9266 Federal Register / Vol. 90, No. 26 / Monday, February 10, 2025 / Notices 

104See Notice, supra note 3, at 91858. 

105 Id. 

106 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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, and not be designed to 

permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

The Exchange’s proposal would 

amend the halt auction process 

following certain trading halts to be 

more closely aligned with the process 

currently implemented for halt auctions 

following a trading pause under the 

LULD Plan and the process for halting 

auctions following an MWCB halt. Price 

collars would be built into the halt cross 

process, and if the price falls outside of 

those collars after an initial 5-minute 

display only period, the collars would 

be widened by the same threshold 

amount as the initial collars and a 

subsequent 5-minute display only 

period would commence. If the price 

falls outside of those collars after the 

second 5-minute display only period, 

the collars would be widened by a 

wider amount and a subsequent, third 

period would commence. This process 

would continue until the price falls 

within the set thresholds, after which 

the auction would execute and the stock 

would reopen for trading. As noted by 

the Exchange, the current reopening 

process does not have a mechanism for 

calculating price collars and a process 

for widening the collars if necessary to 

accommodate buy or sell pressure 

outside of the collars then in effect. 

These price collar thresholds balance 

the need for price protections with the 

desire to promote efficient price 

discovery and minimize the length of 

the interruption from a trading halt. 

Further, the standardized procedures to 

extend halt auctions by 5-minute 

periods are designed to protect investors 

and the public interest because allowing 

additional time could help reduce the 

potential for significant price disparity 

in post-auction trading and promote 

improved price discovery, attract 

offsetting liquidity, and potentially 

increase market participation, which 

could improve liquidity and help 

reduce price volatility. Accordingly, this 

proposal balances transparency and 

timeliness to ensure efficient price 

discovery. 

The Exchange also proposes to 

establish a Hybrid Closing Cross and 

implement price protections for the 

Hybrid Closing Cross, which are similar 

to the protections currently employed 

for the LULD Closing Cross. With 

respect to the LULD Closing Cross, the 

Exchange currently calculates and 

applies a price threshold to a 

benchmark value that, when applied to 

an individual security, determines the 

price threshold range within which the 

security must execute in the LULD 

Closing Cross. The Hybrid Closing Cross 

proposal is necessary given the changes 

the Exchange proposes to make to the 

halt reopening process. In particular, the 

Exchange states that it has not needed 

to handle a halt reopening auction at or 

after 3:50 p.m. and before 4:00 p.m. due 

to the current policy of MarketWatch 

not scheduling any reopening of a 

security past 3:30 p.m.104 Because of the 

potential for a halt reopening to extend 

beyond 3:50 p.m. under the proposal, 

the Exchange proposes to establish the 

Hybrid Closing Cross. Nasdaq’s proposal 

to establish a Hybrid Closing Cross and 

associated protections similar to the 

LULD Closing Cross would promote just 

and equitable principles of trade by 

facilitating a fair and orderly price 

discovery process at the close and 

ensuring that the closing price of a 

security is reasonably based on current 

market conditions in the security and 

that the cross price derived does not 

exceed a price reasonably tied to the 

prevailing market at the time. 

In addition, the Exchange proposes 

additional changes to Equity 4 to 

remove references to the LULD Closing 

Cross in Nasdaq Rule 4702 and Nasdaq 

Rule 4755, clarify how Auction 

Reference Prices and Auction Collars 

are disseminated in Nasdaq Rule 

4753(a)(3), add an exception regarding 

cancellation of IOC Orders for halted 

securities in Nasdaq Rule 4753(e), 

specify that the Nasdaq Closing Cross 

shall include the LULD Closing Cross 

and the Hybrid Closing Cross in Nasdaq 

Rule 4754(a)(6), add ‘‘NOII’’ as an 

alternative defined term for ‘‘Order 

Imbalance Indicator’’ in Nasdaq Rule 

4754(a)(7), add ‘‘EOII’’ as an alternative 

defined term for ‘‘Early Order Imbalance 

Indicator’’ in Nasdaq Rule 4754(a)(10), 

amend language related to handling of 

late LOC Orders in Nasdaq Rule 

4754(b)(6), and modify the priority for 

orders participating in the LULD 

Closing Cross in Nasdaq Rule 4754(b)(6) 

so that priority is assigned to the 

execution of Displayed Orders and 

interest before Non-Displayed Orders. 

The Commission agrees with the 

Exchange that such proposed changes 

would increase clarity and transparency 

in the Rules, consistent with the public 

interest and the protection of investors. 

For the reasons discussed above, the 

Commission finds that the proposed 

rule change is consistent with the 

requirements of the Act. 

IV. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,105 that the 

proposed rule change (SR–NASDAQ– 

2024–065) be, and it hereby is, 

approved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.106

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2025–02386 Filed 2–7–25; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–102338; File No. SR– 

MEMX–2025–01] 

Self-Regulatory Organizations; MEMX 

LLC; Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Amend Rule 21.7 Related to 

the Exchange’s Opening Procedures 

on MEMX Options 

February 4, 2025. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on January 

22, 2025, MEMX LLC (‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change as described in 

Item I below, which Item has been 

substantially 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 amend 

Rule 21.7 related to the Exchange’s 

opening procedures on MEMX Options. 

