Federal Register / Vol. 87, No. 98 / Friday, May 20, 2022 / Notices 31013 

12 15 U.S.C. 78s(b)(3)(A)(ii). 

13 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3 ‘‘Participant’’ means a firm, or organization that 

is registered with the Exchange pursuant to the Rule 

2000 Series for purposes of participating in trading 

on a facility of the Exchange. See BOX Rule 

100(a)(41). 

4 ‘‘BOX Book’’ means the electronic book of 

orders on each single option series maintained by 

the BOX Trading Host. See BOX Rule 100(a)(10). 

5See Securities Exchange Act Release No. 94563 

(March 31, 2022), 87 FR 19985 (April 6, 2022) (SR– 

BOX–2022–10) (Notice of Filing and Immediate 

Effectiveness of Proposed Rule Change to Adopt 

BOX Rule 7350, Reports and Market Data Products, 

to Provide for the New ‘‘Liquidity Taker Event 

Report’’). 

Exchange must continually adjust its 

fees to remain competitive with other 

options exchanges. Because competitors 

are free to modify their own fees in 

response, and because market 

participants may readily adjust their 

order routing practices, the Exchange 

believes that the degree to which fee 

changes in this market may impose any 

burden on competition is extremely 

limited. 

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.12 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– 

GEMX–2022–06 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–GEMX–2022–06. 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–GEMX–2022–06 and 

should be submitted on or before June 

10, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–10806 Filed 5–19–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94920; File No. SR–BOX– 

2022–18] 

Self-Regulatory Organizations; BOX 

Exchange LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend BOX Rule 7350 

To Provide for the New ‘‘Liquidity 

Taker Event Report—Complex Orders’’ 

May 16, 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 May 6, 

2022, BOX Exchange LLC (‘‘BOX’’ 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 self-regulatory organization. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend 

BOX Rule 7350 to provide for the new 

‘‘Liquidity Taker Event Report— 

Complex Orders.’’ 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 Exchange currently offers the 

Liquidity Taker Event Report, which is 

a Participant 3 specific report and helps 

Participants to better understand by 

how much time a particular order 

missed executing against a specific 

order resting on the BOX Book.4 The 

current Liquidity Taker Event Report is 

described under BOX Rule 7350(b).5

The Exchange now proposes to amend 

BOX Rule 7350 to provide for the new 

Liquidity Taker Event Report—Complex 


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6The term ‘‘Complex Order’’ means any order 

involving the simultaneous purchase and/or sale of 

two or more different options series in the same 

underlying security, for the same account, in a ratio 

that is equal to or greater than one-to-three (.333) 

and less than or equal to three-to-one (3.00) and for 

the purpose of executing a particular investment 

strategy. See BOX Rule 7240(a)(7). 

7See Securities Exchange Act Release No. 94136 

(February 2, 2022), 87 FR 7223 (February 8, 2022) 

(SR–EMERALD–2022–02) (Notice of Filing and 

Immediate Effectiveness of Proposed Rule Change 

to Amend Exchange Rule 531, Reports, to Provide 

for a New ‘‘Liquidity Taker Event Report—Complex 

Orders’’). See also Securities Exchange Act Release 

No. 94135 (February 2, 2022), 87 FR 7217 (February 

8, 2022) (SR–MIAX–2022–06). See also MIAX Rule 

531(b) and MIAX Emerald Rule 531(b). 

8The term ‘‘Complex Order Book’’ means the 

electronic book of Complex Orders maintained by 

the BOX Trading Host. See BOX Rule 7240(a)(8). 

9The term ‘‘cBBO’’ means the best net bid and 

offer price for a Complex Order Strategy based on 

the BBO on the BOX Book for the individual 

options components of such Strategy. See BOX Rule 

7240(a)(1). 

10The term ‘‘cNBBO’’ means the best net bid and 

offer price for a Complex Order Strategy based on 

the NBBO for the individual options components of 

such Strategy. See BOX Rule 7240(a)(3). 

11The Exchange intends to submit a separate 

filing with the Commission pursuant to Section 

19(b)(1) to propose fees for the proposed Complex 

Order Report. 

