80860 Federal Register / Vol. 85, No. 240 / Monday, December 14, 2020 / Notices 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Exchange Rule 1901. 

4See Cboe Global Markets, U.S Equities Market 

Volume Summary, available at https://

markets.cboe.com/us/equities/market_share/. 

5See FINRA ATS Transparency Data, available at 

https://otctransparency.finra.org/otctransparency/ 

AtsIssueData. A list of alternative trading systems 

registered with the Commission is available at 

https://www.sec.gov/foia/docs/atslist.htm. 

6See supra note 4. 

7See Securities Exchange Act Release No. 90555 

(December 3, 2020) (SR–MEMX–2020–14) (filed 

November 30, 2020). 

8See SR–PEARL–2020–32 (filed December 2, 

2020), available at https://www.miaxoptions.com/ 

sites/default/files/filing-files/SR_PEARL_2020_32. 

9See Members Exchange, LLC (‘‘MEMX’’) Trader 

Alert 20–13: Fee Schedule Updates Effective 

December 4, 2020 available at https://

info.memxtrading.com/trader-alert-20-13-feeschedule-updates-effective-december-4-2020/. 

STATUS: This meeting will be closed to 

the public. 

MATTERS TO BE CONSIDERED: 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the closed meeting. Certain 

staff members who have an interest in 

the matters also may be present. 

In the event that the time, date, or 

location of this meeting changes, an 

announcement of the change, along with 

the new time, date, and/or place of the 

meeting will be posted on the 

Commission’s website at https://

www.sec.gov. 

The General Counsel of the 

Commission, or his designee, has 

certified that, in his opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(3), (5), (6), (7), (8), 9(B) 

and (10) and 17 CFR 200.402(a)(3), 

(a)(5), (a)(6), (a)(7), (a)(8), (a)(9)(ii) and 

(a)(10), permit consideration of the 

scheduled matters at the closed meeting. 

The subject matter of the closed 

meeting will consist of the following 

topic: 

Institution and settlement of 

injunctive actions; 

Institution and settlement of 

administrative proceedings; 

Resolution of litigation claims; and 

Other matters relating to enforcement 

proceedings; and 

Disclosure of non-public information. 

At times, changes in Commission 

priorities require alterations in the 

scheduling of meeting agenda items that 

may consist of adjudicatory, 

examination, litigation, or regulatory 

matters. 

CONTACT PERSON FOR MORE INFORMATION: 

For further information; please contact 

Vanessa A. Countryman from the Office 

of the Secretary at (202) 551–5400. 

Dated: December 9, 2020. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2020–27499 Filed 12–10–20; 11:15 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90591; File No. SR– 

PEARL–2020–34] 

Self-Regulatory Organizations; MIAX 

PEARL, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend the Equities 

Fee Schedule 

December 8, 2020. 

Pursuant to the provisions of Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 notice is hereby given that 

on December 4, 2020, MIAX PEARL, 

LLC (‘‘MIAX PEARL’’ or ‘‘Exchange’’) 

filed with the Securities and Exchange 

Commission (‘‘Commission’’) a 

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. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange is filing a proposal to 

amend the fee schedule applicable for 

MIAX PEARL Equities, an equities 

trading facility of the Exchange (the 

‘‘Fee Schedule’’).3 The proposed 

changes are scheduled to become 

operative on December 4, 2020. 

The text of the proposed rule change 

is available on the Exchange’s website at 

http://www.miaxoptions.com/rulefilings/pearl at MIAX PEARL’s principal 

office, and at the Commission’s Public 

Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of the proposed rule 

change is to amend the Fee Schedule 

applicable to MIAX PEARL Equities to 

amend pricing for securities priced 

below $1.00 that are executed on MIAX 

PEARL Equities. 

