[Federal Register Volume 87, Number 82 (Thursday, April 28, 2022)]
[Notices]
[Pages 25318-25320]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-09046]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-94780; File No. SR-BOX-2022-14]


Self-Regulatory Organizations; BOX Exchange LLC; Notice of Filing 
and Immediate Effectiveness of a Proposed Rule Change To Reorganize 
Various Fees Within the Exchange Fee Schedule

April 22, 2022.
    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 April 8, 2022, BOX Exchange LLC (the ``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 self-regulatory organization. The Commission is 
publishing this notice to solicit comments on the proposed rule from 
interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to reorganize various fees within the 
Exchange Fee Schedule. The text of the proposed rule change is 
available from the principal office of the Exchange, at the 
Commission's Public Reference Room and also on the Exchange's internet 
website at http://boxoptions.com.

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 these statements may be examined at 
the places specified in Item IV below. The self-regulatory organization 
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 reorganize various 
fees within the Exchange's Fee Schedule. The reorganized Exchange Fee 
Schedule reflects the current fees, which remain unchanged.
    The Exchange is proposing to organize the Exchange Fee Schedule by 
grouping certain fees together. Specifically, the Exchange is proposing 
that the fees that are not related to trading activity on a facility of 
the Exchange would be grouped together in the first three sections of 
the Exchange Fee Schedule.\3\ The first three sections of fees are not 
transactional based fees applicable to a facility of the Exchange, BOX 
Options Market, an options trading facility of the Exchange under 
3(a)(2) of the Exchange Act.\4\ Following that, Sections IV-VII of the 
Exchange Fee Schedule \5\ will include fees that are specific to 
activity on the BOX Options Market (``BOX''). The last section, Section 
VIII,\6\ applies to billing generally, including aggregate billing and 
billing disputes. BSTX fees will be filed as a separate rule filing 
from this proposal.
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    \3\ See Section I (Participant Fees), Section II (Regulatory 
Fees), and Section III (Technology Fees).
    \4\ BOX is currently the only facility of the Exchange that is 
actively trading. The rules for the Exchange's other proposed 
facility, BSTX LLC, were recently approved by the SEC (See 
Securities Exchange Act Release No. 94092 (January 27, 2022), 87 FR 
5881 (February 2, 2022).
    \5\ See Section IV (Electronic Transaction Fees), Section V 
(Manual Transaction Fees), Section VI (Complex Order Transaction 
Fees), and Section VII (Eligible Orders Routed to an Away Exchange).
    \6\ See Section VIII (Exchange Billing).
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    The Exchange believes that this proposed reorganization of the 
Exchange Fee Schedule provides a clearer structure. As part of the 
reorganization, the Exchange is adding a section header with a 
corresponding description,\7\ adding clarifying detail throughout the 
Exchange Fee Schedule, and making conforming changes throughout to 
reflect the renumbered sections. In addition, the Exchange is amending 
Section VIII by replacing ``BOX'' with the ``Exchange'' where it 
references the Fee Schedule to add clarity to the section. Further, the 
Exchange is reordering the fees in the Regulatory Fee Section but not 
proposing to amend or alter any of the fees in the Regulatory Fee 
Section. The Exchange believes that these proposed changes make the 
Exchange Fee Schedule easier to read and provides clarity to the end-
user on the fees of the Exchange.
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    \7\ See proposed new preamble to Sections IV-VII of the Exchange 
Fee Schedule, and revised title for Section VIII.
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    The Exchange is proposing to clarify that the fees outlined in 
Sections IV-VII are transactional based fees applicable to BOX Options 
Market.\8\ To clarify the nature of these fees and avoid any potential 
confusion, the Exchange is including a section header and description 
for Sections IV-VII that explains the fees are directly related to the 
BOX Options Market. The Exchange is also making conforming changes 
throughout the Fee Schedule to reflect these changes. The Exchange 
notes that these changes are purely clerical and do not amend any fee 
or rebate in the Exchange Fee Schedule.
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    \8\ Section VII covers fees for orders routed to an away 
exchange from BOX. Although these fees do not apply to transactions 
that occur directly on BOX, they nonetheless are directly related to 
options transactions. Therefore, the Exchange believes it is 
appropriate to group them with the other transactional based fees 
for BOX Options Market.
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    The Exchange is also proposing to move all the footnotes in the 
Exchange Fee Schedule to endnotes. The Exchange believes this change 
simplifies the Exchange Fee Schedule, makes it easier to read, and is 
similar to how other exchanges organize their fee schedules.\9\ Lastly, 
the Exchange is making non-substantive clean-up changes to add 
precision to the rulebook

