43084 Federal Register / Vol. 87, No. 137 / Tuesday, July 19, 2022 / Notices 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

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(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). 

ADDRESSES: The Commission: 

Secretarys-Office@sec.gov. Applicants: 

Jonathan M. Kopcsik, jkopcsik@

stradley.com. 

FOR FURTHER INFORMATION CONTACT: 

Steven I. Amchan, Senior Counsel, or 

Lisa Reid Ragen, Branch Chief, at (202) 

551–6825 (Division of Investment 

Management, Chief Counsel’s Office). 

SUPPLEMENTARY INFORMATION: For 

Applicants’ representations, legal 

analysis, and conditions, please refer to 

Applicants’ second amended and 

restated application, dated June 29, 

2022, which may be obtained via the 

Commission’s website by searching for 

the file number at the top of this 

document, or for an Applicant using the 

Company name search field on the 

SEC’s EDGAR system. The SEC’s 

EDGAR system may be searched at 

https://www.sec.gov/edgar/searchedgar/ 

legacy/companysearch.html. You may 

also call the SEC’s Public Reference 

Room at (202) 551–8090. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–15317 Filed 7–18–22; 8:45 am] 

BILLING CODE 8011–01–P 

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. 

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 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) 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 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) 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. 

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 NonDisplay 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

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): 

• 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 


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6Additional 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. 

7See 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). 

8As 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. 

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 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 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 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(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 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(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 nonsubstantive 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

• 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 contraside interest if its limit price crosses the 

working price of any displayed or nondisplayed 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. 

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 nondisplayed 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 


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9 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(e)(2)(E)(ii) discussed below 

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

10Changes 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. 

11The 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. 

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 NonDisplayed Limit Orders and NonRoutable 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 NonDisplayed Limit Orders and in Rule 

7.31–E(e)(1)(C) with respect to NonRoutable 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 nondisplayed 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

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 contraside 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

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

• 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 nondisplayed 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 


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12The 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. 

13See, 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. 

14See, 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. 

15See Rules 7.31–E(d)(2)(B); 7.31–E(e)(1)(C); 

7.31–E(d)(3)(F). 

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 nondisplayed 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 NonRoutable 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. 

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 nondisplayed 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 nondisplayed 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

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

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 liquiditytaking 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. 

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 


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16See, 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 NonDisplayed 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). 

17See, 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). 

eligible to trade, thereby increasing 

opportunities for order execution to the 

benefit of all market participants. NonDisplayed 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: 

• 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. 

• 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 liquiditytaking 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 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. 

• 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

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

To effect this change, the Exchange 

proposes to modify the following 

portions of Rule 7.31–E(d)(3): 

• 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. 

• 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). 

• 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. 

• 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 


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18The 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. 

19The 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. 

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

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

22See note 5, supra. 

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). 

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

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 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–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. 

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, NonRoutable 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 


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23See note 13, supra. 

24See note 14, supra. 

25See note 16, supra. 

26See note 17, supra. 27See notes 5, 13, 14, 16, 17, supra. 

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 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 nondisplayed 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

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

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

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. 

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. 

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 


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

29 17 CFR 240.19b-4(f)(6). In addition, Rule 19b4(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. 

30 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. 

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. 

19(b)(3)(A) of the Act 28 and Rule 19b4(f)(6) thereunder.29

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 

• 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– 

NYSEArca–2022–38 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–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

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–15308 Filed 7–18–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–95268; File No. SR– 

NYSECHX–2022–14] 

Self-Regulatory Organizations; NYSE 

Chicago, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Modify Rule 7.31 

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, the NYSE Chicago, Inc. (‘‘NYSE 

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

the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I 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) 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 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) 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)(1), 7.31(e)(2), and 

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

Limit Orders, displayed ALO Orders,4


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