65450 Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 

8 15 U.S.C. 78s(b)(3)(A). 

9 17 CFR 240.19b–4(f). 

10 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 72676 

(July 25, 2014), 79 FR 44520 (‘‘Notice’’). 

4See Securities Exchange Act Release No. 73083 

(September 11, 2014), 79 FR 55850 (September 17, 

2014). 

5See Letters from Suzanne H. Shatto to Secretary, 

Commission, dated August 19, 2014 (‘‘Shatto Letter 

I’’), September 18, 2014 (‘‘Shatto Letter II’’) and 

September 22, 2014 (‘‘Shatto Letter III’’). The 

Commission believes that the comments raise 

general market structure issues that are beyond the 

scope of the proposed rule change. 

6See Letter from Eric Swanson, EVP and General 

Counsel, DirectEdge, to Secretary, Commission, 

dated September 12, 2014 (‘‘Exchange Letter’’). 

According to the Exchange, Shatto Letter I did not 

raise issues germane to the instant proposed rule 

change, and therefore the Exchange is not 

responding to the comments. 

7 In Amendment No. 1, the Exchange: (1) 

Removed the proposed rule text related to Single 

Re-Price and Short Sale Single Re-Price instructions 

to indicate that the Exchange will no longer offer 

such functionality; (2) added language to the Post 

Only instruction definition to provide that the 

highest possible rebate paid and the highest 

possible fee will be used to determine whether an 

order with a Post Only instruction will execute 

against orders on the EDGX Book; (3) added 

rationale to the statutory basis section for 

suspending the discretion of an order with a Hide 

Not Slide instruction to execute at the Locking Price 

when a contra-side order that equals the Locking 

Price is displayed by the System on the EDGX Book 

in order to avoid an apparent violation of that 

contra-side displayed order’s priority; and (4) made 

a series of non-substantive, corrective changes to 

the Notice. Amendment No. 1 has been placed in 

the public comment file for SR–EDGX–2014–18 at 

http://www.sec.gov/comments/sr-edgx-2014-18/

edgx201418.shtml (see letter from Christopher 

Solgan, Regulatory Counsel, DirectEdge, to 

Secretary, Commission, dated October 15, 2014) 

and also is available on the Exchange’s Web site. 

8Amendment No. 2, dated October 17, 2014, was 

withdrawn on October 17, 2014. 

9 In Amendment No. 3, the Exchange specified 

that upon return to the Exchange, an order with the 

Routed and Returned Re-Pricing instruction will 

execute against marketable contra-side liquidity 

displayed on the EDGX Book. If there is no 

marketable contra-side liquidity displayed on the 

EDGX book upon return but such Routed and 

Returned Order would be displayed at a price that 

would be a Locking or Crossing Quotation, then 

such order will be displayed at a price that is one 

Minimum Price Variation lower (higher) than the 

Locking Price for orders to buy (sell), will be ranked 

at the mid-point of the NBBO with discretion to 

execute at the Locking Price. A subsequently 

arriving contra-side order could suspend the Routed 

and Returned Order’s discretion to execute at the 

Locking Price. Amendment No. 3 has been placed 

in the public comment file for SR–EDGX–2014–18 

at http://www.sec.gov/comments/sr-edgx-2014-18/

edgx201418.shtml (see letter from Christopher 

Solgan, Regulatory Counsel, DirectEdge, to 

Secretary, Commission, dated October 17, 2014) 

and also is available on the Exchange’s Web site. 

of the Act 8 and paragraph (f) of Rule 

19b–4 thereunder.9 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. 

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– 

BATS–2014–053 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–BATS–2014–053. 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 Web site (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 Web site 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 such 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–BATS– 

2014–053, and should be submitted on 

or before November 25, 2014. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–26123 Filed 11–3–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73468; File No. SR–EDGX– 

2014–18] 

Self-Regulatory Organizations; EDGX 

Exchange, Inc.; Notice of Filing of 

Amendment Nos. 1 and 3 and Order 

Granting Accelerated Approval of a 

Proposed Rule Change, as Modified by 

Amendment Nos. 1 and 3, To Amend 

EDGX Rule 1.5 and Chapter XI 

Regarding Current System 

Functionality Including the Operation 

of Order Types and Order Instructions 

October 29, 2014. 