Orders’’ (the ‘‘Complex Order Report’’) 

which would be substantially similar to 

the existing Liquidity Taker Event 

Report, but would include data 

concerning a Participant’s Complex 

Orders.6 The Exchange also proposes to 

change the name of the existing 

Liquidity Taker Event Report to 

‘‘Liquidity Taker Event Report—Simple 

Orders’’ and amend BOX Rule 7350(b) 

accordingly (the ‘‘Liquidity Taker Event 

Report—Simple Orders’’ shall be 

referred to herein as the ‘‘Simple Order 

Report’’). This is a competitive filing 

that is based on a proposals recently 

submitted by Miami International 

Securities Exchange, LLC (‘‘MIAX’’) and 

MIAX Emerald, LLC (‘‘MIAX Emerald’’) 

and noticed by the Commission.7

The Simple Order Report includes 

information about incoming orders 

seeking to remove resting orders from 

the BOX Book. The proposed Complex 

Order Report would include the same 

information about incoming Complex 

Orders that seek to remove Complex 

Orders resting on the Complex Order 

Book.8 Two other differences between 

the proposed Complex Order Report and 

the Simple Order Report are that the 

proposed Complex Order Report will 

include the Complex BBO (‘‘cBBO’’) 9 in 

place of the BBO and Complex NBBO 

(‘‘cNBBO’’) 10 in place of the NBBO, as 

described further below. These are 

minor differences designed to provide 

the BBO and NBBO that are relevant to 

trading Complex Orders. Otherwise, the 

content and dissemination of the 

proposed Complex Order Report set 

forth under amended BOX Rule 7350(c) 

will be identical to that of the Simple 

Order Report under BOX Rule 7350(b). 

Other than the difference set forth 

above, the Exchange represents that 

there are no other differences between 

Simple Orders and Complex Orders that 

would necessitate any other changes to 

the proposed Complex Order Report or 

render the effects or use of the proposed 

Complex Order Report as different from 

the Simple Order Report. 

Like the Simple Order Report, the 

proposed Complex Order Report is an 

optional product 11 that would be made 

available to Participants. Currently, the 

Exchange provides real-time prices and 

analytics in the marketplace. The 

Exchange believes the additional data 

points from the matching engine 

outlined below may help Participants 

gain a better understanding about their 

Complex Order interactions with the 

Exchange. The Exchange believes the 

proposed Complex Order Report will 

provide Participants with an 

opportunity to learn more about better 

opportunities to access liquidity and 

receive better execution rates when 

trading Complex Orders. Specifically, 

the proposed Complex Order Report 

will provide greater visibility into the 

missed trading executions, which could 

allow Participants to optimize their 

trading systems to yield better execution 

results when trading Complex Orders. 

The proposed Complex Order Report 

will increase transparency and 

democratize information so that all 

firms that subscribe to the proposed 

Complex Order Report have access to 

the same information on an equal basis, 

even for firms that do not have the 

appropriate resources to generate a 

similar report regarding interactions 

with the Exchange. Like the Simple 

Order Report, none of the components 

of the proposed Complex Order Report 

include real-time market data. 

Participants generally would use a 

liquidity accessing order if there is a 

high probability that it will execute 

against an order resting on the Complex 

Order Book. Like the Simple Order 

Report, the proposed Complex Order 

Report would identify by how much 

time an order that may have been 

marketable missed an execution. In the 

case of the proposed Complex Order 

Report, the incoming order would be a 

Complex Order submitted to trade 

against a resting order for a Complex 

Strategy. The proposed Complex Order 

Report will provide greater visibility 

into the missed trading executions, 

which could allow Participants to 

optimize their models and trading 

systems to yield better execution results 

when trading Complex Orders. 

Like the Simple Order Report, the 

proposed Complex Order Report will be 

a Participant specific report and will 

help Participants to better understand 

by how much time a particular order, in 

this case a Complex Order, missed 

executing against a specific resting 

order, thus allowing that Participant to 

determine whether it wants to invest in 

the necessary resources and technology 

to mitigate missed executions against 

certain resting orders on the Exchange’s 

Complex Order Book. For example, 

Participant A submits a Complex Order 

that is posted to the Complex Order 

Book and then, within 200 

microseconds of the entry of Participant 

A’s Complex Order, Participant B enters 

a marketable Complex Order to execute 

against Participant A’s resting Complex 

Order. Immediately thereafter, 

Participant C also within 200 

microseconds of the entry of Participant 

A’s Complex Order, sends a marketable 

Complex Order to execute against 

Participant A’s resting Complex Order. 

Because Participant B’s Complex Order 

is received by the Exchange before the 

Complex Order for Participant C, 

Participant B’s Complex Order executes 

against Participant A’s resting Complex 

Order. If Participant C were to subscribe 

to the proposed Complex Order Report, 

it would be provided the data points 

necessary for that firm to calculate by 

how much time they missed executing 

against Participant A’s resting Complex 

Order. 

Like the Simple Order Report, the 

Exchange proposes to provide the 

proposed Complex Order Report on a 

T+1 basis. As further described below, 

the proposed Complex Order Report 

will be specific and tailored to the 

Participant that is subscribed to the 

Complex Order Report and any data 

included in the Complex Order Report 

that relates to a Participant other than 

the Participant receiving the Complex 

Order Report will be anonymized. 

