Federal Register / Vol. 87, No. 19 / Friday, January 28, 2022 / Notices 4695 

13See note 8 above. 

14 15 U.S.C. 78s(b)(3)(A)(ii). 15 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

individuals electing to participate in the 

continuing education program under 

FINRA Rule 1240(c) for each year that 

such individual is participating in the 

program. Finally, eliminating the 

outdated $100 fee for continuing 

education does not create an 

unnecessary or inappropriate intramarket burden on competition as test 

center delivery of the Regulatory 

Element was phased out and the 

continuing education programs are no 

longer offered at testing centers.13

Further, the proposal does not impose 

an undue burden on competition 

because the Exchange will not be 

collecting or retaining these fees, 

therefore, the Exchange will not be in a 

position to apply them in an inequitable 

or unfairly discriminatory manner. 

Technical Amendment 

The Exchange’s proposal to make 

technical amendments within Options 

7, Section 1 and Section 9C does not 

impose an undue burden on 

competition as the proposed changes are 

non-substantive amendment. The 

amendments will bring greater clarity to 

the rule text. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were either 

solicited or received. 

III. 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.14

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: (i) Necessary or appropriate in 

the public interest; (ii) for the protection 

of investors; or (iii) otherwise in 

furtherance of the purposes of the Act. 

If the Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

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– 

PHLX–2022–02 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–PHLX–2022–02. 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–PHLX–2022–02 and should 

be submitted on or before February 18, 

2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–01708 Filed 1–27–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94030; File No. SR–NYSE– 

2022–05] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Modify Rule 

7.31 To Provide for Inside Limit Orders 

and Make Other Conforming Changes 

January 24, 2022. 

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 January 

18, 2022, 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 and II below, which Items have 

been prepared by the Exchange. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to modify 

Rule 7.31 to provide for Inside Limit 

Orders and make other conforming 

changes. 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 modify 

Rule 7.31 (Orders and Modifiers) to add 

new Rule 7.31(a)(3) to provide for Inside 


jspears on DSK121TN23PROD with NOTICES1
4696 Federal Register / Vol. 87, No. 19 / Friday, January 28, 2022 / Notices 

4See NYSE American Rule 7.31E(a)(3); NYSE 

Arca Rule 7.31–E(a)(3); NYSE Chicago Rule 

7.31(a)(3); and NYSE National Rule 7.31(a)(3). 

5The Exchange also proposes a non-substantive 

change to Rule 104(b)(6) to replace the reference to 

‘‘Buy Minus Zero Plus Instructions’’ with ‘‘Last Sale 

Peg Orders’’ to reflect the updated terminology used 

in its rules for such order type. See, e.g., Rule 

7.31(i)(4). 

6 15 U.S.C. 78f(b). 

7 15 U.S.C. 78f(b)(5). 

Limit Orders and to make other 

conforming changes in connection with 

the addition of this new order type on 

the Exchange. 

Proposed Rule 7.31(a)(3) would define 

an Inside Limit Order as a Limit Order 

that is to be traded at the best price 

obtainable without trading through the 

NBBO. Proposed Rule 7.31(a)(3)(A) 

would provide that, on arrival, a 

marketable Inside Limit Order to buy 

(sell) would be assigned a working price 

of the NBO (NBB) and would trade with 

all sell (buy) orders on the Exchange 

Book priced at or below (above) the 

NBO (NBB) before routing to the NBO 

(NBB) on an Away Market. Once the 

NBO (NBB) is exhausted, the Inside 

Limit Order to buy (sell) would be 

displayed at its working price and be 

eligible to trade with incoming sell 

(buy) orders at that price. When the 

updated NBO (NBB) is displayed, the 

Inside Limit Order to buy (sell) would 

be assigned a new working price of the 

updated NBO (NBB) and would trade 

with all sell (buy) orders on the 

Exchange Book priced at or below the 

updated NBO (NBB) before routing to 

the updated NBO (NBB) on an Away 

Market. Such assessment would 

continue at each new NBO (NBB) until 

the order is filled, no longer marketable, 

or the limit price is reached. Once the 

Inside Limit Order is no longer 

marketable, it would be ranked and 

displayed on the Exchange Book. 