I. Introduction 

On July 16, 2014, EDGX Exchange, 

Inc. (‘‘Exchange’’ or ‘‘EDGX’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Act’’) 1 and Rule 

19b–4 thereunder,2 a proposed rule 

change to amend Rule 1.5 and Chapter 

XI of its rule book relating to the 

operation of order types and order 

instructions on the Exchange, trading 

sessions and openings and re-openings. 

The proposed rule change was 

published for comment in the Federal 

Register on July 31, 2014.3 On 

September 11, 2014, the Commission 

extended the time period for 

Commission action on the proposal to 

October 29, 2014.4 The Commission 

received three comment letters from the 

same commenter on the proposed rule 

change,5 as well as a letter from the 

Exchange regarding the first comment 

letter.6 On October 14, 2014, the 

Exchange filed Amendment No. 1 to the 

proposed rule change.7 On October 17, 

2014, the Exchange filed Amendment 

No. 2 to the proposed rule change, 

which was later withdrawn.8 On 

October 17, 2014, the Exchange filed 

Amendment No. 3 to the proposed rule 

change.9 The Commission is publishing 

this Notice and Order to solicit 

comment on Amendment Nos. 1 and 3 

and to approve the proposed rule 

change, as modified by Amendment 

Nos. 1 and 3, on an accelerated basis. 

II. Background 

The proposed rule change, as 

described in more detail below and in 

the Notice, amends Rule 1.5 and 


rmajette on DSK3VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 65451 

10Exchange Rule 1.5(cc) defines ‘‘System’’ as ‘‘the 

electronic communications and trading facility 

designated by the Board through which securities 

orders of Users are consolidated for ranking, 

execution and, when applicable, routing away.’’ 

11The Exchange also proposes moving text from 

Footnote 4 of the Exchange’s Fee Schedule into 

proposed Exchange Rule 11.21. 

12See also Notice, supra note 3. The four new 

System functionalities are as follows: (1) Proposed 

Rule 11.7(c). Alternatively set the price of the 

Opening Process for securities listed on either the 

New York Stock Exchange, Inc. (‘‘NYSE’’) or NYSE 

MKT LLC (‘‘NYSE MKT’’) at the midpoint of the 

then prevailing National Best Bid and Offer 

(‘‘NBBO’’) when the first two-sided quotation 

published by the listing exchange after 9:30:00 a.m. 

Eastern Time, but before 9:45:00 a.m. Eastern Time 

if no first trade is reported by the listing exchange 

within one second of publication of the first twosided quotation by the listing exchange; (2) 

Proposed Rule 11.7(e). Alternatively set the price of 

a re-opening at the midpoint of the then prevailing 

NBBO when the first two-sided quotation is 

published by the listing exchange following the 

resumption of trading after a halt, suspension, or 

pause if no first trade is reported within one second 

of publication of the first two-sided quotation by 

the listing exchange; (3) Proposed Rule 11.6(j)(1). 

Require that an order with a Market Peg instruction 

that is to be displayed by the System on the EDGX 

Book include an offset equal to or greater than one 

Minimum Price Variation; and (4) Proposed Rule 

11.6(n)(4). Permit an order with a Post Only 

instruction to execute against an order resting on 

the EDGX Book where it is eligible to receive price 

improvement as described under the proposed rule. 

13 In approving this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 

14 15 U.S.C. 78f(b)(5). 

15The term ‘‘User’’ is defined as ‘‘any Member or 

Sponsored Participant who is authorized to obtain 

access to the System pursuant to Rule 11.3.’’ See 

Exchange Rule 1.5(ee). 16See proposed Exchange Rule 11.7(d). 

17See Nasdaq Rules 4751(h) and 4617; see also 

International Securities Exchange (‘‘ISE’’) Rule 

2102, BATS Rules 1.5(c), (r), (w), 11.1 and 11.9(b). 

18See proposed Exchange Rule 11.8(a)(1) 

discussed below in Section III.C.2.a. 

19See proposed Exchange Rule 11.8(b)(1) 

discussed below in Section III.C.2.b. 

20See proposed Exchange Rule 11.6(n)(4) 

discussed below in Section III.C.1.m. 

21The term ‘‘EDGX Book’’ is defined as ‘‘the 

System’s electronic file of orders.’’ See Exchange 

Rule 1.5(d). 