Similar to current BOX Rule 7350(b) 

regarding the Simple Order Report, 

amended Exchange Rule 7350(c) would 

provide that the proposed Complex 

Order Report is a daily report that 

provides a Participant (‘‘Recipient 

Participant’’) with its liquidity response 

time details for executions of an order 

resting on the Complex Order Book, 

where that Recipient Participant 

submitted a Complex Order that 

attempted to execute against such 

resting Complex Order within a certain 

timeframe. 


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12Like the Simple Order Report, only displayed 

orders will be included in the proposed Complex 

Order Report. The Exchange notes that it does not 

currently offer any nondisplayed order types on its 

options trading platform. 

13This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(i)(A). 

14This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(i)(B). 

15This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(i)(C). 

16The term ‘‘Affiliate’’ means, with respect to any 

Person, any other Person controlling, controlled by 

or under common control with, such Person. As 

used in this definition, the term ‘‘control’’ means 

the possession, directly or indirectly, of the power 

to direct or cause the direction of the management 

and policies of a Person, whether through the 

ownership of voting securities, by contract or 

otherwise with respect to such Person. A Person is 

presumed to control any other Person, if that 

Person: (i) Is a director, general partner, or officer 

exercising executive responsibility (or having 

similar status or performing similar functions); (ii) 

directly or indirectly has the right to vote 25 

percent or more of a class of voting security or has 

the power to sell or direct the sale of 25 percent 

or more of a class of voting securities of the Person; 

or (iii) in the case of a partnership, has contributed, 

or has the right to receive upon dissolution, 25 

percent or more of the capital of the partnership. 

See BOX Rule 100(a)(1). 

17This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(i)(D). 

The Report will simply indicate whether the 

Recipient Participant is an Affiliate of the 

Participant that entered the resting order and not 

include any other information that may indicate the 

identity of the Participant that entered the resting 

order. 

18This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(i)(E). 

19This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(i)(F). 

20This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(i)(G). 

The Exchange notes that the displayed price and 

size are also disseminated via the Exchange’s 

proprietary data feeds. 

21Similar information is included in the Simple 

Order Report. Exchange Rule 7350(b)(1)(ii)(A) 

would similarly provide that if the resting order 

executes against multiple contra-side responses, 

only the cBBO at the time of the execution against 

the first response will be included. The Exchange 

is proposing to include this information to provide 

context to the Participants regarding what BOX’s 

market looked like at the time the order was 

submitted. 

22Similar information is included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(ii)(B). 

Exchange Rule 7350(b)(1)(ii)(B) would similarly 

provide that if the resting order executes against 

multiple contra-side responses, only the cNBBO at 

the time of the execution against the first response 

will be included. The Exchange is proposing to 

include this information to provide context to the 

Participants regarding what the away market looked 

like at the time the order was submitted. 

23This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(ii)(C). 

The Exchange notes that the type of the response 

provides whether the response was received from 

a Public Customer or non-Public Customer. 

24The time difference would be provided in 

nanoseconds. This information is also included in 

the Simple Order Report. See Exchange Rule 

7350(b)(1)(ii)(D). 

25This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(ii)(E). 

26This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(iii)(A). 

27This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(iii)(B). 

28This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(iii)(C). 

29This information is also included in the Simple 

Order Report. See Exchange Rule 7350(b)(1)(iii)(D). 

Report Content 

The content of the proposed Complex 

Order Report would be identical to the 

Simple Order Report, but for two minor 

differences discussed below. Paragraph 

(c)(1) of Rule 7350 would describe the 

content of the proposed Complex Order 

Report and delineate which information 

would be provided regarding the resting 

order,12 the response that successfully 

executed against the resting order, and 

the response submitted by the Recipient 

Participant that missed executing 

against the resting order. It is important 

to note that the content of the proposed 

Complex Order Report will be specific 

to the Recipient Participant and the 

proposed Complex Order Report will 

not include any information related to 

any Participant other than the Recipient 

Participant. The Exchange will restrict 

all other market participants, including 

the Recipient Participant, from receiving 

another market participant’s data. 

Resting Order Information. The 

content of the proposed Complex Order 

Report set forth under amended 

Exchange Rule 7350(c)(1)(i) is identical 

to the content of the Simple Order 

Report under Exchange Rule 

7350(b)(1)(i). However, as noted above, 

the content of the proposed Complex 

Order Report would be limited to 

incoming Complex Orders that seek to 

remove liquidity from the Exchange’s 

Complex Order Book. 

