41832 Federal Register / Vol. 87, No. 133 / Wednesday, July 13, 2022 / Notices 

53 15 U.S.C. 78s(b)(3)(A)(iii). 

54 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. 

55 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. 

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 

Because the foregoing proposed rule 

change does not: (i) significantly affect 

the protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A)(iii) of the Act 53 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.54

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– 

Phlx–2022–28 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–Phlx–2022–28. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–Phlx–2022–28 and should 

be submitted on or before August 3, 

2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.55

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–14885 Filed 7–12–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–95209; File No. SR–NYSE– 

2022–25] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Modify Rule 

7.31 

July 7, 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 June 24, 

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 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 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 (1) permit certain nonroutable order types to be designated to 

cancel if they would be displayed at a 

price other than their limit price; (2) 

allow ALO Orders to be designated as 

non-displayed; (3) permit ALO Orders 

to be entered in any size; (4) introduce 

the Non-Display Remove and Proactive 

if Locked/Crossed Modifiers; and (5) 

make MPL Orders eligible to trade at 

their limit price. 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 amend 

Rule 7.31 to (1) permit certain nonroutable order types to be designated to 

cancel if they would be displayed at a 

price other than their limit price; (2) 

allow ALO Orders to be designated as 

non-displayed; (3) permit ALO Orders 

to be entered in any size; (4) introduce 

the Non-Display Remove and Proactive 

if Locked/Crossed Modifiers; and (5) 

allow MPL Orders to trade at either the 

midpoint or their limit price. The 

Exchange also proposes additional 


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4As noted above, the Exchange also proposes in 

this filing to permit ALO Orders to be designated 

as non-displayed, and discussion of the proposed 

modification of Rule 7.31(e)(2) to effect that change 

appears in the ‘‘Non-Displayed ALO’’ section 

below. The proposed new designation to cancel 

would be inapplicable to Non-Displayed ALO 

Orders, as proposed, because such orders are not 

eligible to be displayed. 

5See, e.g., Members Exchange (‘‘MEMX’’) Rules 

11.6(a) (defining the Cancel Back instruction, which 

a User may attach to an order to instruct that such 

order be cancelled if it cannot be posted to the 

MEMX Book at its limit price) and 11.6(l)(2) 

(defining the Post Only instruction; an order with 

such instruction functions similarly to the ALO 

Order and may be designated to be cancelled by the 

User); Cboe BZX Exchange, Inc. (‘‘BZX’’) Rules 

11.9(c)(6) and 11.9(g)(d) (defining the BZX Post 

Only Order, which functions similarly to the ALO 

Order and may be designated to be cancelled at the 

User’s instruction); Cboe BYX Exchange, Inc. 

(‘‘BYX’’) Rule 11.9(c)(6) and 11.9(g)(d) (defining the 

BYX Post Only Order, which functions similarly to 

the ALO Order and may be designated to be 

cancelled at the User’s instruction); Nasdaq Stock 

Exchange LLC (‘‘Nasdaq’’) Rule 4702(b)(4)(A) 

(defining the Post-Only Order, which functions 

similarly to the ALO Order and may be designated 

to be cancelled back to the Participant at the 

Participant’s election). 

6As noted above, the Exchange also proposes in 

this filing to permit ALO Orders to be designated 

as non-displayed and to permit ALO Orders to be 

entered in odd lots, and discussion of the proposed 

modification of Rule 7.31(e)(2) to effect those 

changes appears in the ‘‘Non-Displayed ALO’’ and 

‘‘ALO Odd Lots’’ sections below. 

clarifying and conforming changes as 

discussed herein. 

Designation to Cancel 

The Exchange proposes to modify 

Rules 7.31(e)(1), 7.31(e)(2), and 

7.31(e)(3)(D) to permit Non-Routable 

Limit Orders, displayed ALO Orders,4

and Day ISO ALO Orders to be 

designated to cancel if they would be 

displayed at a price other than their 

limit price for any reason. 

As proposed, Non-Routable Limit 

Orders, displayed ALO Orders, and Day 

ISO ALO Orders would be eligible to be 

designated to cancel at the member 

organization’s instruction, thereby 

providing member organizations with 

increased flexibility with respect to 

order handling and the ability to have 

greater determinism regarding order 

processing when such orders would be 

repriced to display at a price other than 

their limit price. The Exchange notes 

that this designation would be optional, 

and if not designated to cancel, NonRoutable Limit Orders, displayed ALO 

Orders, and Day ISO ALO Orders would 

continue to function as set forth in 

current Exchange rules (except as 

proposed in this filing with respect to 

odd lots and the addition of the NonDisplay Remove Modifier). The 

Exchange further notes that providing 

member organizations with the ability to 

designate orders to cancel if they would 

be repriced is not novel, and other cash 

equity exchanges currently offer their 

members a similar option.5

To effect this change, the Exchange 

proposes the following modifications to 

Rules 7.31(e)(1), 7.31(e)(2), and 

7.31(e)(3)(D): 

• Rule 7.31(e)(1)—Non-Routable Limit 

Orders 

As defined in Rule 7.31(e)(1), a NonRoutable Limit Order is a Limit Order 

that does not route. Currently, a NonRoutable Limit Order to buy (sell) will 

trade with orders to sell (buy) on the 

Exchange Book that are priced at or 

below (above) the PBO (PBB) and will 

be repriced based on updates to the 

Away Market PBO (PBB) as set forth in 

current Rules 7.31(e)(1)(A)(i) through 

(iv). 

The Exchange proposes to delete the 

current text of Rule 7.31(e)(1)(A) and 

add new text to provide that a NonRoutable Limit Order would not be 

displayed at a price that would lock or 

cross the PBO (PBB) of an Away Market, 

and such order to buy (sell) would trade 

with orders on the Exchange Book that 

are priced equal to or below (above) the 

PBO (PBB) of an Away Market. These 

proposed changes would merely 

rephrase and clarify the existing 

behavior of a Non-Routable Limit Order 

as already set forth in Rule 7.31(e)(1)(A), 

without substantive changes. 

The Exchange further proposes to 

modify Rule 7.31(e)(1)(A)(i) to delete the 

current text and add new text providing 

for the option to designate a NonRoutable Limit Order to be cancelled, as 

described above. 

The Exchange also proposes to modify 

Rule 7.31(e)(1)(A)(ii) and add new 

subparagraphs thereunder to describe 

how any untraded quantity of a NonRoutable Limit Order would be 

processed if not designated to cancel. 