Chapter XI of the EDGX rule book, 

relating to: (1) The Exchange’s trading 

sessions and hours of operation; (2) the 

process for initial opening and reopening after a trading halt by adding 

proposed Exchange Rule 11.7, Opening 

Process; (3) order type, order type 

instructions and System 10 functionality; 

(4) the execution priority of orders; and 

(5) organizational and conforming 

amendments.11 According to the 

Exchange, these changes are designed to 

update its rule book to reflect current 

system functionality and to propose four 

new System functionalities, as 

described in more detail below.12

III. Discussion and Commission 

Findings 

After careful review of the proposed 

rule change and the comments received, 

the Commission finds that the proposed 

rule change, as modified by Amendment 

Nos. 1 and 3, is consistent with the 

requirements of the Act and the rules 

and regulations thereunder applicable to 

a national securities exchange.13 In 

particular, as described in more detail 

below, the Commission finds that the 

proposed rule change, as modified by 

Amendment Nos. 1 and 3, is consistent 

with Section 6(b)(5) of the Act,14 which 

requires, among other things, that the 

rules of a national securities exchange 

be designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to remove impediments to and 

perfect the mechanism of a free and 

open market and a national market 

system, and, in general, to protect 

investors and the public interest. This 

order approves the proposed rule 

change in its entirety, although only 

certain more significant aspects of the 

proposed rules are discussed below. 

A. Exchange Trading Sessions and 

Hours of Operation 

Currently, Exchange Rule 11.1(a) 

provides that orders may be entered, 

executed or routed away during Regular 

Trading Hours, the Pre-Opening 

Session, and the Post-Closing Session, 

but does not define those terms. The 

Exchange proposes to add the term 

‘‘Session Indicator’’ to codify the 

manner that a User 15 may elect the 

trading sessions for which its orders are 

eligible for execution. The Exchange 

also proposes to describe the terms 

Regular Trading Hours, Pre-Opening 

Session and Post Closing Session as 

Session Indicators, and specify the time 

frames that orders with such indicators 

would be eligible for execution. 

Similarly, the Exchange proposes to add 

and describe the terms ‘‘Regular 

Session’’ and ‘‘All Sessions’’ as Session 

Indicators to codify additional options 

that a User may elect to establish the 

trading sessions and time frames that an 

order may be eligible for execution. 

Proposed Exchange Rule 11.1(a)(1), 

describing the term Session Indicator, 

specifies that all orders are eligible for 

execution during the Regular Session, 

and that orders not designated for a 

particular session or session would 

default to the Regular Session. The 

proposed rule also specifies that orders 

may be entered from 6:00 a.m. until 8:00 

p.m. Eastern Time but are not eligible 

for execution until the start of the 

session selected by the User. 

Proposed Exchange Rule 11.1(a)(1)(A) 

specifies that orders designated as PreOpening Session would be eligible for 

execution between 8:00 a.m. Eastern 

Time and 4:00 p.m. Eastern Time. 

Proposed Exchange Rule 11.1(a)(1)(B) 

specifies that orders designated as 

Regular Session would be eligible for 

execution between the completion of 

the Opening Process or a Contingent 

Open,16 whichever occurs first, and 4:00 

p.m. Eastern Time. Proposed Exchange 

Rule 11.1(a)(1)(C) specifies that orders 

designated as Post-Closing Session 

would be eligible for execution between 

the start of the Regular Session and 8:00 

p.m. Eastern Time. Proposed Exchange 

Rule 11.1(a)(1)(D) specifies that orders 

designated as All Sessions would be 

eligible for execution between 8:00 a.m. 

Eastern Time and 8:00 p.m. Eastern 

Time. 

The Commission believes that the 

proposed rules relating to the Exchange 

trading sessions and hours of trading are 

consistent with the Act. The proposed 

rule makes the operation of the 

Exchange more transparent which 

should benefit Members, Users, and the 

general investing public. The 

Commission also notes that the 

proposed rule is substantially similar to 

that of other exchanges.17

B. Process for Initial Opening and ReOpening 

The Exchange’s current rules make 

various references to, but do not 

describe, an Opening Process. 

Accordingly, the Exchange proposes 

Exchange Rule 11.7 to codify and 

describe its current Opening and ReOpening processes, with two changes, 

which are described below. 

