[Federal Register Volume 87, Number 137 (Tuesday, July 19, 2022)]
[Notices]
[Pages 43084-43091]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-15308]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-95273; File No. SR-NYSEArca-2022-38]


Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Modify Rule 
7.31-E

July 13, 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 July 6, 2022, NYSE Arca, Inc. (``NYSE Arca'' or the 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which Items have been prepared by the Exchange. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to modify Rule 7.31-E to (1) permit certain 
non-routable 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) modify the operation of the Non-Display Remove 
Modifier and eliminate its use with MPL-ALO Orders; and (5) make MPL 
Orders eligible to trade at their limit price and eliminate the ``No 
Midpoint Execution'' Modifier. 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-E to (1) permit certain 
non-routable 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) modify the handling of orders designated with the Non-
Display Remove Modifier and eliminate the use of the Non-Display Remove 
Modifier for MPL-ALO Orders; and (5) allow MPL Orders to trade at 
either the midpoint or their limit price and eliminate the ``No 
Midpoint Execution'' Modifier.
Designation To Cancel
    The Exchange proposes to modify Rules 7.31-E(e)(1), 7.31-E(e)(2), 
and 7.31-E(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.
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    \4\ As 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(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.
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    As proposed, Non-Routable Limit Orders, displayed ALO Orders, and 
Day ISO ALO Orders would be eligible to be designated to cancel at the 
ETP Holder's instruction, thereby providing ETP Holders 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, 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 proposed in this filing with respect 
to the function of the Non-Display Remove Modifier and odd lots). The 
Exchange further notes that providing ETP Holders 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\
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    \5\ See, 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).
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    To effect this change, the Exchange proposes the following 
modifications to Rules 7.31-E(e)(1), 7.31-E(e)(2), and 7.31-E(e)(3)(D):
<bullet> Rule 7.31-E(e)(1)--Non-Routable Limit Orders
    As defined in Rule 7.31-E(e)(1), a Non-Routable Limit Order is a 
Limit Order that does not route. Currently, a Non-Routable Limit Order 
to buy (sell) will trade with orders to sell (buy) on

[[Page 43085]]

the NYSE Arca 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(e)(1)(A)(i) through (iv).
    The Exchange proposes to delete the current text of Rule 7.31-
E(e)(1)(A) and add new text to provide that a Non-Routable 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 NYSE Arca 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(e)(1)(A), without substantive 
changes.
    The Exchange further proposes to modify Rule 7.31-E(e)(1)(A)(i) to 
delete the current text and add new text providing for the option to 
designate a Non-Routable Limit Order to be cancelled, as described 
above.
    The Exchange also proposes to modify Rule 7.31-E(e)(1)(A)(ii) and 
add new subparagraphs thereunder to describe how any untraded quantity 
of a Non-Routable 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(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(e)(1)(A)(ii) describing how a Non-Routable 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(e)(1)(A)(iii) and (iv) as Rules 7.31-
E(e)(1)(A)(ii)(c) and (d), respectively, with no changes to the rule 
text.
    The Exchange also proposes non-substantive changes to Rules 7.31-
E(e)(1)(B) and (C) \6\ to delete the word ``Only'' in ``Non-Routable 
Limit Only Order'' to reflect the correct name of the order type, thus 
promoting clarity and consistency in Exchange rules.\7\
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    \6\ Additional proposed changes to Rule 7.31-E(e)(1)(C) relating 
to the Non-Display Remove Modifier are discussed in the ``Non-
Display Remove Modifier'' section below.
    \7\ See Securities Exchange Act Release No. 83967 (August 28, 
2018), 83 FR 44984 (September 4, 2018) (Notice of Filing and 
Immediate Effectiveness of Proposed Rule Change to Amend Rule 7.31-E 
relating to Reserve Orders, to Re-Name Two Order Types, and to 
Delete Inoperative Rule Text).
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<bullet> Rule 7.31-E(e)(2)--ALO Orders
    Rule 7.31-E(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 NYSE Arca 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 NYSE Arca 
Book unless it receives price improvement. Accordingly, the Exchange 
proposes to modify Rule 7.31-E(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 
NYSE Arca Book unless they receive price improvement. The Exchange also 
proposes to add new text to Rule 7.31-E(e)(2) \8\ 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.
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    \8\ As 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(e)(2) to effect those changes appears in 
the ``Non-Displayed ALO'' and ``ALO Odd Lots'' sections below.
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    The Exchange next proposes to reorganize Rules 7.31-E(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(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(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(e)(2)(B) and is 
thus redundant of the substantive rule text in Rule 7.31-E(e)(2)(B) and 
its subparagraphs. The Exchange proposes to add new rule text in Rule 
7.31-E(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 non-displayed orders to sell (buy) on the NYSE Arca 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 
restates text that currently appears in Rule 7.31-E(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(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(e)(2)(B) and reorganize Rule 7.31-E(e)(2)(B) and the subparagraphs 
thereunder. Rule 7.31-E(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(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 NYSE Arca 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 
NYSE Arca Book. The Exchange notes that the content of Rule 7.31-
E(e)(2)(B)(i) would be incorporated into Rule 7.31-E(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(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 NYSE Arca Book.
    The Exchange next proposes to delete the current text of Rule 7.31-
E(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