Proposed Rule 7.31(a)(3)(B) would 

provide that an Inside Limit Order may 

not be designated as a Limit IOC Order 

but may be designated as a Limit 

Routable IOC Order. An Inside Limit 

Order to buy (sell) designated as a Limit 

Routable IOC Order would trade with 

sell (buy) orders on the Exchange Book 

priced at or below (above) the NBO 

(NBB), and the quantity not traded 

would be routed to the NBO (NBB). Any 

unfilled quantity of the Inside Limit 

Order not traded on the Exchange or an 

Away Market would be cancelled. 

Proposed Rule 7.31(a)(3) is 

substantially based on rules providing 

for Inside Limit Orders on the NYSE’s 

affiliated exchanges NYSE American 

LLC (‘‘NYSE American’’), NYSE Arca, 

Inc. (‘‘NYSE Arca’’), NYSE Chicago, Inc. 

(‘‘NYSE Chicago’’), and NYSE National, 

Inc. (‘‘NYSE National’’) (collectively, the 

‘‘Affiliated Exchanges’’), with one 

exception.4 The Exchange does not 

propose to adopt a version of NYSE 

American Rule 7.31E(a)(3)(B), NYSE 

Arca Rule 7.31–E(a)(3)(B), NYSE 

Chicago Rule 7.31(a)(3)(B), or NYSE 

National Rule 7.31(a)(3)(B) with respect 

to designating an Inside Limit Order as 

a Primary Until 9:45 Order or a Primary 

Until 3:55 Order because the latter order 

types are not offered on the Exchange. 

The Exchange also proposes 

conforming changes to Rule 7.31(d)(1), 

Rule 7.37(a)(4), and Rule 104(b)(6) to 

reflect the introduction of Inside Limit 

Orders as follows: 

• Rule 7.31(d)(1) currently defines the 

Reserve Order. The Exchange proposes 

to modify Rule 7.31(d)(1) to provide that 

a Reserve Order is a Limit Order or 

Inside Limit Order with a quantity of 

the size displayed and with a reserve 

quantity of the size that is not 

displayed. This proposed change is 

consistent with NYSE American Rule 

7.31E(d)(1), NYSE Arca Rule 7.31– 

E(d)(1), NYSE Chicago Rule 7.31(d)(1), 

and NYSE National Rule 7.31(d)(1). 

• Rule 7.37(a) specifies that an 

Aggressing Order will be matched for 

execution against contra-side orders in 

the Exchange Book as provided for in 

Rule 7.37(b), subject to the provisions of 

Rule 7.37(a)(1) through (4). Rule 

7.37(a)(4) currently provides that Market 

Orders will be executed at prices that 

are equal to or better than the NBBO. 

The Exchange proposes to modify Rule 

7.37(a)(4) to provide that Inside Limit 

Orders will also be executed at prices 

that are equal to or better than the 

NBBO, consistent with the parameters 

of the Inside Limit Order as set forth in 

proposed Rule 7.31(a)(3). This proposed 

change is based on NYSE American 

Rule 7.37E(a)(4), NYSE Arca Rule 7.37– 

E(a)(4), NYSE Chicago Rule 7.37(a)(4), 

and NYSE National Rule 7.37(a)(4). 

• The Exchange proposes to modify 

Rule 104(b)(6), which specifies the 

orders and modifiers that DMM units 

are not permitted to enter. The 

Exchange proposes to add Inside Limit 

Orders to Rule 104(b)(6) as an order type 

that DMM units may not enter.5

The Exchange believes that the 

proposed rule change would provide 

enhanced opportunities for trading by 

adding a new order type and would 

promote consistency between the 

Exchange’s rules and the rules of its 

Affiliated Exchanges governing the same 

order type. In addition, because the 

purpose of an Inside Limit Order is to 

assess away market displayed interest 

on a price-by-price basis, thereby 

slowing down the routing of such order 

rather than simultaneously routing the 

order to away markets at potentially 

multiple prices, the order would be 

routed to the market participant with 

the best displayed price, and any 

unfilled portion would not be routed to 

the next best price level until all quotes 

at the current best bid or offer are 

exhausted. Accordingly, the Inside 

Limit Order would offer market 

participants an opportunity to obtain 

improved executions by waiting for 

changes to the NBBO. 