New subparagraph (a) would contain 

the rule text previously set forth in Rule 

7.31(e)(1)(A)(i), without substantive 

changes, and provide that, if the limit 

price of a Non-Routable Limit Order to 

buy (sell) locks or crosses the PBO (PBB) 

of an Away Market, it would have a 

working price equal to the PBO (PBB) of 

the Away Market and a display price 

one MPV below (above) the PBO (PBB) 

of the Away Market. Proposed new 

subparagraph (b) would contain rule 

text currently set forth in Rule 

7.31(e)(1)(A)(ii) describing how a NonRoutable Limit Order would be 

processed when the PBO (PBB) of an 

Away Market reprices higher (lower), 

without substantive changes. Finally, 

the Exchange proposes to renumber 

current Rules 7.31(e)(1)(A)(iii) and (iv) 

as Rules 7.31(e)(1)(A)(ii)(c) and (d), 

respectively, with no changes to the rule 

text. 

• Rule 7.31(e)(2)—ALO Orders 

Rule 7.31(e)(2) and the subparagraphs 

thereunder define the ALO Order, 

which is a Non-Routable Limit Order 

that will trade with contra-side interest 

if its limit price crosses the working 

price of any displayed or non-displayed 

orders to sell (buy) on the Exchange 

Book priced equal to or below (above) 

the PBO (PBB) of an Away Market. In 

other words, an ALO Order will not 

remove liquidity from the Exchange 

Book unless it receives price 

improvement. Accordingly, the 

Exchange proposes to modify Rule 

7.31(e)(2) to simplify the definition of 

an ALO Order, without any substantive 

changes, and state that ALO Orders are 

Non-Routable Limit Orders that would 

not remove liquidity from the Exchange 

Book unless they receive price 

improvement. The Exchange also 

proposes to add new text to Rule 

7.31(e)(2) 6 to effect the change 

described above, permitting an ALO 

Order to be designated to cancel if it 

would be displayed at a price other than 

its limit price for any reason. 

The Exchange next proposes to 

reorganize Rules 7.31(e)(2)(A) through 

(C) to describe the operation of the ALO 

Order in a more logical flow, but 

without any substantive changes to the 

operation of the order type. Specifically, 

the Exchange proposes to reorganize 

Rules 7.31(e)(2)(A) through (C) to first 

describe when an ALO Order would 

trade, then describe how any untraded 

quantity of an ALO Order not 

designated to cancel would be 

processed, and then describe the 

handling of any untraded quantity of an 

ALO Order that locks non-displayed 

interest. 

First, the Exchange proposes to delete 

the current text of Rule 7.31(e)(2)(A), 

which states only that an ALO Order 

will be assigned a working price and 

display price pursuant to Rule 

7.31(e)(2)(B) and is thus redundant of 

the substantive rule text in Rule 

7.31(e)(2)(B) and its subparagraphs. The 

Exchange proposes to add new rule text 

in Rule 7.31(e)(2)(A) providing that an 

Aggressing ALO Order to buy (sell) 

would trade if its limit price crosses the 

working price of any displayed or nondisplayed orders to sell (buy) on the 

Exchange Book priced equal to or below 

(above) the PBO (PBB) of an Away 

Market, in which case, the ALO Order 

would trade as the liquidity taker with 

such orders. The Exchange notes that 

this change is not intended to propose 

any modification to the current 

operation of the ALO Order and merely 


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7 In addition, to effect the proposed change to 

permit ALO Orders to be designated as nondisplayed, the Exchange proposes an additional 

revision to Rule 7.31(e)(2)(E)(ii) discussed below in 

the ‘‘Non-Displayed ALO’’ section. 

8Proposed Rule 7.31(d)(3)(F) is discussed further 

in the ‘‘Non-Display Remove Modifier’’ section 

below. 

9The Exchange notes that its proposed changes 

to provide for a non-displayed ALO Order, to 

permit ALO Orders to be entered in odd lots, and 

to introduce the Non-Display Remove Modifier are 

discussed below. 

restates text that currently appears in 

Rule 7.31(e)(2)(B)(ii) describing when an 

ALO Order may trade, with no 

substantive changes. The Exchange 

believes that this proposed 

reorganization would improve the 

clarity of Rule 7.31(e)(2) by describing 

how an ALO Order would trade before 

progressing on to describe how any 

untraded quantity of an ALO Order 

would be handled if it is not designated 

to cancel upon repricing. 

The Exchange next proposes to delete 

the current text of Rule 7.31(e)(2)(B) and 

reorganize Rule 7.31(e)(2)(B) and the 

subparagraphs thereunder. Rule 

7.31(e)(2)(B) and the subparagraphs that 

follow would, as proposed, specify how 

untraded quantities of an ALO Order 

would be processed if such order has 

not been designated to cancel. To effect 

this change, the Exchange proposes that 

Rule 7.31(e)(2)(B) would now provide 

that, if an ALO Order is not designated 

to cancel, any untraded quantity of such 

order would trade as described in 

subparagraphs (i) and (ii). 

In subparagraph (i), the Exchange 

proposes to delete the existing rule text 

and modify subparagraph (i) to provide 

that, if the limit price of an ALO Order 

locks the display price of any order to 

sell (buy) ranked Priority 2—Display 

Orders on the Exchange Book, it would 

have a working price and display price 

(if it has been designated to display) one 

MPV below (above) the price of the 

displayed order on the Exchange Book. 

The Exchange notes that the content of 

Rule 7.31(e)(2)(B)(i) would be 

incorporated into Rule 7.31(e)(2)(B)(ii) 

(as proposed below) and that this 

proposed change merely moves rule text 

from where it is currently located in 

Rule 7.31(e)(2)(B)(iii) and does not 

reflect any proposed change to the 

operation of the ALO Order when the 

limit price of any untraded quantity of 

such order locks displayed interest on 

the Exchange Book. 

The Exchange next proposes to delete 

the current text of Rule 7.31(e)(2)(B)(ii) 

and replace it with text that would 

provide that, if the limit price of an ALO 

Order locks or crosses the PBO (PBB) of 

an Away Market, it would have a 

working price equal to the PBO (PBB) of 

the Away Market and a display price (if 

designated to display) one MPV below 

(above) the PBO (PBB) of the Away 

Market. The Exchange notes that 

proposed Rule 7.31(e)(2)(B)(ii) rephrases 

text currently set forth in Rules 

7.31(e)(2)(B)(i) and (iv) and is not 

intended to propose any change to the 

operation of the ALO Order when the 

limit price of any untraded quantity of 

such order locks or crosses the PBBO of 

an Away Market. The Exchange also 

notes that the current text of Rule 

7.31(e)(2)(B)(ii) was, as described above, 

incorporated into revised Rule 

7.31(e)(2)(A). 