Exchange Rule 7350(c)(1)(i) would 

provide that the following information 

would be included in the proposed 

Complex Order Report regarding the 

resting order: (A) The time the resting 

order was received by the Exchange; 13

(B) symbol; 14 (C) order ID, which is a 

unique reference number assigned to a 

new Complex Order at the time of 

receipt; 15 (D) whether the Recipient 

Participant is an Affiliate 16 of the 

Participant that entered the resting 

order; 17 (E) Whether the resting order is 

from a Public Customer or non- Public 

Customer; 18 (F) side (buy or sell); 19 and 

(G) displayed price and size of the 

resting order.20

Execution Information. Proposed 

Exchange Rule 7350(c)(1)(ii) would 

provide that the following information 

would be included in the proposed 

Complex Order Report regarding the 

execution of the resting order: (A) 

Complex BBO (‘‘cBBO’’), as defined in 

Rule 7240(a)(1), at the time of the 

execution; 21 (B) the Complex NBBO 

(‘‘cNBBO’’), as defined in Rule 

7240(a)(3), at the time of execution; 22

(C) the time the first response that 

executes against the resting order was 

received by the Exchange and the size 

of the execution and type of the 

response; 23 (D) the time difference 

between the time the resting order was 

received by the Exchange and the time 

the first response that executes against 

the resting order was received by the 

Exchange; 24 and (E) whether the 

response was entered by the Recipient 

Participant.25 If the resting order 

executes against multiple contra-side 

responses, only the cBBO and cNBBO at 

the time of the execution against the 

first response will be included. 

The content of the proposed Complex 

Order Report set forth under amended 

Exchange Rule 7350(c)(1)(ii) is identical 

to the content of the Simple Order 

Report under Exchange Rule 

7350(b)(1)(ii) with two minor 

differences. The Simple Order Report 

includes the BBO, which is the 

Exchange’s best bid or offer, and the 

NBBO, which is the best bid or offer of 

away exchanges. In their place, the 

proposed Complex Order Report would 

include the Complex BBO and Complex 

NBBO. The Exchange is providing the 

Complex BBO and Complex NBBO 

because both are relevant and tailored to 

a Participant that is entering a Complex 

Order to remove liquidity as part of a 

Complex Strategy and, therefore, more 

germane to the purpose of the Complex 

Order Report. 

Recipient Participant’s Response 

Information. The content of the 

proposed Complex Order Report set 

forth under proposed Rule 

7350(c)(1)(iii) is identical to the content 

of the Simple Order Report under Rule 

7350(b)(1)(iii). Proposed Rule 

7350(c)(1)(iii) would provide that the 

following information would be 

included in the Complex Order Report 

regarding Complex Order(s) sent by the 

Recipient Participant: (A) Recipient 

Participant ID; 26 (B) the time difference 

between the time the first response that 

executes against the resting order was 

received by the Exchange and the time 

of each Complex Order sent by the 

Recipient Participant, regardless of 

whether it executed or not; 27 (C) Time 

difference between the time the resting 

order was received by the Exchange and 

the time the response submitted by the 

Recipient Participant was received by 

the Exchange; 28 (D) size and type of 

each Complex Order submitted by the 

Recipient Participant; 29 and (E) 

response ID, which is a unique reference 


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30This information is also included in the Simple 

Order Report. See Exchange Rule 7350(a)(1)(iii)(E). 

31See Exchange Rule 7350(b)(4). 

32 15 U.S.C. 78f(b). 

33 15 U.S.C. 78f(b)(5). 

34 15 U.S.C. 78f(b)(5). 

35 Id. 

36See supra note 7. 

number attached to the response by the 

Recipient Participant.30

Timeframe for Data Included in Report 

The timeframe for data to be included 

the proposed Complex Order Report set 

forth under proposed Exchange Rule 

7350(c)(2) is identical to the timeframe 

for data included in the Simple Order 

Report under Exchange Rule 7350(b)(2). 

Paragraph (c)(2) of Exchange Rule 7350 

would provide that the Complex Order 

Report would include the data set forth 

under Exchange Rule 7350(c)(1) 

described above for executions and 

contra-side responses that occurred 

within 200 microseconds of the time the 

resting order was received by the 

Exchange. The Exchange believes 200 

microseconds is the appropriate 

timeframe because it understands most 

Participants that would be interested in 

subscribing to the proposed Complex 

Order Report would submit their 

incoming liquidity removing Complex 

Orders within 200 microseconds of the 

time a contra-side Complex Order is 

posted to the Complex Order Book. 

Scope of Data Included in the Report 

The scope of data to be included [sic] 

the proposed Complex Order Report set 

forth under proposed Exchange Rule 

7350(c)(3) is identical to the scope of 

data included in the Simple Order 

Report under Exchange Rule 7350(b)(3). 