Because of the technology changes 

associated with this proposed rule 

change, the Exchange will announce the 

implementation date by Trader Update. 

Subject to approval of this proposed 

rule change, the Exchange anticipates 

that the proposed changes will be 

implemented in February 2022. 

2. Statutory Basis 

The proposed rule change is 

consistent with Section 6(b) of the 

Securities Exchange Act of 1934,6 in 

general, and furthers the objectives of 

Section 6(b)(5),7 in particular, because it 

is 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 

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. 

The Exchange believes that the 

proposed rule change is designed to 

remove impediments to and perfect the 

mechanism of a free and open market 

because it would make an additional 

order type available on the Exchange. 

Moreover, the Inside Limit Order would 

offer market participants opportunities 

to obtain better execution prices because 

it would wait and adjust for changes to 

the NBBO (i.e., the order would be 

routed to the market participant with 

the best displayed price, and any 

unfilled portion would not be routed to 

the next best price level until all quotes 

at the current best bid or offer are 

exhausted). The Exchange also believes 

that the proposed rule change would 

remove impediments to and perfect the 

mechanism of a free and open market, 

as well as protect investors and the 

public interest, because it is based on 

the rules of the Affiliated Exchanges and 

would therefore promote market quality 

by providing uniformity and continuity 

across the Affiliated exchanges with 

respect to the same order type. 


jspears on DSK121TN23PROD with NOTICES1
Federal Register / Vol. 87, No. 19 / Friday, January 28, 2022 / Notices 4697 

8 15 U.S.C. 78s(b)(3)(A)(iii). 

9 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires the Exchange to give the 

Commission written notice of its intent to file the 

proposed rule change, along with a brief description 

and text of the proposed rule change, at least five 

business days prior to the date of filing of the 

proposed rule change, or such shorter time as 

designated by the Commission. The Exchange has 

satisfied this requirement. 

10 17 CFR 240.19b–4(f)(6). 

11 17 CFR 240.19b–4(f)(6)(iii). 

12For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule’s impact on efficiency, competition, 

and capital formation. See 15 U.S.C. 78c(f). 

13 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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 that the proposed 

rules would promote competition 

because they would provide for an 

additional order type on the Exchange, 

thereby offering additional trading 

opportunities for market participants. 

The Exchange further believes that the 

proposed rules would not impose any 

burden on competition that is not 

necessary or appropriate because they 

are designed to provide its members 

with consistency across the Affiliated 

Exchanges, thereby enabling the 

Exchange to compete with unaffiliated 

exchange competitors that similarly 

operate multiple exchanges on the same 

trading platforms. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the foregoing proposed rule 

change does not: (i) Significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A)(iii) of the Act 8 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.9

A proposed rule change filed under 

Rule 19b–4(f)(6) 10 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),11 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 to allow the Exchange to 

implement the proposal when the 

technology associated with the 

proposed change is available, which is 

anticipated to be less than 30 days from 

the date of this filing. The Exchange 

states that waiver of the operative delay 

would allow the Exchange to provide a 

new order type that would provide 

opportunities for improved executions 

and promote consistency with the rules 

of its Affiliated Exchanges. The 

Commission notes that the operation of 

the proposed order type is substantively 

similar to that of order types offered by 

the Exchange’s affiliates. The 

Commission believes that waiver of the 

30-day operative delay is consistent 

with the protection of investors and the 

public interest. Accordingly, the 

Commission waives the 30-day 

operative delay and designates the 

proposal operative upon filing.12

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 

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– 

NYSE–2022–05 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–2022–05. 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–2022–05, and 

should be submitted on or before 

February 18, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–01705 Filed 1–27–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94041; File No. SR–CBOE– 

2022–002] 

Self-Regulatory Organizations; Cboe 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Its Fees 

Schedule With Respect to Its FINRA 

Non-Member Processing Registration 

Fee 

January 24, 2022. 

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 January 

11, 2022, Cboe Exchange, Inc. (the 


jspears on DSK121TN23PROD with NOTICES1