The Exchange operates in a highly 

competitive market in which market 

participants can readily direct order 

flow to competing venues if they deem 

fee levels at a particular venue to be 

excessive or rebates/incentives to be 

insufficient. More specifically, the 

Exchange is only one of several equities 

venues (including both registered 

exchanges and various alternative 

trading systems) to which market 

participants may direct their order flow 

and execute their trades. Indeed, equity 

trading is currently dispersed across 16 

exchanges,4 31 alternative trading 

systems,5 and numerous broker-dealer 

internalizers and wholesalers, all 

competing for order flow. Based on 

publicly available information, no single 

registered equities exchange currently 

has more than approximately 20% of 

total market share.6 Thus, in such a lowconcentrated and highly competitive 

market, no single equities trading venue 

possesses significant pricing power in 

the execution of trades, and, the 

Exchange currently represents a very 

small percentage of the overall market. 

The purpose of this proposed fee 

change is for business and competitive 

reasons. As a new entrant into the 

equities market, the Exchange initially 

adopted a fee structure that provided 

that orders in securities priced below 

$1.00 would be free that executed at 

MIAX PEARL Equities, regardless of 

whether they add or remove liquidity to 

encourage market participants to submit 

orders to the Exchange. In response to 

competitive forces,7 the Exchange 

recently adopted fees and rebates for 

securities priced below $1.00 where it 

charges a standard fee of 0.30% of the 

total dollar value of any transaction in 

securities priced below $1.00 that 

removes liquidity from MIAX PEARL 

Equities and provides a standard rebate 

of 0.30% of the total dollar value of any 

transaction in securities priced below 

$1.00 that adds displayed or nondisplayed liquidity to MIAX PEARL 

Equities.8

Again in response to competitive 

forces,9 the Exchange proposes herein to 

lower both the fee and rebate for 

securities priced below $1.00. 

Specifically, the Exchange now 


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Federal Register / Vol. 85, No. 240 / Monday, December 14, 2020 / Notices 80861 

10The term ‘‘Equity Member’’ means a Member 

authorized by the Exchange to transact business on 

MIAX PEARL Equities. See Exchange Rule 1901. 

11 15 U.S.C. 78f(b). 

12 15 U.S.C. 78f(b)(4) and (5). 

13See supra note 9. 

14See, e.g., the Cboe EDGX equities trading fee 

schedule on its public website (available at https:// 

markets.cboe.com/us/equities/membership/fee_

schedule/edgx/), which reflects a rebate of $0.00009 

per share for liquidity-adding transactions in 

securities priced below $1.00 per share; the NYSE 

Arca equities trading fee schedule on its public 

website (available at https://www.nyse.com/ 

publicdocs/nyse/markets/nysearca/NYSE_Arca_

Marketplace_Fees.pdf), which reflects a rebate of 

$0.00004 per share for liquidity-adding transactions 

in securities priced below $1.00 per share. 15See supra note 9. 

proposes to charge a standard fee of 

0.05% of the total dollar value of any 

transaction in securities priced below 

$1.00 that removes liquidity from MIAX 

PEARL Equities. The Exchange also now 

proposes to provide a standard rebate of 

0.05% of the total dollar value of any 

transaction in securities priced below 

$1.00 that adds displayed or nondisplayed liquidity to MIAX PEARL 

Equities. 

The rebate proposed herein for 

executed orders that add liquidity in 

securities priced below $1.00 continues 

to be intended to increase order flow in 

securities priced below $1.00 to MIAX 

PEARL Equities by incentivizing Equity 

Members 10 to increase the liquidityproviding orders in securities priced 

below $1.00 they submit to MIAX 

PEARL Equities, which would support 

price discovery on MIAX PEARL 

Equities and provide additional 

liquidity for incoming orders. However, 

the Exchange now seeks to lower the fee 

to remove liquidity in securities priced 

below $1.00 on MIAX PEARL Equities 

to attract additional incoming orders 

that seek to remove liquidity with a 

corresponding change to similarly lower 

the rebate to add liquidity in securities 

priced below $1.00. As a result, the 

lower fee proposed herein for executed 

orders that remove liquidity from MIAX 

PEARL Equities continues to be 

intended to directly offset the newly 

proposed rebate provided for executed 

orders that add liquidity in securities 

priced below $1.00 so that MIAX 

PEARL Equities may continue to remain 

revenue neutral with respect to such 

transactions while attempting to 

compete with other venues to attract 

this order flow. 

