Federal Register / Vol. 87, No. 89 / Monday, May 9, 2022 / Notices 27679 

14 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. 

4Because the Exchange proposes that Directed 

Orders may only be designated for the Core Trading 

Session, the Exchange also proposes conforming 

changes to Rule 7.34 (Trading Sessions). 

Specifically, the Exchange proposes to add Rule 

7.34(c)(1)(E) to provide that Directed Orders 

designated for the Early Trading Session would be 

rejected. The Exchange also proposes to update 

Rule 7.34(c)(1) to refer to ‘‘paragraphs (c)(1)(A)–(E)’’ 

to reflect the addition of subparagraph (E). 

5See Rule 7.31(b)(2), which provides that a Limit 

Order may be designated with an Immediate-orCancel (‘‘IOC’’) modifier. 

6See Rule 7.31(b)(1), which provides that orders 

may be designated with a Day modifier, and that an 

order to buy or sell designated Day, if not traded, 

will expire at the end of the designated session on 

the day on which it was entered. 

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– 

NYSEAMER–2022–19 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–NYSEAMER–2022–19. 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–NYSEAMER–2022–19 and 

should be submitted on or before May 

31, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–09857 Filed 5–6–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94839; File No. SR–NYSE– 

2022–20] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing of Proposed Rule Change To 

Modify Rule 7.31 To Add Subparagraph 

(f)(1) Regarding Directed Orders 

May 3, 2022. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on April 20, 

2022, New York Stock Exchange LLC 

(‘‘NYSE’’ or the ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the selfregulatory organization. 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 add subparagraph (f)(1) 

regarding Directed 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 

designate subparagraph (f) as describing 

orders with specific routing instructions 

and to add new subparagraph (f)(1) to 

provide for Directed Orders. The 

Exchange also proposes to make other 

conforming changes to its Rules in 

connection with the addition of this 

new order type on the Exchange. The 

Directed Order, as further defined 

below, would be an order sent to the 

Exchange to be routed directly to an 

alternative trading system (‘‘ATS’’) 

specified by a member organization. 

The Exchange proposes to rename 

Rule 7.31(f), which is currently 

designated as Reserved, to ‘‘Orders with 

Specific Routing Instructions.’’ The 

Exchange also proposes to add Rule 

7.31(f)(1), which would define a 

Directed Order as a Limit Order with 

instructions to route on arrival at its 

limit price to a specified ATS with 

which the Exchange maintains an 

electronic linkage. Proposed Rule 

7.31(f)(1) would further provide that 

Directed Orders would be available for 

all securities eligible to trade on the 

Exchange. Proposed Rule 7.31(f)(1) 

would also provide that a Directed 

Order would not be assigned a working 

time or interact with interest on the 

Exchange Book. The Exchange also 

proposes to provide in Rule 7.31(f)(1) 

that the ATS to which a Directed Order 

is routed would be responsible for 

validating whether the order is eligible 

to be accepted, and if such ATS 

determines to reject the order, the order 

would be cancelled. 

Proposed Rule 7.31(f)(1)(A) would 

provide that a Directed Order must be 

designated for the Exchange’s Core 

Trading Session, as defined in Rule 

7.34(a)(2).4

Proposed Rule 7.31(f)(1)(A) would 

further provide that a Directed Order 

must be designated with a Time in 

Force modifier of IOC 5 or Day 6 and 

would be routed to the specified ATS 

with such modifier. The Exchange 

proposes that a Directed Order 

designated IOC would be traded in 

whole or in part on the ATS to which 


khammond on DSKJM1Z7X2PROD with NOTICES
27680 Federal Register / Vol. 87, No. 89 / Monday, May 9, 2022 / Notices 

7See NYSE American Rule 7.31–E(f)(1); NYSE 

Arca Rule 7.31–E(f)(1); NYSE Chicago Rule 

7.31(f)(1); NYSE National Rule 7.31(f)(1). The 

Affiliated Exchanges also offer variations of the 

Primary Only Order, including the Primary Only 

Until 9:45 Order, which is a Limit or Inside Limit 

Order that, on arrival and until 9:45 a.m. Eastern 

Time, routes to the primary listing market, and the 

Primary Only Until 3:55 Order, which is a Limit or 

Inside Limit Order entered on the Exchange until 

3:55 p.m. Eastern Time, after which time the order 

is cancelled on the Exchange and routed to the 

primary listing market. See NYSE American Rules 

7.31–E(f)(2) and (f)(3); NYSE Arca Rules 7.31–E(f)(2) 

and (f)(3); NYSE Chicago Rules 7.31(f)(2) and (f)(3); 

NYSE National Rules 7.31(f)(2) and (f)(3). 