[[Page 25319]]

and facilitate better understanding of the Exchange's rulebook. The 
Exchange believes that these changes will make the Exchange Fee 
Schedule clearer and more consistent for the end user.
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    \9\ See Cboe Exchange, Inc. Fee Schedule.
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2. Statutory Basis
    The Exchange believes that the proposal is consistent with the 
requirements of Section 6(b) of the Act,\10\ in general, and Section 
6(b)(5) of the Act,\11\ in particular, in that it is designed to 
promote just and equitable principles of trade, 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 by reorganizing the Exchange Fee Schedule in such a way that 
makes the fees easy to locate by grouping certain fees together. The 
Exchange also believes that enhancing the section titles, by renaming 
certain sections, adding section headers, and including clarifying 
details, provides greater clarity to the Exchange Fee Schedule and 
allows Participants to more readily locate and understand the 
applicability of fees within the Exchange Fee Schedule and improves the 
structure of the Fee Schedule. The Exchange believes that these 
proposed changes, to make clarifying and non-substantive edits, will 
provide greater clarity to Participants and the public regarding the 
Exchange Fee Schedule and that it is in the public interest for the 
Exchange Fee Schedule to be clear so as to eliminate the potential for 
confusion. As such, the Exchange believes the proposed rule change is 
in the public interest, and therefore, consistent with the Act.
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    \10\ 15 U.S.C. 78f(b).
    \11\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
result in any burden on competition that is not necessary or 
appropriate in furtherance of the purpose of the Act. The proposed rule 
change is not a competitive filing but rather is designed to reorganize 
the Exchange Fee Schedule. In addition, the Exchange does not believe 
the proposal will impose any burden on inter-market or intra-market 
competition as the proposal does not address any competitive issues and 
does not change any fees currently in the Exchange Fee Schedule.

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

    The Exchange has neither solicited nor received comments on 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) of the Act \12\ and Rule 19b-
4(f)(6) thereunder.\13\
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    \12\ 15 U.S.C. 78s(b)(3)(A).
    \13\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires a self-regulatory organization 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.
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    A proposed rule change filed under Rule 19b-4(f)(6) \14\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\15\ 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 it can 
immediately reflect the proposed organizational changes to its Fee 
Schedule. The Commission is waiving the 30-day operative delay as the 
proposal raises no new or novel issue and waiving the operative delay 
is thereby consistent with the protection of investors and the public 
interest. Accordingly, the Commission hereby waives the operative delay 
and designates the proposed rule change operative upon filing.\16\
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    \14\ 17 CFR 240.19b-4(f)(6).
    \15\ 17 CFR 240.19b-4(f)(6)(iii).
    \16\ For 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).
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    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 shall institute proceedings to 
determine whether the proposed rule change 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

    <bullet> Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
    <bullet> Send an email to <a href="/cdn-cgi/l/email-protection#156760797038767a7878707b6166556670763b727a63"><span class="__cf_email__" data-cfemail="7705021b125a14181a1a121903043704121459101801">[email protected]</span></a>. Please include 
File Number SR-BOX-2022-14 on the subject line.

Paper Comments

    <bullet> 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-BOX-2022-14. 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-BOX-2022-14 and should be submitted on 
or before May 19, 2022.


[[Page 25320]]


    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\17\
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    \17\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-09046 Filed 4-27-22; 8:45 am]
BILLING CODE 8011-01-P


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