The proposed fee change will become 

effective on December 4, 2020. The 

Exchange does not propose any other 

changes to the MIAX PEARL Equities 

Fee Schedule. 

2. Statutory Basis 

The Exchange believes that its 

proposal to amend its Fee Schedule is 

consistent with Section 6(b) of the Act 11

in general, and furthers the objectives of 

Section 6(b)(4) of the Act 12 in 

particular, in that it is an equitable 

allocation of reasonable fees and other 

charges among its members and issuers 

and other persons using its facilities. As 

discussed above, the Exchange operates 

in a highly fragmented and competitive 

market. The Commission has repeatedly 

expressed its preference for competition 

over regulatory intervention in 

determining prices, products, and 

services in the securities markets. 

Market participants can readily direct 

order flow to competing venues if they 

deem fee levels at a particular venue to 

be excessive or rebates/incentives to be 

insufficient. The Exchange believes that 

the Fee Schedule reflects a simple and 

competitive pricing structure, which is 

designed to incentivize market 

participants to add aggressively priced 

displayed liquidity and direct their 

order flow to the Exchange. The 

Exchange believes the proposed rebate 

and fee structure for orders that add or 

remove liquidity in securities priced 

below $1.00 would continue to 

incentivize submission of additional 

liquidity in securities priced below 

$1.00, thereby promoting price 

discovery and deepen liquidity, 

enhancing order execution 

opportunities for all Equity Members 

and investors. 

In particular, the Exchange believes 

that the proposed rebate for orders that 

add liquidity in securities priced below 

$1.00 is reasonable because it would 

continue to incentivize Equity Members 

to direct more order flow in securities 

priced below $1.00 to the Exchange. The 

Exchange notes that one other exchange 

provides the same rebate as proposed 

herein,13 and other exchanges provide 

rebates for liquidity-adding transactions 

in securities priced below $1.00, but 

that these are denominated in dollar 

amounts per share rather than a 

percentage of the total dollar amount of 

the transaction.14 The Exchange expects 

that the proposed rebate for orders that 

add liquidity in securities priced below 

$1.00, albeit lower than that previously 

in place, would continue to typically 

result in a higher overall credit for a 

given transaction than the rebates 

offered by other exchanges, although the 

Exchange notes that it may also result in 

a lower overall credit for such 

transactions depending on the number 

of shares traded and the total dollar 

value of the transaction. The Exchange 

also believes that the proposed lower fee 

for orders that remove liquidity in 

securities priced below $1.00 is 

reasonable because it is in line with the 

fees charged by at least one other 

exchange 15 while also seeking to attract 

an increased number of liquidityremoving transactions in securities 

priced below $1.00 on MIAX PEARL 

Equities. The Exchange believes an 

increase in liquidity removing orders 

may lead to a corresponding increase in 

liquidity adding orders, thereby 

increasing the depth of the MIAX 

PEARL Equities’ Book and improving 

price discovery. 

The Exchange believes that, given the 

competitive environment in which 

MIAX PEARL Equities currently 

operates, the proposed pricing structure, 

with an offsetting fee and rebate for 

executions of transactions in securities 

priced below $1.00 continues to be a 

reasonable attempt to increase liquidity 

in securities priced below $1.00 on 

MIAX PEARL Equities and improve the 

MIAX PEARL Equities’ market share 

relative to its competitors while 

remaining revenue neutral with respect 

to such transactions. 

The Exchange also believes that the 

proposed fee and rebate structure 

applicable to executions of transactions 

in securities priced below $1.00 

continues to be equitably allocated and 

not unfairly discriminatory because it 

applies equally to all Equity Members 

and is reasonably related to the value of 

MIAX PEARL Equities’ market quality 

associated with higher volume. A 

number of Equity Members currently 

transact in securities priced below $1.00 

and they, along with additional Equity 

Members that choose to direct order 

flow in securities priced below $1.00 to 

the Exchange, would all continue to 

qualify for the proposed fee and rebate. 