Proposed Exchange Rule 11.7(a) 

describes the entry and cancellation of 

orders before the Opening Process. 

Specifically, prior to the Regular 

Session, Users may enter orders to 

participate in the Opening Process. All 

orders are eligible to participate during 

the Opening Process, except (1) orders 

with a Stop Price 18 or Stop Limit 

instruction,19 (2) Limit Orders with a 

Post Only,20 Fill-or-Kill (‘‘FOK’’) or 

Immediate or Cancel (‘‘IOC’’) 

instruction, (3) Intermarket Sweep 

Orders (‘‘ISOs’’) or (4) orders cancelled 

before the Opening Process. Orders 

ineligible to participate in the Opening 

Process, but designated for the Regular 

Session, would not be accepted by the 

System on the EDGX Book 21 until the 

completion of the Opening Process or 

the initiation of a Contingent Open as 

set forth by proposed Exchange Rule 

11.7. 

Proposed Exchange Rule 11.7(b) 

describes the execution of orders during 

the Opening Process. Specifically, 

during the Opening Process the 


rmajette on DSK3VPTVN1PROD with NOTICES
65452 Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 

22Currently for NYSE and NYSE MKT listed 

securities, the Opening Process sets the opening 

price based on the midpoint of the first NBBO 

subsequent to the first-reported trade on the listing 

exchange after 9:30:00 a.m. Eastern Time. 

23Currently, the Re-Opening price of a security is 

determined by the midpoint of the first NBBO 

subsequent to the first-reported trade on the listing 

exchange following the resumption of trading after 

a halt, suspension, or pause. 

24Unlike ISE Rule 2106, proposed Exchange Rule 

11.7 provides for late openings under certain 

conditions and permits the opening price for 

securities listed on either the NYSE or NYSE MKT 

to be priced at the midpoint of either the first NBBO 

subsequent to the first reported trade on the listing 

exchange after 9:30:00 a.m. Eastern Time; or the 

prevailing NBBO when the first two-sided quotation 

published by the listing exchange after 9:30:00 a.m. 

Eastern Time, but before 9:45:00 a.m. Eastern Time 

if no first trade is reported by the listing exchange 

within one second of publication of the first twosided quotation by the listing exchange. See 

Securities Exchange Act Release No. 54287 (August 

8, 2006), 71 FR 46947 (August 15, 2006). 

25Under the proposal, the only standalone order 

types would be Market Orders, Limit Orders, ISOs, 

MidPoint Match Orders, NBBO Offset Peg Orders, 

and Route Peg Orders. See infra Sections III.C.2.a– 

III.C.2.f, regarding proposed Exchange Rule 11.8, 

Order Types. 

26See Notice, supra note 3, at 44524, note 29 

regarding one non-substantive edit to remove the 

phrase indications of interest. 

27The Exchange also proposes to delete two 

additional time-in-force instructions of Good-’tilCancel and Good-’til-Day, that are not currently 

offered by the Exchange. 28See Nasdaq Rule 4751(f)(1), and NYSE Arca 

Rule 7.31(h)(2). 29See Nasdaq Rule 4751(e)(3), and BATS Rule 

11.9(c)(11); see also EDGA Rule 11.5(c)(8). 30See BATS Rule 11.9(c)(4) (BATS Only Order), 

BATS–Y Rule 11.9(c)(4) (BATS Only Order), NSX 

Rule 11.11(c)(6) (NSX Only Order); BATS Rule 

11.9(c)(6) (BATS Post Only Order) and BATS–Y 

Rule 11.9(c)(6); see also NYSE Rule 13 (Add 

Liquidity Only Modifier) and NYSE Arca Rule 

7.31(nn) (Adding Liquidity Only Order). 

31See Nasdaq Rule 4751(g) (definition of ‘‘Order 

Size’’). 

32See, e.g., BATS Rule 11.13(a)(1). 

33See, e.g., Nasdaq Rule 4751(f)(5), and NSX Rule 

11.11(c)(2)(B). 

34See, e.g., NYSE Rule 13 (defining Pegging 

Interest), and Nasdaq Rule 4751(f)(4). 

35See, e.g., Nasdaq Rule 4751(f)(2) (Reserve 

Orders) and NYSE Rule 13 (Reserve Order Types). 