8See, e.g., Nasdaq Stock Market LLC (‘‘Nasdaq’’), 

Equity 4, Equity Trading Rules, Rule 4758(a)(ix) 

(defining the Nasdaq Directed Order as an order 

designed to use a routing strategy under which the 

order is directed to an automated trading center 

other than Nasdaq, as directed by the entering 

party, without checking the Nasdaq Book); Cboe 

EDGX Exchange, Inc. (‘‘EDGX’’) Rules 11.8(c)(7) 

(defining the Routing/Directed ISO order type as an 

ISO that bypasses the EDGX system and is 

immediately routed by EDGX to a specified away 

trading center for execution) and 11.11(g)(2) 

(providing for the DRT routing option, in which an 

order is routed to an alternative trading system as 

instructed); Cboe EDGA Exchange, Inc. (‘‘EDGA’’) 

Rules 11.8(c)(7) (defining the Routing/Directed ISO 

order type as an ISO that bypasses the EDGA system 

and is immediately routed by EDGA to a specified 

away trading center for execution) and 11.11(g)(2) 

(providing for the DRT routing option, in which an 

order is routed to an alternative trading system as 

instructed); Cboe BZX Exchange, Inc. (‘‘BZX’’) 

Rules 11.13(b)(3)(D) (providing for the DRT routing 

option, in which an order is routed to an alternative 

trading system as instructed) and 11.13(b)(3)(F) 

(defining the Directed ISO routing option, under 

which an ISO order would bypass the BZX system 

and be sent to a specified away trading center); 

Cboe BYX Exchange, Inc. (‘‘BYX’’) Rules 

11.13(b)(3)(D) (providing for the DRT routing 

option, in which an order is routed to an alternative 

trading system as instructed) and 11.13(b)(3)(F) 

(defining the Directed ISO routing option, under 

which an ISO order would bypass the BYX system 

and be sent to a specified away trading center). The 

Exchange also believes that the Directed Order 

would provide functionality similar to the C–LNK 

routing strategy formerly offered by EDGA, in 

which C–LNK orders bypassed EDGA’s local book 

and routed directly to a specified Single Dealer 

Platform destination. See Securities Exchange Act 

Release No. 82904 (March 20, 2018), 83 FR 12995 

(March 26, 2018) (SR–CboeEDGA–2018–004) 

(Notice of Filing and Immediate Effectiveness of a 

Proposed Rule Change To Expand an Offering 

Known a Cboe Connect To Provide Connectivity to 

Single-Dealer Platforms Connected to the 

Exchange’s Network and To Propose a Per Share 

Executed Fee for Such Service). 

9The Exchange will also provide information 

regarding the ATS(s) to which a Directed Order may 

be designated to route by Trader Update. 

10 15 U.S.C. 78f(b). 

11 15 U.S.C. 78f(b)(5). 

it is routed after receipt of the order, and 

any untraded quantity would be 

cancelled. The Exchange proposes that 

a Directed Order designated Day would 

expire at the end of the Core Trading 

Session on the day it is entered. 

Proposed Rule 7.31(f)(1)(A) would also 

provide that a Directed Order may not 

be designated with any other modifiers 

defined in Rule 7.31. 

Proposed Rule 7.31(f)(1)(B) would 

provide that a Directed Order in a 

security to be opened in an initial 

public offering (‘‘IPO’’) or a Direct 

Listing would be rejected if received 

before the IPO Auction or Direct Listing 

Auction concludes. 

Proposed Rule 7.31(f)(1)(C) would 

provide that, during a trading halt or 

pause, an incoming Directed Order 

would be rejected. 

Proposed Rule 7.31(f)(1)(D) would 

provide that a request to cancel a 

Directed Order designated Day would be 

routed to the ATS to which the order 

was routed. 

The Exchange also proposes the 

following conforming changes to Rule 

7.19 (Pre-Trade Risk Controls) and Rule 

104 (Dealings and Responsibilities of 

DMMs): 

• The Exchange proposes to modify 

Rule 7.19(a)(5), which sets forth the 

definition of Gross Credit Risk Limit 

and currently provides that unexecuted 

orders in the Exchange Book, orders 

routed on arrival pursuant to Rule 

7.37(a)(1), and executed orders are 

included for purposes of calculating the 

Gross Credit Risk Limit. The Exchange 

proposes to modify Rule 7.19(a)(5) to 

specify that orders routed on arrival 

pursuant to Rule 7.31(f)(1) would also 

be included for purposes of the Gross 

Credit Risk Limit calculation. 