[[Page 43086]]

below (above) the PBO (PBB) of the Away Market. The Exchange notes that 
proposed Rule 7.31-E(e)(2)(B)(ii) rephrases text currently set forth in 
Rules 7.31-E(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(e)(2)(B)(ii) was, as described above, incorporated into revised Rule 
7.31-E(e)(2)(A).
    The Exchange further proposes to delete current Rules 7.31-
E(e)(2)(B)(iii) and (iv) (including subparagraph (a) under Rule 7.31-
E(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(e)(2)(C) (as discussed below), without changes to the 
current operation of the ALO Order. Specifically, Rule 7.31-
E(e)(2)(B)(iii) has been incorporated into proposed Rule 7.31-
E(e)(2)(B)(i), the content of Rule 7.31-E(e)(2)(B)(iv) would be 
clarified by proposed Rules 7.31-E(e)(2)(B)(ii) and 7.31-E(e)(2)(C), 
and the content of Rule 7.31-E(e)(2)(B)(iv)(a) would be covered by 
proposed Rule 7.31-E(e)(2)(B)(i). The Exchange also proposes to delete 
subparagraph (b) under 7.31-E(e)(2)(B)(iv), which currently describes 
how ALO Orders would interact with resting Non-Displayed Limit Orders 
and Non-Routable Limit Orders designated with the Non-Displayed Remove 
Modifier, as repetitive of rule text in Rule 7.31-E(d)(2)(B) with 
respect to Non-Displayed Limit Orders and in Rule 7.31-E(e)(1)(C) with 
respect to Non-Routable Limit Orders.
    Proposed Rule 7.31-E(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 NYSE Arca 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 non-displayed interest on the NYSE Arca 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(e)(2)(B)(v) as Rule 7.31-E(e)(2)(D) and current Rule 7.31-E(e)(2)(C) 
as Rule 7.31-E(e)(2)(E). The Exchange also proposes changes to 
subparagraphs (i) and (ii) of proposed Rule 7.31-E(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).\9\
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    \9\ In addition, to effect the proposed change to permit ALO 
Orders to be designated as non-displayed, the Exchange proposes an 
additional revision to Rule 7.31-E(e)(2)(E)(ii) discussed below in 
the ``Non-Displayed ALO'' section.
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    The Exchange also proposes to rename current Rule 7.31-E(e)(2)(D) 
as Rule 7.31-E(e)(2)(F) and modify new Rule 7.31-E(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 Rule 7.31-
E(d)(3)(F). Rule 7.31-E(d)(3)(F), in relevant part and as modified 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.\10\
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    \10\ Changes to Rule 7.31-E(d)(3)(F) to effect the proposed 
modification of the Non-Display Remove Modifier's operation with 
respect to MPL-ALO Orders are discussed further in the ``Non-Display 
Remove Modifier'' section below.
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    Finally, the Exchange proposes to add new Rule 7.31-E(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(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(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.\11\
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    \11\ The 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 modify the operation of the Non-Display Remove Modifier 
are discussed below.
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<bullet> Rule 7.31-E(e)(3)(D)--Day ISO ALO Orders
    Rule 7.31-E(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(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 
NYSE Arca 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(e)(3)(D) provides 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(e)(3)(D) and the paragraphs 
thereunder similar to its proposal with respect to Rule 7.31-E(e)(2) 
for ALO Orders. As in proposed Rule 7.31-E(e)(2), the Exchange proposes 
to reorganize Rule 7.31-E(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(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(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(e)(3)(D)(i) with Rule 7.31-E(e)(3)(D)(ii). Rule 7.31-
E(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