36See Chicago Stock Exchange, Inc. (‘‘CHX’’) 

Rules Art. 1, Rule 2(d)(3) (Good ’Til Date), BATS 

Rule 11.9(b)(4) (Good ’til Day), BATS–Y Rule 

11.9(b)(4) (Good ’til Day), and Nasdaq Rule 

4751(h)(4) (System Hours Expire Time). 

Exchange would attempt to execute all 

eligible orders by matching buy and sell 

orders, in time sequence, at the 

midpoint of the NBBO, and would 

continue until either there were no 

orders to be matched or there was a 

remaining imbalance of orders. If the 

Opening Process resulted in no orders 

being matched, or a remaining 

imbalance of orders, the unexecuted 

orders would then be posted on the 

EDGX Book, canceled, executed, or 

routed to an away Trading Center 

pursuant to proposed Exchange Rule 

11.11. 

Proposed Exchange Rule 11.7(c) 

describes how the opening price is 

determined during the Opening Process. 

Specifically, for securities listed on 

either the NYSE or NYSE MKT, the 

Opening Process would set the opening 

price at the midpoint based on the: (1) 

First NBBO subsequent to the first 

reported trade on the listing exchange 

after 9:30:00 a.m. Eastern Time; or (2) 

the prevailing NBBO when the first twosided quotation published by the listing 

exchange after 9:30:00 a.m. Eastern 

Time, but before 9:45:00 a.m. Eastern 

Time if no first trade is reported by the 

listing exchange within one second of 

publication of the first two-sided 

quotation by the listing exchange.22 For 

any other listing market, the Opening 

Process would be priced at the midpoint 

of the first NBBO disseminated after 

9:30:00 a.m. Eastern Time. 

Proposed Exchange Rule 11.7(d) 

describes the Contingent Open. A 

Contingent Open would result if the 

Opening Process did not yield an 

opening price by 9:45:00 a.m. Eastern 

Time. In such an instance, the order 

would either be posted to the EDGX 

Book, routed, canceled, or executed 

consistent with its order type 

instruction, except that a MidPoint 

Match (‘‘MPM’’) Order, would be 

ineligible for execution until an opening 

price had been determined pursuant to 

the Opening Process. 

Proposed Exchange Rule 11.7(e) 

describes Re-Openings. A Re-Opening 

would occur after a trading halt, 

suspension or pause. The Re-Opening 

price would be the midpoint of the: (1) 

First NBBO subsequent to the first 

reported trade on the listing exchange 

following the resumption of trading 

after a halt, suspension, or pause; or (ii) 

then prevailing NBBO when the first 

two-sided quotation published by the 

listing exchange following the 

resumption of trading after a halt, 

suspension, or pause if no first trade is 

reported by the listing exchange within 

one second of publication of the first 

two-sided quotation by the listing 

exchange.23

The Commission finds that the 

proposed rule to codify the Exchange 

Opening Process, Contingent Open and 

Re-Openings is consistent with the Act. 

The Commission believes that the 

proposed rule is reasonably designed to 

facilitate an orderly transition between 

the Pre-Opening Session and Regular 

Trading Hours, as well as the 

resumption of trading after a trading 

halt, suspension or pause. Finally, the 

Commission notes that the Exchange 

rule is based on ISE Rule 2106.24

C. Order Types, Order Type Instructions 

and System Functionality Under 

Chapter XI 

1. Definitions—Proposed Exchange Rule 

11.6 

As discussed in more detail below, 

proposed Exchange Rule 11.6 would 

relocate and reclassify various terms 

currently defined in the Exchange 

rulebook, as well as add certain other 

defined terms. The Exchange proposes 

to classify certain existing order types as 

‘‘instructions’’ to be attached to one or 

more standalone order types.25

The Commission notes that several 

proposed modifications to existing 

definitions are substantively similar to 

the current rule text, with added 

specificity, including: Attributable, 

Non-Attributable, Crossing Quotation, 

Locking Quotation, Minimum Price 

Variation,26 Pegged, Permitted Price, 

Reserve Quantity, certain routing 

(Destination Specified and Destinationon-Open) and time-in-force (Immediate 

or Cancel and Fill-or-Kill) 

instructions.27 Although the Exchange 

did not previously define Cancel Back 

or Displayed, the Commission notes that 

these terms are consistent with existing 

rule text. 