The Exchange further proposes to 

delete current Rules 7.31(e)(2)(B)(iii) 

and (iv) (including subparagraph (a) 

under Rule 7.31(e)(2)(B)(iv)), as the 

content of such Rules has been covered 

by the proposed Rules described above 

and would be incorporated into 

proposed Rule 7.31(e)(2)(C) (as 

discussed below), without changes to 

the current operation of the ALO Order. 

Specifically, Rule 7.31(e)(2)(B)(iii) has 

been incorporated into proposed Rule 

7.31(e)(2)(B)(i), the content of Rule 

7.31(e)(2)(B)(iv) would be clarified by 

proposed Rules 7.31(e)(2)(B)(ii) and 

7.31(e)(2)(C), and the content of Rule 

7.31(e)(2)(B)(iv)(a) would be covered by 

proposed Rule 7.31(e)(2)(B)(i). 

Proposed Rule 7.31(e)(2)(C) would 

next provide that if any untraded 

quantity of an ALO Order to buy (sell), 

whether designated to cancel or not, 

locks non-displayed interest on the 

Exchange Book, it would have a 

working price and display price (if 

designated to display) equal to its limit 

price. The Exchange notes that this rule 

text reflects the current behavior of ALO 

Orders when their limit price locks nondisplayed interest on the Exchange 

Book, which would not change based on 

whether an ALO Order has been 

designated to cancel, as proposed. 

The Exchange next proposes to 

rename current Rule 7.31(e)(2)(B)(v) as 

Rule 7.31(e)(2)(D) and current Rule 

7.31(e)(2)(C) as Rule 7.31(e)(2)(E). The 

Exchange also proposes changes to 

subparagraphs (i) and (ii) of proposed 

Rule 7.31(e)(2)(E). In subparagraphs (i) 

and (ii), the Exchange proposes to add 

clarity to its Rules by specifying that the 

reference to the PBO (PBB) is of an 

Away Market and proposes to update 

the paragraph references to reflect the 

reorganization of the Rule as described 

above. Specifically, the Exchange 

proposes to update subparagraph (i) to 

refer to paragraphs (e)(2)(A) (which now 

describes when an Aggressing ALO 

Order is eligible to trade), (e)(2)(B)(i)–(ii) 

(which now describe the processing of 

any untraded quantity of an ALO Order 

that is not designated to cancel), and 

(e)(2)(C) of the Rule (which now 

describes the processing of any 

untraded quantity of an ALO Order that 

locks non-displayed interest). The 

Exchange further proposes to update 

subparagraph (ii) to refer to paragraphs 

(e)(1)(A)(ii)(c) and (d) of the Rule, which 

simply updates the paragraph references 

consistent with the changes described 

above to renumber paragraphs 

(e)(1)(A)(iii) and (iv) as paragraphs 

(e)(1)(A)(ii)(c) and (d).7

The Exchange also proposes to 

rename current Rule 7.31(e)(2)(D) as 

Rule 7.31(e)(2)(F) and modify new Rule 

7.31(e)(2)(F) to provide that an ALO 

Order would not trigger a contra-side 

MPL Order that is resting at the 

midpoint to trade, except as specified in 

proposed Rule 7.31(d)(3)(F). Rule 

7.31(d)(3)(F), in relevant part and as 

proposed in this filing, would provide 

that an MPL Order designated with the 

Non-Display Remove Modifier would 

trade as the liquidity-taking order with 

an Aggressing ALO Order or MPL–ALO 

Order that has a working price equal to 

the working price of the MPL Order.8

Finally, the Exchange proposes to add 

new Rule 7.31(e)(2)(G), which would 

provide that the ALO designation would 

be ignored for ALO Orders that 

participate in an Auction. This rule text 

would be similar to the text that 

currently appears in Rule 7.31(e)(2)(A), 

without substantive changes. 

The Exchange notes that the proposed 

changes described above are intended 

only to implement the addition of the 

option to designate an ALO Order to 

cancel and, in connection with such 

proposal, to improve the clarity and 

organization of Rule 7.31(e)(2). The 

proposed changes set forth above 

otherwise reflect how an ALO Order 

currently behaves and are not intended 

to propose any other changes to the 

operation of the order type.9

• Rule 7.31(e)(3)(D)—Day ISO ALO 

Orders 

Rule 7.31(e)(3) provides that an 

Intermarket Sweep Order (‘‘ISO’’) is a 

Limit Order that does not route and 

meets the requirements of Rule 

600(b)(30) of Regulation NMS. Rule 

7.31(e)(3)(C) provides that an ISO 

designated Day (‘‘Day ISO’’), if 

marketable on arrival, will be 

immediately traded with contra-side 

interest in the Exchange Book up to its 

full size and limit price, and that any 

untraded quantity of a Day ISO will be 

displayed at its limit price and may lock 

or cross a protected quotation that was 

displayed at the time of arrival of the 

Day ISO. Rule 7.31(e)(3)(D) provides 


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10The Exchange notes that it also proposes a 

modification to Rule 7.31(e)(3)(D) in connection 

with its proposal to permit Day ISO ALO Orders to 

be entered in odd lots, which is described below in 

the ‘‘ALO Odd Lots’’ section. 

11See, e.g., MEMX Rules 11.8(b)(3) and (7) 

(providing that a Limit Order may be non-displayed 

and designated with a Post Only instruction). The 

Exchange also notes that BZX Rule 11.9(g)(1)(D) and 

BYX Rule 11.9(g)(1)(D) refer to ‘‘display-eligible’’ 

BZX Post Only Orders and BYX Post Only Orders, 

respectively, suggesting that such orders could also 

be designated as non-displayed. 

12See, e.g., MEMX Rules 11.8(b)(2) and (7) 

(providing that a Limit Order may be of odd lot size 

and designated with the Post Only instruction). The 

Exchange also notes that the rules of Nasdaq, BZX, 

and BYX do not appear to prohibit entry of their 

order types analogous to the ALO Order in odd lots. 

that a Day ISO ALO is a Day ISO that 

has been designated with an ALO 

Modifier and, on arrival, may trade 

through or lock or cross a protected 

quotation that was displayed at the time 

of arrival of the Day ISO ALO. 