The Exchange believes that maintaining 

or increasing the proportion of 

transactions in securities priced below 

$1.00 that are executed on MIAX PEARL 

Equities would benefit all investors by 

deepening the MIAX PEARL Equities’ 

liquidity pool, which would support 

price discovery, promote market 

transparency and improve investor 

protection, further rendering the 

proposed changes reasonable and 

equitable. 

Further, the Commission and the 

courts have repeatedly expressed their 

preference for competition over 

regulatory intervention in determining 

prices, products, and services in the 

securities markets. In Regulation NMS, 

while adopting a series of steps to 

improve the current market model, the 

Commission highlighted the importance 

of market forces in determining prices 

and SRO revenues and, also, recognized 


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80862 Federal Register / Vol. 85, No. 240 / Monday, December 14, 2020 / Notices 

16See Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37496 (June 29, 2005) (File 

No. S7–10–04) (‘‘Regulation NMS’’). 

17See Securities Exchange Act Release No. 82873 

(March 14, 2018), 83 FR 13008 (March 26, 2018) 

(File No. S7–05–18) (Transaction Fee Pilot for NMS 

Stocks). 

18See supra note 4. 

19See supra note 5. 

20See supra note 4. 

21See supra note 8. 

22See supra notes 7 and 9. 

23See supra note 16. 

24See supra note 8. 

25See supra notes 7 and 9. 

26 15 U.S.C. 78s(b)(3)(A)(ii). 

27 17 CFR 240.19b–4(f)(2). 

that current regulation of the market 

system ‘‘has been remarkably successful 

in promoting market competition in its 

broader forms that are most important to 

investors and listed companies.’’ 16

As the Commission itself recognized, 

the market for trading services in NMS 

stocks has become ‘‘more fragmented 

and competitive.’’ 17 Indeed, equity 

trading is currently dispersed across 16 

exchanges,18 31 alternative trading 

systems,19 and numerous broker-dealer 

internalizers and wholesalers, all 

competing for order flow. Based on 

publicly-available information, no 

single exchange currently has more than 

20% market share (whether including or 

excluding auction volume).20 Therefore, 

no exchange possesses significant 

pricing power in the execution of equity 

order flow. More specifically, the 

Exchange only recently launched 

trading operations on September 25, 

2020, and thus has a market share of 

approximately less than 1% of executed 

volume of equities trading. 

The Exchange has designed its 

proposed rates for securities priced 

below $1.00 to balance the need to 

attract order flow as a new exchange 

entrant with the desire to continue to 

provide a simple pricing structure to 

market participants. The Exchange 

believes its proposed rates for securities 

priced below $1.00 structure continues 

to enable the Exchange to compete for 

order flow. In fact, this proposal and its 

predecessor 21 are direct competitive 

responses to recent changes made by 

another exchange.22 The Exchange 

believes that the ever-shifting market 

share among the exchanges 

demonstrates that market participants 

can shift order flow, or discontinue or 

reduce use of certain categories of 

products, in response to fee changes. 

With respect to non-marketable orders 

which provide liquidity on an exchange, 

Equity Members can choose from any 

one of the 16 currently operating 

registered exchanges to route such order 

flow. Accordingly, competitive forces 

reasonably constrain exchange 

transaction fees that relate to orders that 

would provide displayed liquidity on an 

exchange. Stated otherwise, changes to 

exchange transaction fees can have a 

direct effect on the ability of an 

exchange to compete for order flow. 

Given this competitive environment, the 

Exchange’s proposed rates for securities 

priced below $1.00 represents a 

reasonable attempt to attract order flow 

to a new exchange entrant. 