Paragraph (c)(3) of Exchange Rule 7350 

would provide that the Complex Order 

Report will only include trading data 

related to the Recipient Participant and, 

subject to the proposed paragraph (4) of 

Exchange Rule 7350(c) described below, 

will not include any other Participant’s 

trading data other than that listed in 

paragraphs (1)(i) and (ii) of Exchange 

Rule 7350(c), described above. Like the 

Simple Order Report, the proposed 

Complex Order Report will not include 

information related to any Participant 

other than the Recipient Participant. 

Historical Data 

Proposed paragraph (c)(4) of Exchange 

Rule 7350 would specify that the 

Complex Order Report will contain 

historical data from the prior trading 

day and will be available after the end 

of the trading day, generally on a T+1 

basis. This is identical to the timeframe 

for when the Simple Order Report is 

made available.31

2. Statutory Basis 

The Exchange believes that the 

proposal is consistent with the 

requirements of Section 6(b) of the 

Act,32 in general, and Section 6(b)(5) of 

the Act.33 Specifically, the Exchange 

believes the proposed rule change is 

consistent with the Section 6(b)(5) 34

requirements that the rules of an 

exchange be 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 regulating, clearing, settling, 

processing information with respect to, 

and 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. This 

proposal is in keeping with those 

principles in that it promotes increased 

transparency through the dissemination 

of the optional Complex Order Report to 

those interested in subscribing to 

receive the data. Additionally, the 

Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 35 requirement that the rules of 

an exchange not be designed to permit 

unfair discrimination between 

customers, issuers, brokers, or dealers. 

The proposed Report is similar to 

reports previously adopted by MIAX 

and MIAX Emerald.36

But for three differences, the 

description of the proposed Complex 

Order Report under Exchange Rule 

7350(c) is identical to that of the Simple 

Order Report under Exchange Rule 

7350(b). The first difference concerns 

the content of the proposed Complex 

Order Report, which would be limited 

to incoming Complex Orders that seek 

to remove liquidity from the Exchange’s 

Complex Order Book. The Simple Order 

Report includes information about 

incoming orders seeking to remove 

liquidity from the BOX Book. This 

difference is immaterial because both 

reports include basically the same 

information and seek to serve the same 

purpose, to provide the Recipient 

Participant with the same type of data 

necessary for them to evaluate their own 

trading behavior and order interactions 

on the Exchange; however, the Simple 

Order Report contains data relevant to 

the BOX Book while the proposed 

Complex Order Report contains data 

relevant to the Complex Order Book. 

The other two differences are that the 

Simple Order Report includes the BBO, 

which is the Exchange’s best bid or 

offer, and the NBBO, which is the best 

bid or offer of away exchanges. In their 

place, the proposed Complex Order 

Report would include the cBBO and 

cNBBO. The Exchange is providing the 

cBBO and cNBBO because both are 

relevant and tailored to a Participant 

that is entering a Complex Order to 

remove liquidity as part of a Complex 

Strategy and, therefore, more germane to 

the purpose of the Complex Order 

Report. The Exchange believes these 

differences are appropriate because 

providing the cBBO in place of the BBO 

and the cNBBO in place of the NBBO 

are more germane to the purpose of the 

proposed Complex Order Report. 

Like the Simple Order Report, the 

Exchange believes the proposed 

Complex Order Report will serve 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 protect investors 

and the public interest by providing 

Participants access to information 

regarding their trading activity that they 

may utilize to evaluate their own 

Complex Order trading behavior and 

order interactions. Also, like the Simple 

Order Report, the proposed Complex 

Order Report is designed for 

Participants that are interested in 

gaining insight into latency in 

connection with Complex Orders that 

failed to execute against an order resting 

on the Exchange’s Complex Order Book 

by providing those Participants data to 

analyze by how much time their 

Complex Order may have missed an 

execution against a contra-side order 

resting on the Complex Order Book. The 

Exchange believes that providing this 

optional latency data to interested 

Participants is consistent with 

facilitating transactions in securities, 

removing impediments to and 

perfecting the mechanism of a free and 

open market and a national market 

system, and, in general, protecting 

investors and the public interest 

because it provides greater visibility 

into the latency of Participants’ 

incoming orders that they may use to 

optimize their models and trading 

systems in an effort to yield better 

execution results by calculating by how 

much time their order may have missed 

an execution. This would, in turn, 

benefit other market participants who 

may experience better executions on the 

Exchange because those that use the 

proposed Complex Order Report may recalibrate their trading models and then 

increase their trading on the Exchange 

and volume of liquidity removing 

orders. This could lead to an increase in 


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Federal Register / Vol. 87, No. 98 / Friday, May 20, 2022 / Notices 31017 

37See current BOX Rule 7130(a)(2). The Exchange 

notes that the cBBO and cNBBO are provided in 

BOX’s HSVF. BOX makes the HSVF available to all 

market participants pursuant to current Rule 

7130(a)(2). 