In order to effect the change described 

above to permit a Day ISO ALO Order 

to be designated to cancel if it would be 

displayed at a price other than its limit 

price for any reason, the Exchange 

proposes to modify and reorganize Rule 

7.31(e)(3)(D) and the paragraphs 

thereunder similar to its proposal with 

respect to Rule 7.31(e)(2) for ALO 

Orders. As in proposed Rule 7.31(e)(2), 

the Exchange proposes to reorganize 

Rule 7.31(e)(3)(D) to describe when a 

Day ISO ALO Order would trade, how 

any untraded quantity of a Day ISO ALO 

Order not designated to cancel would be 

processed, and the handling of any 

untraded quantity of a Day ISO ALO 

Order that locks non-displayed interest, 

in that logical order. 

First, the Exchange proposes to 

modify Rule 7.31(e)(3)(D) to add text 

providing that a Day ISO ALO can be 

designated to cancel. The Exchange 

does not propose any changes to the 

first sentence of current Rule 

7.31(e)(3)(D)(i), which describes when a 

Day ISO ALO Order may trade, but 

proposes to combine the second 

sentence of current Rule 7.31(e)(3)(D)(i) 

with Rule 7.31(e)(3)(D)(ii). Rule 

7.31(e)(3)(D)(ii) would now specify that, 

if not designated to cancel, any 

untraded quantity of a Day ISO ALO 

Order to buy (sell) would be assigned a 

working price and display price one 

MPV below (above) the price of the 

displayed order on the Exchange Book 

when the limit price of the Day ISO 

ALO Order locks the display price of a 

displayed order on the Exchange Book. 

The Exchange next proposes to delete 

the current text of Rule 7.31(e)(3)(D)(iii) 

and its subparagraph (a) and add new 

rule text specifying that any untraded 

quantity of a Day ISO ALO Order that 

locks non-displayed interest on the 

Exchange Book would have a working 

price and display price equal to its limit 

price. The Exchange notes that this 

proposed change merely rephrases 

current Rule 7.31(e)(3)(D)(iii) and 

eliminates redundant rule text (thereby 

simplifying Exchange rules) and is not 

intended to change the meaning or 

operation of such rules. The Exchange 

notes that current Rule 

7.31(e)(3)(D)(iii)(a) would be covered by 

Rule 7.31(e)(3)(D)(ii), as proposed. 

Finally, the Exchange proposes to 

make clarifying changes to Rule 

7.31(e)(3)(D)(iv). First, the Exchange 

proposes to replace ‘‘After being 

displayed’’ with ‘‘Once resting on the 

Exchange Book’’ to align the rule text 

with existing rule text in current Rule 

7.31(e)(2)(C), which similarly describes 

how ALO Orders would be processed 

once resting on the Exchange Book. The 

Exchange further proposes to clarify that 

the PBO (PBB) referenced in this 

subparagraph is of an Away Market. The 

Exchange also proposes to update the 

reference to paragraphs (e)(2)(C)(i) and 

(ii) of Rule 7.31 to paragraphs (e)(2)(E)(i) 

and (ii) to reflect the proposed 

reorganization of Rule 7.31(e)(2) as 

described above. 

The Exchange notes that the proposed 

changes described above are not 

intended to impact the operation of the 

Day ISO ALO Order other than to 

implement the new optional designation 

to cancel and, in connection with that 

proposed change, to improve the clarity 

and organization of Rule 7.31(e)(3)(D).10

The proposed changes set forth above 

otherwise reflect how a Day ISO ALO 

Order currently behaves and are not 

intended to propose any other changes 

to the operation of the order type. 

Non-Displayed ALO Order 

As noted above, the Exchange 

proposes to permit ALO Orders to be 

designated as non-displayed, and to 

effect this change, proposes to modify 

Rule 7.31(e)(2) to add text specifying 

that ALO Orders may be designated as 

non-displayed orders. The Exchange 

proposes that a non-displayed ALO 

Order would function in the same way 

as an ALO Order currently behaves 

except that it would not have a display 

price (and thus would not be eligible to 

be designated to cancel, as such 

proposed option is described above) and 

would be repriced when crossed by the 

PBO (PBB) of an Away Market. 

The Exchange also proposes to add 

text to Rule 7.31(e)(2)(E)(ii) (as 

renumbered above) to provide that, if 

the PBO (PBB) of an Away Market 

reprices lower (higher) than the working 

price of a non-displayed ALO Order to 

buy (sell), the non-displayed ALO Order 

would have a working price equal to the 

PBO (PBB) of the Away Market. This 

proposed rule text would indicate, as 

noted above, a difference in behavior 

between a non-displayed ALO Order, as 

proposed, and a displayed ALO Order. 

The Exchange believes that permitting 

an ALO Order to be non-displayed 

would provide member organizations 

with greater flexibility with respect to 

the operation of an existing order type 

and would provide member 

organizations with the option to 

designate ALO Orders to be nondisplayed in accordance with their 

desired trading strategy. 

The Exchange notes that displayed 

ALO Orders would continue to be 

available for use by member 

organizations, and designating an ALO 

Order to be non-displayed would be at 

the member organization’s option. The 

Exchange also believes that other cash 

equity exchanges similarly permit order 

types analogous to the ALO Order to be 

non-displayed and that this proposed 

change thus does not raise any novel 

issues.11

ALO Odd Lots 

Currently, Rules 7.31(e)(2) and 

7.31(e)(3)(D) provide that ALO Orders 

and Day ISO ALO Orders, respectively, 

must be entered with a minimum of one 

displayed round lot. The Exchange 

proposes to permit ALO Orders and Day 

ISO ALO Orders to be entered in any 

size, and thus proposes to delete the 

round lot requirement from Rules 

7.31(e)(2) and 7.31(e)(3)(D). The 

Exchange believes that requiring ALO 

Orders and Day ISO ALO Orders to be 

entered in round lots is unnecessary, 

particularly since the Exchange already 

permits odd lot residual quantities for 

ALO Orders and Day ISO ALO Orders. 