Certain other proposed modifications 

to existing Exchange definitions are 

consistent with the rules of other 

exchanges, including: Discretionary 

Range,28 Non-Displayed,29 certain 

routing instructions (Book Only and 

Post Only),30 and units of trading 

(Round Lot, Odd Lot and Mixed Lot).31

Similarly, a number of proposed new 

definitions/terms are consistent with the 

rules of exchanges, including: Locking 

Price,32 Minimum Execution 

Quantity,33 pegging instructions (Market 

Peg and Primary Peg),34 Replenishment 

Amount,35 time-in-force instruction of 

Good-’til-Time.36 Finally, several 

proposed new definitions/terms are 

consistent with the definitions 

contained in Commission rules 

Regulation SHO and Regulation NMS, 

including: Short Sale, Short Exempt and 

Trading Center. Accordingly, the 

Commission believes that the proposed 

rule changes related to these 

definitions/terms are consistent with the 

Act. 

a. Attributable and Non-Attributable 

The Exchange currently defines the 

terms ‘‘Attributable Order’’ and ‘‘NonAttributable Order’’ in Exchange Rules 

11.5(c)(18) and (19). The Exchange 

proposes to reclassify these terms as 

order type instructions and relocate 

them to proposed Exchange Rule 

11.6(a). In addition, the Exchange 

proposes to amend the terms to provide 

that: (1) Unless the User elects 


rmajette on DSK3VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 65453 

37The re-pricing instructions are defined in 

proposed Exchange Rule 11.6(l) discussed infra 

Section III.C.1.k. 

38See Appendix A to Securities Exchange Act 

Release No. 67091 (May 31, 2012), 77 FR 33498 

(June 6, 2012). 

39Under proposed Exchange Rule 11.8(b)(8), 

Limit Orders can include a Discretionary Range 

instruction. 

40The Exchange proposes to modify the existing 

rule text to make state that an order with a 

Discretionary Range maintains the ability to execute 

at its displayed price with discretion to execute at 

prices to and including a specified, non-displayed 

price, and not exclusively at those prices. The 

Discretionary Range may include prices to and 

more aggressive than the midpoint of the NBBO. 

41See infra Section III.C.1.k.iii entitled, ‘‘RePricing of Orders with a Non-Displayed 

Instruction.’’ 

42The term Locking Quotation is proposed to be 

defined in Exchange Rule 11.6(g), and is further 

discussed below. 

43The term, ‘‘Locking Price’’ is similarly defined 

in the rules of other exchanges. See, e.g., BATS Rule 

11.13(a)(1), which defines ‘‘locking price’’ as ‘‘. . . 

prices equal to displayed orders on the other side 

of the market.’’ 

44Locking Quotation is defined as ‘‘[t]he display 

of a bid for an NMS stock during regular trading 

hours at a price that equals the price of an offer for 

such NMS stock previously disseminated pursuant 

to an effective national market system plan, or the 

display of an offer for an NMS stock during regular 

trading hours at a price that equals the price of a 

bid for such NMS stock previously disseminated 

pursuant to an effective national market system 

plan.’’ 

45A Crossing Quotation is defined as ‘‘[t]he 

display of a bid (offer) for an NMS stock during 

Regular Trading Hours at a price that is higher 

(lower) than the price of an offer (bid) for such NMS 

stock previously disseminated pursuant to an 

effective national market system plan.’’ 

46The minimum execution quantity instruction is 

available on other exchanges. See, e.g., Nasdaq Rule 

4751(f)(5), and National Stock Exchange, Inc. 

(‘‘NSX’’) Rule 11.11(c)(2)(B). 

otherwise, all orders will be 

automatically defaulted by the System 

to Non-Attributable; and (2) a User may 

elect an order to be Attributable on an 

order-by-order basis or instruct the 

Exchange to default all its orders as 

Attributable on a port-by-port basis, 

except if a User instructs the Exchange 

to default all its orders as Attributable 

on a particular port, such User would 

not be able to designate any order from 

that port as Non-Attributable. The 

Exchange also proposes to provide that 

a User’s MPID will be visible via the 

Exchange’s Book Feed if an Attributable 

instruction is attached to an order and 

not visible if an order Non-Attributable 

is attached to an order. 