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 not 

necessary or appropriate in furtherance 

of the purposes of the Act. Rather, the 

Exchange believes that the proposed 

change would encourage the submission 

of additional order flow to a public 

exchange, thereby promoting market 

depth, execution incentives and 

enhanced execution opportunities, as 

well as price discovery and 

transparency for all Equity Members 

and non-Equity Members. As a result, 

the Exchange believes that the proposed 

change furthers the Commission’s goal 

in adopting Regulation NMS of fostering 

competition among orders, which 

promotes ‘‘more efficient pricing of 

individual stocks for all types of orders, 

large and small.’’ 23

The Exchange does not believe that 

the proposed rates for securities priced 

below $1.00 will impose any burden on 

intermarket competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. To the 

contrary, the Exchange believes that the 

proposed rates will continue to increase 

competition and they are intended to 

draw volume to the Exchange. As stated 

above, this proposal and its 

predecessor 24 are direct competitive 

responses to recent changes made by 

another exchange.25 The Exchange 

believes that the ever-shifting market 

share among the exchanges 

demonstrates that market participants 

can shift order flow or discontinue to 

reduce use of certain categories of 

products, in response to new or 

different pricing structures being 

introduced into the market. 

Accordingly, competitive forces 

constrain the Exchange’s transaction 

fees and rebates, and market 

participants can readily trade on 

competing venues if they deem pricing 

levels at those other venues to be more 

favorable. As a new exchange, the 

Exchange faces intense competition 

from existing exchanges and other nonexchange venues that provide markets 

for equities trading. 

Further, while pricing incentives do 

cause shifts of liquidity between trading 

centers, market participants make 

determinations on where to provide 

liquidity or route orders to take liquidity 

based on factors other than pricing, 

including technology, functionality, and 

other considerations. Consequently, the 

Exchange believes that the degree to 

which its proposed rates for securities 

priced below $1.00 could impose any 

burden on competition is extremely 

limited, and does not believe that such 

rates would burden competition of 

Equity Members or competing venues in 

a manner that is not necessary or 

appropriate in furtherance of the 

purposes of the Act. 

The Exchange does not believe that 

the proposed rates for securities priced 

below $1.00 will impose any burden on 

intramarket competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act because the 

proposed rates for securities priced 

below $1.00 will continue to apply 

equally to all Equity Members. The 

proposed rates for securities priced 

below $1.00 continue to be intended to 

encourage market participants to both 

remove and add liquidity to the 

Exchange by providing a rates that are 

comparable to those offered by other 

exchanges, which the Exchange believes 

will help to encourage Equity Members 

to send orders to the Exchange to the 

benefit of all Exchange participants. As 

the proposed pricing structure for 

securities priced below $1.00 are 

equally applicable to all market 

participants, the Exchange does not 

believe there is any burden on 

intramarket competition. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act,26 and Rule 

19b–4(f)(2) 27 thereunder. At any time 

within 60 days of the filing of the 

proposed rule change, the Commission 

summarily may temporarily suspend 

such rule change if it appears to the 

Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 


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Federal Register / Vol. 85, No. 240 / Monday, December 14, 2020 / Notices 80863 

28 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 89063 

(June 12, 2020), 85 FR 36923. Comments received 

on the proposed rule change are available on the 

Commission’s website at: https://www.sec.gov/ 

comments/sr-cboe-2020-052/srcboe2020052.htm. 

4 In Amendment No. 1, the Exchange amended 

the proposal to: (1) To add that, when the proposed 

stop price dissemination in auction notification 

messages is enabled for AIM, C–AIM, or FLEX AIM 

auctions in SPX, it would apply to all such AIM, 

C–AIM, or FLEX AIM auctions; (2) specify that the 

proposed minimum increment modification would 

apply to Index Combo Orders in SPX, and to correct 

an internal cross-reference in the proposed rules; (3) 

provide additional detail to the description and 

examples of the proposed modification to the 

minimum increment for Index Combo Orders in 

SPX; and (4) provide additional justification and 

support for the proposed rule change. The full text 

of Amendment No. 1 is available on the 

Commission’s website at: https://www.sec.gov/ 

comments/sr-cboe-2020-052/srcboe2020052- 

7464403-221166.pdf. 