Specifically, the Exchange proposes to 

open options, other than index options, 

for trading after the System’s 

observation after 9:30 a.m. Eastern Time 

of both: (i) the first disseminated 

transaction on the primary listing 

market in the securities underlying the 

options, and (ii) the Limit Up-Limit 

Down (‘‘LULD’’) price bands applicable 

to the securities underlying the options 

as disseminated by the applicable 

Securities Information Processor 

(‘‘SIP’’). The Exchange currently opens 

options, other than index options, for 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 90, No. 26 / Monday, February 10, 2025 / Notices 9267 

3 15 U.S.C. 78(b)(3)(A). 

4 17 CFR 240.19b–4(f)(6). 

5 15 U.S.C. 78s(b)(3)(A). 

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

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

Commission written notice of 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. 

7 17 CFR 240.19b–4(f)(6). 

8 17 CFR 240.19b–4(f)(6)(iii). 

9For purposes only of waiving the 30-day 

operative delay, the Commission also has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 10Copies 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 a.m. and 3 p.m. 

Copies of the filing also will be available for 

inspection and copying at the principal office of the 

Exchange. 

11 17 CFR 200.30–3(a)(12) and (59). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f). At any time within 60 days 

of the filing of the proposed rule change, the 

Commission summarily may temporarily suspend 

such rule change if it appears to the Commission 

that such action is necessary or appropriate in the 

public interest, for the protection of investors, or 

otherwise in furtherance of the purposes of the Act. 

If the Commission takes such action, the 

Commission will institute proceedings to determine 

whether the proposed rule change should be 

approved or disapproved. 

trading following the first print 

disseminated pursuant to an effective 

national market system plan. 

The proposed rule change, including 

the Exchange’s statement of the purpose 

of, and statutory basis for, the proposed 

rule change is available on the 

Exchange’s website at https://

info.memxtrading.com/regulation/rulesand-filings/ and on the Commission’s 

website at https://www.sec.gov/rulesregulations/self-regulatory-organizationrulemaking/national-securitiesexchanges?file_number=SR-MEMX2025-01. 

II. 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) of the Act 3 and Rule 19b– 

4(f)(6) 4 thereunder. 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; or (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) of the Act 5 and Rule 19b– 

4(f)(6) 6 thereunder. 

A proposed rule change filed under 

Rule 19b–4(f)(6) 7 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),8 the Commission 

may designate a shorter time if such 

action is consistent with protection of 

investors and the public interest. The 

Exchange has asked the Commission to 

waive the 30-day operative delay so that 

the proposed rule change may become 

operative immediately upon filing. The 

Commission believes that waiving the 

30-day operative delay is consistent 

with the protection of investors and the 

public interest because it will align the 

Exchange’s options opening with the 

opening price of the corresponding 

underlying security on its primary 

listing market. Accordingly, the 

Commission designates the proposed 

rule change to be operative upon filing.9

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission will institute proceedings 

to determine whether the proposed rule 

change should be approved or 

disapproved. 

III. 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.10

Comments may be submitted 

electronically by using the 

Commission’s internet comment form 

(https://www.sec.gov/rules-regulations/ 

self-regulatory-organizationrulemaking/national-securitiesexchanges?file_number=SR-MEMX2025-01) or by sending an email to rulecomments@sec.gov. Please include file 

number SR–MEMX–2025–01 on the 

subject line. Alternatively, paper 

comments may be sent to Secretary, 

Securities and Exchange Commission, 

100 F Street NE, Washington, DC 

20549–1090. All submissions should 

refer to file number SR–MEMX–2025– 

01. 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 

(https://www.sec.gov/rules-regulations/ 

self-regulatory-organizationrulemaking/national-securitiesexchanges?file_number=SR-MEMX2025-01). Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–MEMX–2025–01 and should be 

submitted on or before March 3, 2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2025–02389 Filed 2–7–25; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–102337; File No. SR–Phlx– 

2025–05] 

Self-Regulatory Organizations; Nasdaq 

PHLX LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Adopt a New OTTO 

Protocol 

February 4, 2025. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on January 

29, 2025, Nasdaq PHLX LLC 

(‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Item I below, 

which Item has been substantially 

prepared by the Exchange. The 

Exchange has designated this proposal 

for immediate effectiveness pursuant to 

Section 19(b)(3)(A) of the Act 3 and Rule 

19b–4(f) thereunder.4 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 adopt a 

new protocol, ‘‘Ouch to Trade Options’’ 

or ‘‘OTTO’’ and establish pricing for this 

new protocol. The Exchange proposes to 

amend various Phlx Rules in connection 


ddrumheller on DSK120RN23PROD with NOTICES1