The Exchange also believes that 

permitting ALO Orders and Day ISO 

ALO Orders to be entered in odd lots 

could increase liquidity and enhance 

opportunities for order execution on the 

Exchange. The Exchange notes that 

permitting odd lot order quantities, 

including for ALO Orders, is not novel 

on the Exchange or other cash equity 

exchanges and thus believes that this 

proposed change would align the 

Exchange’s treatment of ALO Orders 

and Day ISO ALO Orders with features 

available on other cash equity 

exchanges.12

Non-Display Remove Modifier 

The Exchange proposes to introduce 

the Non-Display Remove Modifier 

(‘‘NDR Modifier’’), which is currently 

offered by its affiliated exchanges, NYSE 

American LLC (‘‘NYSE American’’), 


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13See NYSE American Rules 7.31E(d)(2)(B), 

7.31E(d)(3)(D)–(F), 7.31E(e)(1)(C), 

7.31E(e)(2)(B)(iv)(b), and 7.31E(e)(3)(D)(iii)(b); 

NYSE Arca Rules 7.31–E(d)(2)(B), 7.31–E(d)(3)(D)– 

(F), 7.31–E(e)(1)(C), 7.31–E(e)(2)(B)(iv)(b), and 7.31– 

E(e)(3)(D)(iii)(b); NYSE Chicago Rules 7.31(d)(2)(B), 

7.31(d)(3)(D)–(F), 7.31(e)(1)(C), 7.31(e)(2)(B)(iv)(b), 

and 7.31(e)(3)(D)(iii)(b); NYSE National Rules 

7.31(d)(2)(B), 7.31(d)(3)(D)–(F), 7.31(e)(1)(C), 

7.31(e)(2)(B)(iv)(b), and 7.31(e)(3)(D)(iii)(b). 

14The Exchange notes that NYSE National 

recently proposed modifications to the NDR 

Modifier (see SR–NYSENAT–2022–09, available at: 

https://www.nyse.com/publicdocs/nyse/markets/ 

nyse-national/rule-filings/filings/2022/SRNYSENAT-2022-09.pdf), which changes will also 

be proposed by the other Affiliated Exchanges in 

forthcoming rule filings. The proposed changes in 

this filing to provide for use of the NDR Modifier 

are consistent with the operation and availability of 

the NDR Modifier on the Affiliated Exchanges, 

pursuant to their pending and forthcoming rule 

filings. The Exchange further notes that the 

operation of the NDR Modifier, as proposed in this 

filing and by the Affiliated Exchanges in their 

respective rule filings, would offer functionality 

similar to modifiers offered by other cash equity 

exchanges. See, e.g., BYX Rule 11.9(c)(12) 

(providing for the Non-Displayed Swap or ‘‘NDS’’ 

Order, which is an instruction on an order resting 

on the BYX book that, when locked by an incoming 

BYX Post Only Order that does not remove 

liquidity, causes such order to be converted to an 

executable order that removes liquidity against such 

incoming order); BZX Rule 11.9(c)(12) (providing 

for the Non-Displayed Swap or ‘‘NDS’’ Order, 

which is an instruction on an order resting on the 

BZX book that, when locked by an incoming BZX 

Post Only Order that does not remove liquidity, 

causes such order to be converted to an executable 

order that removes liquidity against such incoming 

order). 15See notes 13–14, supra. 

16The Exchange also proposes a conforming 

change to Rule 7.16 (Short Sales) in connection 

with the addition of the Proactive if Locked/Crossed 

Modifier. The Exchange proposes to specify in new 

paragraph (J) under Rule 7.16(f)(5) that Proactive if 

Locked/Crossed Modifiers will be ignored during 

Short Sale Periods and proposes to modify Rule 

7.16(f)(5)(A) to refer to ‘‘paragraphs (f)(5)(B)–(J) of 

this Rule’’ to reflect the addition of new paragraph 

(J). The Exchange proposes to ignore the Proactive 

if Locked/Crossed Modifier during Short Sale 

Periods because it would not route short sale orders 

during such times. 

17See NYSE American Rule 7.31E(i)(1); NYSE 

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

7.31(i)(1); NYSE National Rule 7.31(i)(1). 

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

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

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

(collectively, the ‘‘Affiliated 

Exchanges’’).13

The Exchange proposes that the NDR 

Modifier would be available for use 

with Non-Displayed Limit Orders, NonRoutable Limit Orders (when not 

displayed), and MPL Orders, and that 

any resting order with the NDR Modifier 

would remove liquidity when it is 

locked by any ALO Order, consistent 

with the operation of the NDR Modifier 

on the Affiliated Exchanges.14

The Exchange believes that this 

proposed change would offer member 

organizations a modifier already 

available on the Affiliated Exchanges 

and thus promote consistency between 

the Exchange’s rules and the rules of its 

Affiliated Exchanges. The Exchange 

further believes that the availability of 

the NDR Modifier would afford member 

organizations increased flexibility with 

respect to order processing and could 

provide enhanced opportunities for 

order execution by allowing resting 

Non-Displayed Limit Orders, NonRoutable Limit Orders (when not 

displayed), and MPL Orders designated 

with the NDR Modifier to be eligible to 

trade when locked by an ALO Order. 

To introduce the NDR Modifier, the 

Exchange proposes the following 

changes, which are based on the rules 

of the Affiliated Exchanges: 15

• The Exchange proposes to 

introduce Rule 7.31(d)(2)(B) to provide 

that a Non-Displayed Limit Order may 

be designated with an NDR Modifier 

and, when so designated, it would trade 

as the liquidity-taking order with an 

Aggressing ALO Order or MPL–ALO 

Order when the working price of such 

order locks the working price of the 

Non-Displayed Limit Order. 

• The Exchange proposes to modify 

Rule 7.31(d)(3)(D) to provide that an 

MPL–IOC Order may not be designated 

with an NDR Modifier. This proposed 

rule text is consistent with the Affiliated 

Exchanges’ existing rules. 

• The Exchange proposes new Rule 

7.31(d)(3)(E)(iii), which would provide 

that an MPL–ALO Order cannot be 

designated with an NDR Modifier. 

• The Exchange proposes new Rule 

7.31(d)(3)(F), which would provide that 

an MPL Order designated Day may also 

be designated with an NDR Modifier, 

and such order would trade as the 

liquidity-taking order with an 

Aggressing ALO Order or MPL–ALO 

Order that has a working price equal to 

the working price of the MPL Order. 

• The Exchange proposes to add new 

Rule 7.31(e)(1)(C) to provide that a NonRoutable Limit Order may be designated 

with an NDR Modifier and, when so 

designated, would trade as the liquidity 

taker against an Aggressing ALO Order 

or MPL–ALO Order when the NonRoutable Limit Order has a working 

price (but not display price) equal to the 

working price of the ALO Order or 

MPL–ALO Order. 

