        rule change not later than 180 days after
                                              determine whether the proposed rule                     submit only information that you wish                  the date of publication of notice of filing
                                              change should be approved or                            to make available publicly. All                        of the proposed rule change. The
                                              disapproved.                                                                                                   Commission may, however, extend the
                                                                                                      submissions should refer to File
                                              IV. Solicitation of Comments                            Number SR–NYSE–2018–59 and should                      period for issuing an order approving or
                                                Interested persons are invited to                     be submitted on or before January 4,                   disapproving the proposed rule change
                                              submit written data, views, and                         2019.                                                  by not more than 60 days if the
                                              arguments concerning the foregoing,                                                                            Commission determines that a longer
                                                                                                        For the Commission, by the Division of
                                              including whether the proposed rule                                                                            period is appropriate and publishes the
                                                                                                      Trading and Markets, pursuant to delegated
                                              change is consistent with the Act.                      authority.16                                             1 15  U.S.C. 78s(b)(1).
                                              Comments may be submitted by any of                     Eduardo A. Aleman,                                       2 17  CFR 240.19b–4.
                                              the following methods:                                                                                            3 See Securities Exchange Act Release No. 83454
                                                                                                      Deputy Secretary.
                                              Electronic Comments                                                                                            (June 15, 2018), 83 FR 28874 (‘‘Notice’’).
                                                                                                      [FR Doc. 2018–27077 Filed 12–13–18; 8:45 am]              4 See Securities Exchange Act Release No. 83749,

                                                • Use the Commission’s internet                       BILLING CODE 8011–01–P                                 83 FR 38393 (August 6, 2018). The Commission
amozie on DSK3GDR082PROD with NOTICES1




                                              comment form (http://www.sec.gov/                                                                              designated September 19, 2018, as the date by
                                                                                                                                                             which the Commission shall approve or disapprove,
                                              rules/sro.shtml); or                                                                                           or institute proceedings to determine whether to
                                                                                                                                                             disapprove, the proposed rule change.
                                                11 15 U.S.C. 78s(b)(3)(A)(iii).                                                                                 5 15 U.S.C. 78s(b)(2)(B).
                                                12 17 CFR 240.19b–4(f)(6).                                                                                      6 See Securities Exchange Act Release No. 84183,
                                                13 17 CFR 240.19b–4(f)(6).
                                                                                                                                                             83 FR 48350 (September 24, 2018) (‘‘Order
                                                14 17 CFR 240.19b–4(f)(6)(iii).                                                                              Instituting Proceedings’’).
                                                15 15 U.S.C. 78s(b)(2)(B).                              16 17   CFR 200.30–3(a)(12).                            7 15 U.S.C. 78s(b)(2).




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Document Created: 2018-12-14 03:49:42
Document Modified: 2018-12-14 03:49:42
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 64412 

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