38The Exchange also notes that the proposed 

information in the first bucket is identical to the 

information provided in the Simple Order Report. 

See BOX Rule 7350(b)(1)(i). 

39The Exchange surveils to monitor for aberrant 

behavior related to internalized trades and identify 

potential wash sales. 

40The Exchange notes that the proposed 

information in the third bucket is identical to the 

information provided in the Simple Order Report. 

See BOX Rule 7350(b)(1)(iii). 

incoming liquidity removing orders 

resulting in higher execution rates for 

Participants who primarily place resting 

orders on the Complex Order Book. The 

proposed Complex Order Report may 

benefit other market participants who 

would receive greater fill rates, thereby 

facilitating transactions in securities and 

perfecting the mechanism of the 

national market system. 

The Exchange believes this proposal 

promotes just and equitable principles 

of trade because it would provide 

latency information in a systematized 

way and standardized format to any 

Participant that chooses to subscribe to 

the proposed Complex Order Report. As 

a result, the proposal would also remove 

impediments to and perfect the 

mechanism of a free and open market 

and a national market system by making 

latency information for liquidity-seeking 

orders available in a more equalized 

manner. The proposal further promotes 

just and equitable principles of trade by 

increasing transparency, particularly for 

Recipient Participants that may not have 

the expertise to generate the same 

information on their own. The proposed 

Complex Order Report may better 

enable Recipient Participants to increase 

the fill rates for their liquidity-seeking 

Complex Orders. At the same time, as is 

also discussed above, the Complex 

Order Report promotes just and 

equitable principles of trade and 

protects investors and the public 

interest because it is designed to prevent 

a Recipient Participant from learning 

other Participants’ sensitive trading 

information. The Complex Order Report 

would not be a real-time market data 

product, as it would provide only 

historical trading data for the previous 

trading day, generally on a T+1 basis. In 

addition, the data in the Complex Order 

Report regarding incoming orders that 

failed to execute would be specific to 

the Recipient Participant’s Complex 

Orders, and other information in the 

proposed Complex Order Report 

regarding resting orders and executions 

would be anonymized if it relates to a 

Participant other than the Recipient 

Participant. 

The Complex Order Report generally 

contains three buckets of information. 

The first two buckets include 

information about the resting order and 

the execution of the resting order. Some 

of this information is available from 

other public sources or derivable from 

other public sources, such as OPRA and 

the Exchange’s proprietary data feed, or 

is similar to information included in a 

report offered by another exchange. For 

example, OPRA provides bids, offers, 

and consolidated last sale and quotation 

information for options trading on all 

national securities exchanges, including 

the Exchange. In addition, the Exchange 

offers the High-Speed Vendor Feed 

(‘‘HSVF’’) which broadcasts BOX’s realtime trading and statistical information 

(comprised of trades, quotes, market 

depth, complex order strategies, 

bulletins, summaries, auctions, and 

other statistics).37

The first bucket of information 

contained in the Complex Order Report 

for the resting order includes the time 

the resting order was received by the 

Exchange, the symbol, unique reference 

number assigned at the time of receipt, 

side (buy or sell), and the displayed 

price and size of the resting order. 

Further, the symbol, whether the resting 

order is from a Public Customer or nonPublic Customer, side (buy or sell), and 

displayed price and size are also 

available either via OPRA or the 

Exchange’s HSVF.38 The first bucket of 

information also indicates whether the 

Recipient Participant is an Affiliate of 

the Participant that entered the resting 

order. This data field will not indicate 

the identity of the Participant that 

entered the resting order and would 

simply allow the Recipient Participant 

to better understand the scenarios in 

which it may execute against the orders 

of its Affiliates.39

The second bucket of information 

contained in the proposed Complex 

Order Report regards the execution of 

the resting order and includes the cBBO 

and cNBBO at the time of execution. 

These data points are also available via 

the Exchange’s HSVF. The second 

bucket of information will also indicate 

whether the response was entered by 

the Recipient Participant. This data 

point is simply provided as a 

convenience. If not entered by the 

Recipient Participant, this data point 

will be left blank so as not to include 

any identifying information about other 

Participant activity. The second bucket 

of information also includes the size, 

time and type of first response that 

executes against the resting order; as 

well as the time difference between the 

time the resting order and first response 

that executes against the resting order 

are received by the Exchange. These 

data points would assist the Recipient 

Participant in analyzing by how much 

time their order may have missed an 

execution against a contra-side order 

resting on the Complex Order Book. 

The third bucket of information is 

about the Recipient Participant’s 

response(s) and the time their 

response(s) is received by the Exchange. 