Finally, the Exchange proposes to 

modify Rule 7.37 (Order Execution and 

Routing) to add new Rule 7.37(b)(10). 

Proposed Rule 7.37(b)(10) would 

address the allocation of orders 

designated with an NDR Modifier and 

would clarify that, when a resting order 

that has been designated with an NDR 

Modifier trades as the liquidity taker 

against an Aggressing ALO Order or 

MPL–ALO Order, it will trade based on 

its ranking as set forth in Rule 7.36(c). 

Rule 7.36(c) sets forth rules pertaining 

to order ranking and provides that all 

non-marketable orders are ranked and 

maintained in the Exchange Book 

according to: (1) price; (2) priority 

category; (3) time; and (4) ranking 

restrictions applicable to an order or 

modifier condition. 

Proactive if Locked/Crossed Modifier 

The Exchange proposes to modify 

Rule 7.31(i)(1), which is currently 

designated as Reserved, to introduce the 

Proactive if Locked/Crossed Modifier.16

The Exchange proposes that the 

Proactive if Locked/Crossed Modifier 

would be available for use with a 

displayed Limit Order or Inside Limit 

Order that is eligible to route. An order 

designated with a Proactive if Locked/ 

Crossed Modifier would route to an 

Away Market (based on the ranking of 

such order pursuant to Rule 7.36(c)) if 

the Away Market locks or crosses the 

display price of the order. In addition, 

if any quantity of the order is returned 

unexecuted, the order would be 

displayed on the Exchange Book. The 

Exchange believes that the addition of 

the Proactive if Locked/Crossed 

Modifier would offer member 

organizations increased optionality with 

respect to order routing and could 

provide member organizations with 

increased opportunities for order 

execution by allowing orders designated 

with the modifier to be routed to an 

Away Market when the display price of 

such orders is locked or crossed by the 

Away Market. The Exchange notes that 

the Proactive if Locked/Crossed 

Modifier is currently offered by its 

Affiliated Exchanges, and proposed 

Rule 7.31(i)(1) is based on the rules of 

the same number on the Affiliated 

Exchanges, without substantive 

changes.17 Accordingly, the Exchange 

believes that the introduction of the 

Proactive if Locked/Crossed Modifier 

would promote consistency among the 

rules of the Affiliated Exchanges. 

MPL Orders 

A Mid-Point Liquidity Order or MPL 

Order is currently defined in Rule 

7.31(d)(3) as a non-displayed, nonroutable Limit Order with a working 

price of the midpoint of the PBBO. The 

Exchange proposes to modify the 

definition of an MPL Order to provide 

that an MPL Order to buy (sell) would 

have a working price of the lower 

(higher) of the midpoint of the PBBO or 


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18See, e.g., MEMX Rule 11.6(h)(2) (providing that 

a Pegged Order with a Midpoint Peg instruction 

may execute at its limit price or better when its 

limit price is less aggressive than the midpoint of 

the NBBO); Cboe EDGA Exchange, Inc. Rule 11.8(d) 

(describing the MidPoint Peg Order, which is a nondisplayed Market Order or Limit Order with an 

instruction to execute at the midpoint of the NBBO, 

but that may execute at its limit price or better 

when its limit price is less aggressive than the 

midpoint of the NBBO); Cboe EDGX Exchange, Inc. 

Rule 11.8(d) (same); Nasdaq Rule 4702(b)(5)(A) 

(describing the Midpoint Peg Post-Only Order, 

which will be priced at the midpoint between the 

NBBO or at its limit price when the midpoint is 

higher than (lower than) the limit price of such 

order). 

19The proposed changes to Rule 7.31(d)(3)(E)(i) 

relating to the operation of the NDR Modifier, as 

proposed, are described above in the ‘‘Non-Display 

Remove Modifier’’ section. 

its limit price. In other words, the 

Exchange proposes that an MPL Order 

would be eligible to trade at the less 

aggressive of the midpoint of the PBBO 

or its limit price. The Exchange believes 

that permitting MPL Orders to trade at 

the less aggressive of the midpoint of 

the PBBO or their limit price would 

provide member organizations with 

increased opportunities for order 

execution, thereby enhancing market 

quality for all market participants. The 

Exchange notes that permitting MPL 

Orders to trade at the less aggressive of 

the midpoint of the PBBO or their limit 

price is not novel and that comparable 

order types on other cash equity 

exchanges currently behave in this 

manner.18

To effect this change, the Exchange 

proposes to modify the following 

portions of Rule 7.31(d)(3): 

• Rule 7.31(d)(3) currently provides 

that an MPL Order has a working price 

of the midpoint of the PBBO. The 

Exchange proposes to modify this Rule 

to provide that an MPL Order to buy 

(sell) would have a working price at the 

lower (higher) of the midpoint of the 

PBBO or its limit price. 

• Rule 7.31(d)(3)(A) currently 

provides that an MPL Order to buy (sell) 

is eligible to trade only if the midpoint 

of the PBBO is at or below (above) the 

limit price of the MPL Order. The 

Exchange proposes to modify this Rule 

to provide that an MPL Order would be 

eligible to trade at the working price of 

the order (which, as described above, 

would be defined to be the less 

aggressive of the midpoint of the PBBO 

or the limit price of the MPL Order). 

• Rule 7.31(d)(3)(C) currently 

provides that an Aggressing MPL Order 

to buy (sell) will trade with resting 

orders to sell (buy) with a working price 

at or below (above) the midpoint of the 

PBBO at the working price of the resting 

orders. The Exchange proposes to 

modify this Rule to provide that an 

Aggressing MPL Order would trade with 

a resting order, at the working price of 

such order, when the resting order has 

a working price at or below (above) the 

working price of the MPL Order. Rule 

7.31(d)(3)(C) also currently states that 

resting MPL Orders to buy (sell) will 

trade at the midpoint of the PBBO 

against all Aggressing Orders to sell 

(buy) priced at or below (above) the 

midpoint of the PBBO. The Exchange 

proposes to instead provide that resting 

MPL Orders would trade against 

Aggressing Orders priced at or below 

(above) the working price of the MPL 

Order, consistent with the proposed 

changes described above to permit MPL 

Orders to trade at the less aggressive of 

the midpoint of the PBBO or their limit 

price. 