• 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 Directed 

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

that DMM units may not enter. 

The Exchange believes that the 

proposed rule change would facilitate 

additional trading opportunities by 

offering member organizations the 

ability to designate orders submitted to 

the Exchange to be routed to an ATS of 

their choosing for execution. The 

Exchange believes the proposed change 

would encourage member organizations 

to utilize the Exchange as a venue for 

order entry and further believes that the 

proposed change could create 

efficiencies for member organizations by 

enabling them to send orders that they 

wish to route to an alternate destination 

through the Exchange, thereby enabling 

them to leverage order entry protocols 

and specifications already configured 

for their interactions with the Exchange. 

The Exchange notes that the Directed 

Order, as proposed, would operate 

similarly to the Primary Only Order 

already offered by 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’’). On the 

Affiliated Exchanges, a Primary Only 

Order is an order that is routed directly 

to the primary listing market on arrival, 

without being assigned a working time 

or interacting with interest on the order 

book of the exchange to which it was 

submitted.7 The Exchange also believes 

that the Directed Order would offer 

member organizations functionality akin 

to order types and routing options that 

currently exist on other equities 

exchanges.8

Because of the technology changes 

associated with this proposed rule 

change, the Exchange will announce the 

implementation date by Trader Update.9

Subject to effectiveness of this proposed 

rule change, the Exchange anticipates 

that the proposed change will be 

implemented in the second quarter of 

2022. 

2. Statutory Basis 

The proposed rule change is 

consistent with Section 6(b) of the 

Securities Exchange Act of 1934,10 in 

general, and furthers the objectives of 

Section 6(b)(5),11 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 

and promote just and equitable 

principles of trade because the Directed 

Order would offer member 

organizations access to additional 

trading opportunities by permitting 

them to designate orders submitted to 

the Exchange to be routed directly to a 

specified ATS for execution. The 

Exchange further believes that the 

proposed change would remove 

impediments to and perfect the 

mechanism of a free and open market by 

offering member organizations the 

option to send orders that they wish to 

route to an alternate destination for 

execution through the Exchange, which 

would create efficiencies to the extent 

member organizations are able to 

leverage existing protocols and 

specifications. Finally, the Exchange 

notes that the proposed functionality is 

not novel as the Affiliated Exchanges 

and other exchanges offer their members 

functionality whereby an exchange 


khammond on DSKJM1Z7X2PROD with NOTICES
Federal Register / Vol. 87, No. 89 / Monday, May 9, 2022 / Notices 27681 

12See notes 7 & 8, supra. 

13See note 8, supra. 14 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. 

routes orders on behalf of a member to 

a specified trading center without such 

order interacting with the Exchange’s 

book.12

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 governing Directed Orders would 

promote competition because they 

would provide for an order type on the 

Exchange that would facilitate 

additional trading opportunities for 

market participants. The Exchange 

further believes that the proposed rules 

would allow it to offer its member 

organizations functionality similar to 

order types and routing options that 

exist on other equities exchanges, 

thereby enabling the Exchange to 

compete with such exchanges.13

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 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or up to 90 days (i) as the 

Commission may designate if it finds 

such longer period to be appropriate 

and publishes its reasons for so finding 

or (ii) as to which the self-regulatory 

organization consents, the Commission 

will: 

(A) By order approve or disapprove 

the proposed rule change, or 

(B) institute proceedings to determine 

whether the proposed rule change 

should be 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–2022–20 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–2022–20. 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–2022–20 and should 

be submitted on or before May 31, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–09856 Filed 5–6–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94837; File No. SR– 

NYSECHX–2022–06] 

Self-Regulatory Organizations; NYSE 

Chicago, Inc.; Notice of Filing of 

Proposed Rule Change To Modify Rule 

7.31 To Add Subparagraph (f)(4) 

Regarding Directed Orders 

May 3, 2022. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on April 20, 

2022, the NYSE Chicago, Inc. (‘‘NYSE 

Chicago’’ or the ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the selfregulatory organization. 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 add subparagraph (f)(4) 

regarding Directed Orders and make 

other conforming changes. The 

proposed 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 


khammond on DSKJM1Z7X2PROD with NOTICES