5 15 U.S.C. 78s(b)(2). 

6See Securities Exchange Act Release No. 89400, 

85 FR 46202 (July 31, 2020). The Commission 

designated September 16, 2020 as the date by which 

the Commission shall approve or disapprove, or 

institute proceedings to determine whether to 

disapprove, the proposed rule change. 

7 15 U.S.C. 78s(b)(2)(B). 

8See Securities Exchange Act Release No. 89638, 

85 FR 53045 (August 27, 2020). 

9 15 U.S.C. 78s(b)(2). 

10 Id. 

purposes of the Act. If the Commission 

takes such action, the Commission shall 

institute proceedings to determine 

whether the proposed rule should be 

approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

PEARL–2020–34 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–PEARL–2020–34. 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–PEARL–2020–34, and 

should be submitted on or before 

January 4, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.28

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–27386 Filed 12–11–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90592; File No. SR–CBOE– 

2020–052] 

Self-Regulatory Organizations; Cboe 

Exchange, Inc.; Notice of Designation 

of a Longer Period for Commission 

Action on Proceedings To Determine 

Whether To Approve or Disapprove a 

Proposed Rule Change, as Modified by 

Amendment No. 1, To Amend Rules 

5.37, 5.38, and 5.73 Related to Auction 

Notification Messages and Index 

Combo Orders in SPX in the 

Automated Improvement Mechanism, 

Complex Automated Improvement 

Mechanism, and FLEX Automated 

Improvement Mechanism 

December 8, 2020. 

On June 3, 2020, Cboe Exchange, Inc. 

(‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

amend Rules 5.37, 5.38, and 5.73 to (1) 

allow the Exchange to determine to 

disseminate the stop price in auction 

notification messages for Automated 

Improvement Mechanism (‘‘AIM’’), 

Complex Automated Improvement 

Mechanism (‘‘C–AIM’’), and FLEX AIM 

auctions in S&P 500® Index options 

(‘‘SPX’’); and (2) modify the minimum 

increment for C–AIM and FLEX AIM 

auction responses for Index Combo 

Orders in SPX. The proposed rule 

change was published for comment in 

the Federal Register on June 18, 2020.3

On July 22, 2020, the Exchange 

submitted Amendment No. 1 to the 

proposed rule change, which replaced 

and superseded the proposed rule 

change in its entirety.4 On July 27, 2020, 

pursuant to Section 19(b)(2) of the Act,5

the Commission designated a longer 

period within which to approve the 

proposed rule change, disapprove the 

proposed rule change, or institute 

proceedings to determine whether to 

disapprove the proposed rule change.6

On August 21, 2020, the Commission 

published notice of Amendment No. 1 

and instituted proceedings under 

Section 19(b)(2)(B) of the Act 7 to 

determine whether to approve or 

disapprove the proposed rule change, as 

modified by Amendment No. 1.8

Section 19(b)(2) of the Act 9 provides 

that, after initiating disapproval 

proceedings, the Commission shall issue 

an order approving or disapproving the 

proposed rule change not later than 180 

days after the date of publication of 

notice of filing of the proposed rule 

change. The Commission may extend 

the period for issuing an order 

approving or disapproving the proposed 

rule change, however, by not more than 

60 days if the Commission determines 

that a longer period is appropriate and 

publishes the reasons for such 

determination. The date of publication 

of notice of filing of the proposed rule 

change was June 18, 2020. December 15, 

2020, is 180 days from that date, and 

February 13, 2021, is 240 days from that 

date. 

The Commission finds it appropriate 

to designate a longer period within 

which to issue an order approving or 

disapproving the proposed rule change 

so that it has sufficient time to consider 

this proposed rule change. Accordingly, 

the Commission, pursuant to Section 

19(b)(2) of the Act,10 designates 

February 13, 2021, as the date by which 

the Commission shall either approve or 

disapprove the proposed rule change, as 

modified by Amendment No. 1 (File No. 

SR–CBOE–2020–052). 


jbell on DSKJLSW7X2PROD with NOTICES