• Rule 7.31(d)(3)(E) currently 

provides that an MPL–ALO Order is an 

MPL Order that has been designated 

with an ALO Modifier. The Exchange 

proposes to revise subparagraphs (i) and 

(ii) thereunder to make changes 

consistent with those described above 

with respect to MPL Orders. 

Specifically, the Exchange proposes to 

modify Rule 7.31(d)(3)(E)(i) to be similar 

to Rule 7.31(d)(3)(C) but with modified 

phrasing specific to the behavior of 

MPL–ALO Orders. Accordingly, Rule 

7.31(d)(3)(E)(i), as proposed, would 

provide that an Aggressing MPL–ALO 

Order to buy (sell) would trade with a 

resting order, at the working price of 

such order, when the resting order has 

a working price below (above) the less 

aggressive of the midpoint of the PBBO 

or the limit price of the MPL–ALO 

Order. In addition, to reflect the 

operation of the ALO Modifier, the 

Exchange further proposes to modify 

Rule 7.31(d)(3)(E)(i) to specify that an 

MPL–ALO Order would not trade with 

resting orders priced equal to the less 

aggressive of the midpoint of the PBBO 

or the limit price of the MPL–ALO 

Order.19 The Exchange believes that 

these proposed changes would provide 

additional clarity with respect to the 

particular behavior of MPL–ALO 

Orders, as such orders (unlike MPL 

Orders) would not take liquidity at the 

less aggressive of the midpoint of the 

PBBO or their limit price. 

In addition, because the Exchange 

proposes to allow MPL Orders— 

including MPL–ALO Orders—to trade at 

the less aggressive of the midpoint of 

the PBBO or their limit price, the 

Exchange proposes to modify Rule 

7.31(d)(3)(E)(ii) to replace the reference 

to the ‘‘midpoint’’ with the ‘‘working 

price of the MPL–ALO Order’’ 

(consistent with the revised definition 

of MPL Order proposed above). 

Finally, the Exchange proposes a 

modification to Rule 7.11, which sets 

forth rules pertaining to the Limit UpLimit Down (‘‘LULD’’) Plan. The 

proposed change would modify the 

handling of MPL Orders relative to the 

Upper and Lower Price Bands, 

consistent with the proposed changes 

described above with respect to the 

behavior of MPL Orders. Specifically, 

the Exchange proposes to modify Rule 

7.11(a)(5), which describes the repricing 

or cancellation of orders to buy (sell) 

that are priced or could be traded above 

(below) the Upper (Lower) Price Band. 

Rule 7.11(a)(5)(F) currently provides 

that, if the midpoint of the PBBO is 

above (below) the Upper (Lower) Price 

Band, an MPL Order will not be 

repriced or rejected and will not be 

eligible to trade. 

The Exchange proposes to delete the 

text of Rule 7.11(a)(5)(F) and designate 

the Rule as Reserved. The Exchange 

believes Rule 7.11(a)(5)(F) is no longer 

necessary because MPL Orders, as 

proposed, would be permitted to reprice 

and trade relative to LULD Price Bands. 

The Exchange believes that this change 

is consistent with the proposed change 

to permit MPL Orders to trade at prices 

other than the midpoint of the PBBO or 

their limit price and would similarly 

increase execution opportunities for 

MPL Orders within the bounds of the 

LULD Price Bands in effect. The 

Exchange notes that MPL Orders would 

behave in the same way as other Limit 

Orders with respect to LULD Price 

Bands and would thus be processed as 

set forth in current Rule 7.11(a)(5)(B). 

Reserve Orders 

Rule 7.31(d)(1) provides for Reserve 

Orders, which are Limit or Inside Limit 

Orders with a quantity of the size 

displayed and with a reserve quantity 

that is not displayed. Rule 7.31(d)(1)(C) 

provides that a Reserve Order must be 

designated Day and may only be 

combined with a D Order, Non-Routable 

Limit Order, or a Primary Pegged Order. 

The Exchange proposes to modify 

Rule 7.31(d)(1)(C) to clarify that a 

Reserve Order may not be designated as 

an ALO Order. Rule 7.31(d)(1)(C) 

currently provides that a Reserve Order 

may be combined with a Non-Routable 

Limit Order. However, although an ALO 

Order is a Non-Routable Limit Order, 

the Exchange currently does not permit 

Reserve Orders to be designated as ALO 

Orders and thus proposes a clarifying 

change to Rule 7.31(d)(1)(C) to specify 

accordingly. The Exchange notes that 

this change is intended only to clarify 

and reflect current behavior and does 

not propose any changes to the current 


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20 15 U.S.C. 78f(b). 

21 15 U.S.C. 78f(b)(5). 

22See note 5, supra. 

23See note 11, supra. 

24See note 12, supra. 

25See note 14, supra. 

operation of Reserve Orders or ALO 

Orders. 

* * * * * 

Because of the technology changes 

associated with this proposed rule 

change, the Exchange will announce the 

implementation date by Trader Update, 

which, subject to effectiveness of this 

proposed rule change, will be in the 

third quarter of 2022. 

2. Statutory Basis 

The proposed rule change is 

consistent with Section 6(b) of the 

Act,20 in general, and furthers the 

objectives of Section 6(b)(5),21 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. 

With respect to the proposed changes 

to permit Non-Routable Limit Orders, 

displayed ALO Orders, and Day ISO 

ALO Orders to be designated to cancel, 

the Exchange believes that the proposed 

changes would remove impediments to, 

and perfect the mechanism of, a free and 

open market and a national market 

system because it would offer member 

organizations the option to cancel such 

orders when they would be displayed at 

a price other than their limit price. The 

Exchange believes that providing 

member organizations with this option 

would afford them increased flexibility 

with respect to order handling for 

existing order types, as well as the 

ability to have greater determinism 

regarding order processing in times 

when such orders would be repriced to 

display at a price other than their limit 

price. The Exchange notes that this 

designation would be optional for 

member organizations, and if not 

designated to cancel, Non-Routable 

Limit Orders, displayed ALO Orders, 

and Day ISO ALO Orders would 

continue to function as set forth in 

current Exchange rules (except as 

otherwise proposed in this filing). The 

Exchange also notes that providing 

member organizations with the option 

to designate orders to cancel if they 

would be repriced is not novel, and 

would align the Exchange’s rules with 

those of other cash equity exchanges 

that currently offer their members 

similar functionality.22 The Exchange 

also believes that the proposed changes 

described above to reorganize and 

rephrase rule text that describes the 

current operation of Non-Routable Limit 

Orders, displayed ALO Orders, and Day 

ISO ALO Orders are designed 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 because they do not 

propose any functional changes other 

than to add the option to cancel instead 

of repricing and would improve the 

clarity of Exchange rules governing such 

orders in connection with the proposed 

addition of the option to designate such 

orders to cancel. 