[[Page 43087]]

on the NYSE Arca Book when the limit price of the Day ISO ALO Order 
locks the display price of a displayed order on the NYSE Arca Book.
    The Exchange next proposes to delete the current text of Rule 7.31-
E(e)(3)(D)(iii) and the subparagraphs thereunder and add new rule text 
specifying that any untraded quantity of a Day ISO ALO Order that locks 
non-displayed interest on the NYSE Arca 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(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(e)(3)(D)(iii)(a) would be 
covered by Rule 7.31-E(e)(3)(D)(ii), as proposed, and that it proposes 
to delete Rule 7.31-E(e)(3)(D)(iii)(b) because, like Rule 7.31-
E(e)(2)(B)(iv), it is redundant of rule text describing the behavior of 
the Non-Displayed Remove Modifier in Rule 7.31-E(d)(2)(B) with respect 
to Non-Displayed Limit Orders and in Rule 7.31-E(e)(1)(C) with respect 
to Non-Routable Limit Orders.
    Finally, the Exchange proposes to make clarifying changes to Rule 
7.31-E(e)(3)(D)(iv). First, the Exchange proposes to replace ``After 
being displayed'' with ``Once resting on the NYSE Arca Book'' to align 
the rule text with existing rule text in current Rule 7.31-E(e)(2)(C), 
which similarly describes how ALO Orders would be processed once 
resting on the NYSE Arca 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-E to paragraphs 
(e)(2)(E)(i) and (ii) to reflect the proposed reorganization of Rule 
7.31-E(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(e)(3)(D).\12\ 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.
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    \12\ The Exchange notes that it also proposes a modification to 
Rule 7.31-E(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.
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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(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(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 ETP Holders with greater flexibility with 
respect to the operation of an existing order type and would provide 
ETP Holders with the option to designate ALO Orders to be non-displayed 
in accordance with their desired trading strategy.
    The Exchange notes that displayed ALO Orders would continue to be 
available for use by ETP Holders, and designating an ALO Order to be 
non-displayed would be at the ETP Holder'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.\13\
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    \13\ See, 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.
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ALO Odd Lots
    Currently, Rules 7.31-E(e)(2) and 7.31-E(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(e)(2) 
and 7.31-E(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.\14\
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    \14\ See, 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.
---------------------------------------------------------------------------

Non-Display Remove Modifier
    The Exchange proposes to modify the handling of orders designated 
with the Non-Display Remove Modifier (``NDR Modifier''). Currently, 
Exchange rules provide that Non-Displayed Limit Orders, Non-Routable 
Limit Orders (when not displayed), MPL Orders, and MPL-ALO Orders are 
eligible to be designated with the NDR Modifier.\15\ When so 
designated, Non-Displayed Limit Orders and Non-Routable Limit Orders 
would trade as the liquidity-taking order with an incoming ALO Order 
with a working price equal to the working price of such order. MPL 
Orders and MPL-ALO Orders designated with the NDR Modifier will, on 
arrival, trade with resting MPL Orders at the midpoint of the PBBO and 
be the liquidity taker; a resting MPL Order or MPL-ALO Order with the 
NDR Modifier will be the liquidity taker when trading with arriving MPL 
Orders and MPL-ALO Orders that do not include the NDR Modifier.
---------------------------------------------------------------------------

    \15\ See Rules 7.31-E(d)(2)(B); 7.31-E(e)(1)(C); 7.31-
E(d)(3)(F).
---------------------------------------------------------------------------

    The Exchange proposes to modify the operation of the NDR Modifier 
to provide that any resting order with the NDR Modifier would remove 
liquidity when it is locked by any ALO Order. The Exchange believes 
that this proposed change would expand the circumstances under which an 
order with the NDR Modifier would be

[[Page 43088]]