This includes the time difference 

between the time the first response that 

executes against the resting order was 

received by the Exchange and the time 

of each response sent by the Recipient 

Participant, regardless of whether it 

executed or not. Also included is the 

time difference between the time the 

resting order was received by the 

Exchange and the time the response 

submitted by the Recipient Participant 

was received by the Exchange. As stated 

above, these data points would assist 

the Recipient Participant in analyzing 

by how much time their order may have 

missed an execution against a contraside order resting on the Complex Order 

Book. This bucket would also include 

the size and type of each response 

submitted by the Recipient Participant, 

the Recipient Participant identifier, and 

a response reference number which is 

selected by the Recipient Participant. 

Each of these data points are unique to 

the Recipient Participant and should 

already be known by Recipient 

Participant even if not included in the 

proposed Report.40


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31018 Federal Register / Vol. 87, No. 98 / Friday, May 20, 2022 / Notices 

41See Proposed Rule 7350(c)(1)(iii)(C). 

42See proposed Rule 7350(c)(1)(ii)(D). 

43See proposed Rule 7350(b)(1)(iii)(B). 44See supra note 7. 

The Exchange notes one additional 

data point included in the third bucket 

of information that is not included in 

the information provided in MIAX 

Emerald’s Complex Order Liquidity 

Taker Event Report. Specifically, the 

Exchange proposes to include the time 

difference between the time the resting 

order was received by the Exchange and 

the time the response submitted by the 

Recipient Participant was received by 

the Exchange.41 As discussed herein, 

the Exchange believes that providing 

this information is reasonable and 

appropriate as this data point is being 

derived from information already 

provided in the Complex Order Report 

that is identical to information already 

provided in the MIAX Emerald Complex 

Order Liquidity Taker Event Report. 

Specifically, Participants can take the 

sum of the time difference between the 

time the resting order was received by 

the Exchange and the time the first 

response that executes against the 

resting order was received by the 

Exchange 42 and the time difference 

between the first response that executes 

against the resting order was received by 

the Exchange and the time of each 

response sent by the Recipient 

Participant, regardless of whether it 

executed or not.43 By summing these 

values, the Participant could derive the 

time difference between the time the 

resting order was received by the 

Exchange and the time the response 

submitted by the Recipient Participant 

was received by the Exchange, 

regardless of whether it executed or not. 

This time difference would be provided 

in nanoseconds. Further, the Exchange 

believes providing this additional 

information in the proposed Complex 

Order Report is reasonable and 

appropriate as it will provide greater 

visibility into the missed trading 

execution, which will allow Participants 

to optimize their trading systems to 

yield better execution results. 

The Exchange proposes to provide the 

Complex Order Report on a voluntary 

basis and no Participant will be required 

to subscribe to the Complex Order 

Report. The Exchange notes that there is 

no rule or regulation that requires the 

Exchange to produce, or that a 

Participant elect to receive, the Complex 

Order Report. It is entirely a business 

decision of each Participant to subscribe 

to the Complex Order Report. The 

Exchange proposes to offer the Complex 

Order Report as a convenience to 

Participants to provide them with 

additional information regarding trading 

activity on the Exchange on a delayed 

basis after the close of regular trading 

hours. A Participant that chooses to 

subscribe to the Complex Order Report 

may discontinue receiving the Complex 

Order Report at any time if that 

Participant determines that the 

information contained in the Complex 

Order Report is no longer useful. 

In summary, the proposed Complex 

Order Report will help to protect a free 

and open market by providing 

additional data (offered on an optional 

basis) to the marketplace and by 

providing investors with greater 

opportunities to understand by how 

much time a particular order missed 

executing against a specific order resting 

on the Complex Order Book. This, in 

turn, could allow Participants to 

optimize their models and trading 

systems to yield better execution results 

when trading Complex Orders. 

Additionally, the proposal would not 

permit unfair discrimination because 

the proposed Complex Order Report 

will be available to all Exchange 

Participants. 

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. 