With respect to the proposed change 

to permit ALO Orders to be designated 

as non-displayed, the Exchange believes 

that the proposed change would remove 

impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system and 

protect investors and the public interest 

because it would offer member 

organizations greater flexibility with 

respect to the entry of ALO Orders and 

could offer member organizations 

increased opportunities for order 

execution. The Exchange believes that 

permitting an ALO Order to be nondisplayed would simply provide 

member organizations with increased 

options with respect to an existing order 

type, and member organizations are free 

to designate ALO Orders to be nondisplayed or to continue using 

displayed ALO Orders as provided 

under current Exchange rules. The 

Exchange further believes that 

permitting ALO Orders to be designated 

as non-displayed is not novel and that 

this proposed change would remove 

impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system by 

aligning Exchange rules with the rules 

of other cash equity exchanges.23

With respect to the proposed change 

to permit ALO Orders and Day ISO ALO 

Orders to be entered in any size, the 

Exchange also believes that the 

proposed change would 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 

protect investors and the public interest. 

Specifically, the Exchange believes that 

the proposed change would provide 

member organizations with the 

flexibility and optionality to enter ALO 

Orders and Day ISO ALO Orders in odd 

lot sized orders, which could increase 

liquidity and enhance opportunities for 

order execution on the Exchange, to the 

benefit of all market participants. The 

Exchange also believes that the 

proposed change would align Exchange 

rules with the treatment of post-only 

orders on other cash equity exchanges, 

thereby removing impediments to, and 

perfecting the mechanism of, a free and 

open market and a national market 

system.24

The Exchange also believes that its 

proposed addition of the NDR Modifier 

and Proactive if Locked/Crossed 

Modifier would 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 

protect investors and the public interest 

by offering member organizations the 

use of modifiers already available on the 

Affiliated Exchanges, thereby 

harmonizing the Exchange’s rules with 

the Affiliated Exchanges’ rules. The 

Exchange also believes that the 

proposed change would remove 

impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system by offering 

member organizations the use of 

additional modifiers and, for orders 

designated with an NDR Modifier or 

Proactive if Locked/Crossed Modifier, 

expanding the circumstances under 

which such orders would be eligible to 

route or trade, thereby providing for 

increased opportunities for order 

execution. The Exchange further 

believes that the operation of the NDR 

Modifier, as proposed, would not be 

novel and that the proposed change 

would promote just and equitable 

principles of trade and remove 

impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system because 

the modifier would function similarly to 

the NDR Modifier on the Affiliated 

Exchanges, as well as analogous 

modifiers offered by other cash equity 

exchanges.25

The Exchange also believes that the 

proposed changes to make an MPL 

Order eligible to trade at the less 

aggressive of the midpoint of the PBBO 

or its limit price and to permit an MPL 

Order to reprice and trade relative to 

LULD Price Bands would promote just 

and equitable principles of trade and 

remove impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system because 

MPL Orders could have more 

opportunities to trade with contra-side 


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26See note 18, supra. 

27See notes 5, 11, 12, 14, 18, supra. 

28 15 U.S.C. 78s(b)(3)(A)(iii). 

29 17 CFR 240.19b–4(f)(6). 

30 15 U.S.C. 78s(b)(3)(A)(iii). 

31 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 complied with this requirement. 

32 15 U.S.C. 78s(b)(2)(B). 

33 17 CFR 200.30–3(a)(12), (59). 

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

2 17 CFR 240.19b–4. 

interest, thereby providing member 

organizations with increased 

opportunities for order execution and 

enhancing market quality for all market 

participants. The Exchange also believes 

that this proposed change would 

remove impediments to, and perfect the 

mechanism of, a free and open market 

and a national market system because 

permitting MPL Orders to trade at the 

less aggressive of the midpoint of the 

PBBO or at their limit price is not novel 

and that comparable order types on 

other cash equity exchanges currently 

behave in this manner.26

Finally, the Exchange believes that its 

proposed change to specify that Reserve 

Orders may not be designated as an 

ALO Order would remove impediments 

to, and perfect the mechanism of, a free 

and open market and a national market 

system and protect investors and the 

public interest because it is not 

intended to effect any functional change 

but would instead add clarity to 

Exchange rules regarding the current 

behavior of Reserve Orders. 

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. As noted 

above, the Exchange believes the 

proposed rule changes would generally 

align order handling on the Exchange 

with behavior on other cash equity 

exchanges 27 and thus would promote 

competition among exchanges by 

offering member organizations similar 

functionality and order handling 

options available on other cash equity 

exchanges. The Exchange also believes 

that, to the extent the proposed changes 

would increase opportunities for order 

execution, the proposed change would 

promote competition by making the 

Exchange a more attractive venue for 

order flow and enhancing market 

quality for all market participants. 

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 

The Exchange has filed the proposed 

rule change pursuant to Section 

19(b)(3)(A)(iii) of the Act 28 and Rule 

19b–4(f)(6) thereunder.29 Because the 

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 

prior to 30 days from the date on which 

it was filed, or such shorter time as the 

Commission may designate, if 

consistent with the protection of 

investors and the public interest, the 

proposed rule change has become 

effective pursuant to Section 19(b)(3)(A) 

of the Act 30 and Rule 19b–4(f)(6)(iii) 

thereunder.31

At any time within 60 days of the 

filing of such proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

under Section 19(b)(2)(B) 32 of the Act 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 

• 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–2022–25 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–2022–25. 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–2022–25 and should 

be submitted on or before August 3, 

2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.33

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–14873 Filed 7–12–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–95211; File No. SR–MEMX– 

2022–16] 

Self-Regulatory Organizations; MEMX 

LLC; Notice of Filing and Immediate 

Effectiveness of a Proposed Rule 

Change To Amend the Exchange’s Fee 

Schedule 

July 7, 2022. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on June 30, 

2022, MEMX LLC (‘‘MEMX’’ or the 

‘‘Exchange’’) filed with the Securities 


jspears on DSK121TN23PROD with NOTICES1