eligible to trade, thereby increasing opportunities for order execution 
to the benefit of all market participants. Non-Displayed Limit Orders, 
Non-Routable Limit Orders (when not displayed), and MPL Orders would 
continue to be eligible to be designated with the NDR Modifier, but the 
Exchange proposes to provide that MPL-ALO Orders may no longer be 
designated with the NDR Modifier. The Exchange proposes to eliminate 
use of the NDR Modifier with MPL-ALO Orders because designating such 
order with an NDR Modifier is inconsistent with the purpose of the 
order type (as an MPL-ALO Order is not intended to remove liquidity at 
the midpoint). Moreover, because ETP Holders have not used the NDR 
Modifier with MPL-ALO Orders, the Exchange believes that eliminating 
this order type-modifier combination will simplify its Rules.
    To effect the proposed modification to the operation of the NDR 
Modifier, the Exchange proposes the following changes:
    <bullet> The Exchange proposes to modify Rule 7.31-E(d)(2)(B) to 
provide that, when a Non-Displayed Limit Order is designated with the 
NDR Modifier, 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.
    <bullet> The Exchange proposes to modify Rule 7.31-E(d)(3)(F) to 
delete the reference to MPL-ALO Orders, as it proposes that such orders 
may no longer be designated with the NDR Modifier. The Exchange also 
proposes to modify Rule 7.31-E(d)(3)(F) to provide that an MPL Order 
designated with the NDR 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.
    <bullet> The Exchange proposes to modify Rule 7.31-E(e)(1)(C) to 
provide that, when a Non-Routable Limit Order is designated with the 
NDR Modifier and has a working price (but not display price) equal to 
the working price of an Aggressing ALO Order or MPL-ALO Order, the Non-
Routable Limit Order would trade as the liquidity taker against the ALO 
Order or MPL-ALO Order.
    <bullet> The Exchange also proposes to add new subparagraph 
(d)(3)(E)(iii) to Rule 7.31-E to provide that an MPL-ALO Order may not 
be designated with a NDR Modifier.
    The Exchange believes that the operation of the NDR Modifier, as 
proposed, would not be novel and that the modifier would function 
similarly to modifiers offered by other cash equity exchanges.\16\
---------------------------------------------------------------------------

    \16\ 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).
---------------------------------------------------------------------------

MPL Orders
    A Mid-Point Liquidity Order or MPL Order is currently defined in 
Rule 7.31-E(d)(3) as a non-displayed, non-routable 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 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 ETP Holders 
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 at their limit price is not novel and that comparable 
order types on other cash equity exchanges currently behave in this 
manner.\17\
---------------------------------------------------------------------------

    \17\ See, 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 non-displayed 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).
---------------------------------------------------------------------------

    To effect this change, the Exchange proposes to modify the 
following portions of Rule 7.31-E(d)(3):
    <bullet> Rule 7.31-E(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.
    <bullet> Rule 7.31-E(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).
    <bullet> Rule 7.31-E(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-E(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.
    <bullet> Rule 7.31-E(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-
E(d)(3)(E)(i) to be similar to Rule 7.31-E(d)(3)(C) but with modified 
phrasing specific to the behavior of MPL-ALO Orders. Accordingly, Rule 
7.31-E(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-
E(d)(3)(E)(i) to specify that an MPL-ALO Order would not trade with 
resting orders priced

[[Page 43089]]

equal to the less aggressive of the midpoint of the PBBO or the limit 
price of the MPL-ALO Order.\18\ 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-E(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).
---------------------------------------------------------------------------

    \18\ The proposed changes to Rule 7.31-E(d)(3)(E)(i) relating to 
the operation of the NDR Modifier are described above in the ``Non-
Display Remove Modifier'' section.
---------------------------------------------------------------------------

    To effect the proposed change to eliminate the ``No Midpoint 
Execution'' Modifier, the Exchange proposes to modify Rule 7.31-
E(d)(3)(C) to delete text providing that an incoming Limit Order may be 
designated with a ``No Midpoint Execution'' Modifier and that orders so 
designated would not trade with resting MPL Orders and may trade 
through MPL Orders.\19\
---------------------------------------------------------------------------

    \19\ The Exchange also proposes to modify Rule 7.44-E(k) to 
effect the proposed elimination of the ``No Midpoint Execution'' 
Modifier. Rule 7.44-E(k) currently provides that Retail Orders may 
not be designated with a ``No Midpoint Execution'' Modifier, and the 
Exchange proposes to delete such reference to reflect the proposed 
elimination of the ``No Midpoint Execution'' Modifier.
---------------------------------------------------------------------------

    The Exchange believes that the elimination of the ``No Midpoint 
Execution'' Modifier would simplify order processing on the Exchange 
and, in conjunction with the proposed changes to MPL Orders described 
above, encourage the use of MPL Orders and provide increased 
opportunities for order execution.
    Finally, the Exchange proposes a modification to Rule 7.11-E, which 
sets forth rules pertaining to the Limit Up-Limit 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-E(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-E(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-E(a)(5)(F) 
providing that an MPL Order will not be repriced or rejected and will 
not be eligible to trade if the midpoint of the PBBO is above (below) 
the Upper (Lower) Price Band. The Exchange believes this rule text 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 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-E(a)(5)(B).
Reserve Orders
    Rule 7.31-E(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-E(d)(1)(C) provides 
that a Reserve Order must be designated Day and may only be combined 
with a Non-Routable Limit Order or a Primary Pegged Order.
    The Exchange proposes to modify Rule 7.31-E(d)(1)(C) to clarify 
that a Reserve Order may not be designated as an ALO Order. Rule 7.31-
E(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-E(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 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.
---------------------------------------------------------------------------