Inter-Market Competition 

The proposed Complex Order Report 

will allow the Exchange to provide a 

new option for Participants to receive 

historical latency related data. The 

proposed Complex Order Report will 

also further enhance inter-market 

competition between exchanges by 

allowing the Exchange to expand its 

product offerings. The latency 

information that would be provided in 

the proposed Complex Order Report 

would enhance competition between 

exchanges that offer complex order 

functionality because it would allow 

Recipient Participants to recalibrate 

their models and trading strategies to 

improve their overall trading experience 

on the Exchange. This may improve the 

Exchange’s overall trading environment 

resulting in increased liquidity and 

order flow on the Exchange. In 

response, other exchanges may similarly 

seek ways to provide latency related 

data in an effort to improve their own 

market quality. The Exchange notes that 

the rule change is being proposed as a 

competitive response to filings 

submitted by MIAX and MIAX Emerald 

that were recently noticed by the 

Commission.44

Intra-Market Competition 

The Exchange does not believe the 

proposed Complex Order Report will 

have an inappropriate burden on intramarket competition between Recipient 

Participants and other Participants who 

choose not to receive the Complex 

Order Report. As discussed above, the 

first two buckets of information 

included in the Complex Order Report 

contain information about the resting 

order and the execution of the resting 

order, both of which are generally 

available to Participants that choose not 

to receive the Complex Order Report 

from other sources, such as by deriving 

these data points from OPRA or 

obtaining them from the Exchange’s 

HSVF. The third bucket of information 

is about the Recipient Participant’s 

response and the time their response is 

received by the Exchange, information 

which the Recipient Participant would 

be able to obtain without receiving the 

Complex Order Report. Additionally, 

some Participants may already be able 

to derive a substantial amount of the 

same data that is provided by some of 

the components based on their own 

executions and algorithms. 

In sum, if the proposed Complex 

Order Report is unattractive to 

Participants, Participants will opt not to 

receive it. Additionally, the proposal 

would not permit unfair discrimination 

because the proposed Report will be 

available to all Exchange Participants. 

Accordingly, the Exchange does not 

believe that the proposed change will 

impair the ability of Participants or 

competing order execution venues to 

maintain their competitive standing in 

the financial markets. 

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 


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Federal Register / Vol. 87, No. 98 / Friday, May 20, 2022 / Notices 31019 

45 15 U.S.C. 78s(b)(3)(A)(iii). 

46 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

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. 

47 17 CFR 240.19b–4(f)(6). 

48 17 CFR 240.19b–4(f)(6)(iii). 

49See supra note 7. 

50See supra note 7. 

51For purposes only of accelerating the operative 

date of this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. 15 

U.S.C. 78c(f). 52 17 CFR 200.30–3(a)(12). 

19(b)(3)(A)(iii) of the Act 45 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.46

A proposed rule change filed under 

Rule 19b–4(f)(6) 47 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),48 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. The Exchange states 

that waiver of the 30-day operative 

delay would benefit investors by 

enabling the Exchange to make latency 

information for liquidity-seeking 

Complex Orders available to Exchange 

Participants in a more equalized and 

timely manner, allow the Exchange to 

compete with other exchanges that 

currently offer substantially similar 

reports for complex orders,49 and 

provide the Exchange with an 

opportunity to attract additional order 

flow from Participants that find value in 

the proposed report. The Commission 

finds that waiving the 30-day operative 

delay is consistent with the protection 

of investors and the public interest. As 

discussed above, the Exchange states 

that the proposed reports could provide 

Participants that subscribe to the reports 

with increased visibility into missed 

executions against orders resting on the 

Exchange’s Complex Order Book, 

thereby allowing Participants to 

determine whether to invest in the 

resources and technology needed to 

mitigate missed executions. The 

Exchange notes that all firms that 

choose to subscribe to the proposed 

reports, which are optional, will have 

access to the same information on an 

equal basis, including firms that lack the 

resources to generate similar reports 

regarding interactions with the 

Exchange. In addition, the proposal 

does not raise new or novel regulatory 

issues because other options exchanges 

currently offer substantially similar 

reports for complex orders.50 For these 

reasons, the Commission designates the 

proposal operative upon filing.51

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 

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– 

BOX–2022–18 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–BOX–2022–18. 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–2022–18, and should 

be submitted on or before June 10, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.52

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–10804 Filed 5–19–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–188, OMB Control No. 

3235–0212] 

Submission for OMB Review; 

Comment Request; Extension: Rule 

12b–1 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission (the 

‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for extension of the 

previously approved collection of 

information discussed below. 

Rule 12b–1 under the Investment 

Company Act of 1940 (17 CFR 270.12b– 

1) permits a registered open-end 

investment company (‘‘fund’’) to bear 

expenses associated with the 

distribution of its shares, provided that 

the fund complies with certain 

requirements, including, among other 

things, that it adopt a written plan 

(‘‘rule 12b–1 plan’’) and that it preserves 

in writing any agreements relating to the 

rule 12b–1 plan. The rule in part 

requires that (i) the adoption or material 

amendment of a rule 12b–1 plan be 

approved by the fund’s directors, 

including its independent directors, 

and, in certain circumstances, its 

shareholders; (ii) the board review 

quarterly reports of amounts spent 

under the rule 12b–1 plan; and (iii) the 

board, including the independent 

directors, consider continuation of the 

rule 12b–1 plan and any related 


khammond on DSKJM1Z7X2PROD with NOTICES