    \20\ 15 U.S.C. 78f(b).
    \21\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    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 ETP Holders the 
option to cancel such orders when they would be displayed at a price 
other than their limit price. The Exchange believes that providing ETP 
Holders 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 ETP Holders, 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 ETP Holders 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

[[Page 43090]]

clarity of Exchange rules governing such orders in connection with the 
proposed addition of the option to designate such orders to cancel.
---------------------------------------------------------------------------

    \22\ See note 5, supra.
---------------------------------------------------------------------------

    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 ETP Holders greater 
flexibility with respect to the entry of ALO Orders and could offer ETP 
Holders increased opportunities for order execution. The Exchange 
believes that permitting an ALO Order to be non-displayed would simply 
provide ETP Holders with increased options with respect to an existing 
order type, and ETP Holders are free to designate ALO Orders to be non-
displayed 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\
---------------------------------------------------------------------------

    \23\ See note 13, supra.
---------------------------------------------------------------------------

    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 ETP Holders 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\
---------------------------------------------------------------------------

    \24\ See note 14, supra.
---------------------------------------------------------------------------

    The Exchange also believes that the proposed change to modify the 
operation of the NDR Modifier 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. Specifically, the 
Exchange believes that this proposed change, which would provide that 
any resting order with the NDR Modifier would remove liquidity when it 
is locked by any ALO Order, would expand the circumstances under which 
an order with the NDR Modifier would be eligible to trade, thereby 
increasing opportunities for order execution to the benefit of all 
market participants. The Exchange also believes that eliminating the 
use of the NDR Modifier with MPL-ALO Orders would remove impediments 
to, and perfect the mechanism of, a free and open market and a national 
market system because the order type-modifier combination is 
inconsistent with the purpose of an MPL-ALO Order (and has not been 
used by ETP Holders), and the elimination of the NDR Modifier in this 
context would simplify the Exchange's rules. The Exchange further 
believes that the operation of the NDR Modifier, as modified, 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 NDR Modifier would function similarly to analogous 
modifiers offered by other cash equity exchanges.\25\
---------------------------------------------------------------------------

    \25\ See note 16, supra.
---------------------------------------------------------------------------

    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 interest, thereby providing ETP Holders 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\ The 
Exchange further believes that the proposed change to eliminate the 
``No Midpoint Execution'' Modifier would remove impediments to, and 
perfect the mechanism of, a free and open market and a national market 
system because the proposed change, along with the proposed changes to 
MPL Orders, could result in greater opportunities for order execution, 
thereby enhancing market quality on the Exchange.
---------------------------------------------------------------------------

    \26\ See note 17, supra.
---------------------------------------------------------------------------

    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 ETP Holders 
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.
---------------------------------------------------------------------------

    \27\ See notes 5, 13, 14, 16, 17, supra.
---------------------------------------------------------------------------

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

    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

[[Page 43091]]

19(b)(3)(A) of the Act \28\ and Rule 19b-4(f)(6) thereunder.\29\
---------------------------------------------------------------------------

    \28\ 15 U.S.C. 78s(b)(3)(A).
    \29\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change, along 
with a brief description and text of the proposed rule change, at 
least five business days prior to the date of filing of the proposed 
rule change, or such shorter time as designated by the Commission. 
The Exchange has satisfied this requirement.
---------------------------------------------------------------------------

    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule change should be approved or 
disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

    <bullet> Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
    <bullet> Send an email to <a href="/cdn-cgi/l/email-protection#8dfff8e1e8a0eee2e0e0e8e3f9fecdfee8eea3eae2fb"><span class="__cf_email__" data-cfemail="1b696e777e36787476767e756f685b687e78357c746d">[email protected]</span></a>. Please include 
File Number SR-NYSEArca-2022-38 on the subject line.

Paper Comments

    <bullet> Send paper comments in triplicate to Secretary, Securities 
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEArca-2022-38. 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-NYSEArca-2022-38 and should be submitted 
on or before August 9, 2022.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\30\
---------------------------------------------------------------------------

    \30\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-15308 Filed 7-18-22; 8:45 am]
BILLING CODE 8011-01-P


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