b. Cancel Back 

The Exchange proposes to add the 

defined term ‘‘Cancel Back’’ to codify 

the existing function where a User may 

opt to have the System cancel the order 

at the time of receipt, in lieu of a repricing instruction 37 to comply with 

Regulation NMS, Regulation SHO, or 

the National Market System Plan to 

address extraordinary market volatility 

(the ‘‘LULD Plan’’).38

c. Discretionary Range 

The Exchange currently defines a 

‘‘Discretionary Order’’ in Exchange Rule 

11.5(c)(13). The Exchange proposes to 

reclassify this function as an order type 

instruction and relocate the term 

‘‘Discretionary Range’’ to proposed 

Exchange Rule 11.6(d). In addition, the 

Exchange proposes to modify the 

definition of Discretionary Range to 

specify which order types39 may 

include a Discretionary Range 

instruction, and how the Discretionary 

Range operates. Specifically, the term 

Discretionary Range would be defined 

as an instruction that may accompany 

an order to buy (sell) a stated amount of 

a security at a specified, displayed price 

with discretion to execute up (down) to 

a specified, non-displayed price.40 The 

proposal also codifies that the 

Discretionary Range of an order to buy 

(sell) cannot be more than $0.99 higher 

(lower) than the order’s displayed price, 

and that a resting order with a 

Discretionary Range instruction would 

execute at its least aggressive price 

when matched for execution against an 

incoming order with a Discretionary 

Range instruction, as permitted by the 

terms of both the incoming and resting 

order. 

d. Display Options 

The Exchange proposes to include 

definitions of ‘‘Displayed’’ and ‘‘NonDisplayed’’ in proposed Exchange Rule 

11.6(e). Currently the term Displayed is 

not defined within the Exchange rules. 

The Exchange would codify that 

Displayed is the default instruction for 

all display-eligible orders on the EDGX 

Book. 

Currently, the term Non-Displayed 

Order is defined in Exchange Rule 

11.5(c)(8). The Exchange proposes to 

reclassify this term as an order type 

instruction, and relocate the amended 

term to proposed Exchange Rule 11.6(e). 

In order to reflect its current operation, 

the Exchange proposes to delete the 

current rule language stating that the 

System will not accept Non-Displayed 

Orders that are priced better than the 

midpoint of the NBBO, and codify that 

the Exchange currently accepts orders 

with a Non-Displayed instruction that 

are priced better than the midpoint of 

the NBBO. The proposed rule change 

also codifies that an order with a NonDisplayed instruction may include a 

Cancel Back instruction under proposed 

Exchange Rule 11.6(b), or a re-pricing 

instruction pursuant to proposed 

Exchange Rule 11.6(l)(3) described 

below.41 The proposed definition of 

Non-Displayed also differs from the 

current definition in that it deletes rule 

text regarding the priority and ranking 

of Non-Displayed Orders because 

proposed Exchange Rule 11.9 sets forth 

the priority and ranking of all orders. 

e. Locking Price 

Under current Exchange Rule 

11.5(c)(4), a re-pricing instruction to 

comply with Regulation NMS may be 

triggered if an incoming order, if 

displayed at its limit price, would be a 

Locking Quotation.42 In order to specify 

the price that triggers a Regulation NMS 

re-pricing instruction the Exchange 

proposes to define the term, ‘‘Locking 

Price,’’ as the ‘‘price of an order to buy 

(sell) that, if, upon entry into the 

System, or upon return to the System 

after being routed away, and displayed 

by the System on the EDGX Book, it 

would be a Locking Quotation.’’ 43

f. Locking Quotation and Crossing 

Quotations 

Currently, Exchange Rule 11.16 

defines the terms ‘‘Locking 

Quotation’’ 44 and ‘‘Crossing 

Quotation.’’ 45 The Exchange proposes 

to relocate the amended terms, 

respectively, to proposed Exchange Rule 

11.6(c) and (g). The amended definitions 

specify that the display of either a 

Locking or Crossing Quotation would 

violate Rule 610(d) of Regulation NMS 

and that Regulation NMS re-pricing 

instructions are applicable outside of 

Regular Trading Hours. 

g. Minimum Execution Quantity 

The Exchange proposes to define the 

term ‘‘Minimum Execution Quantity’’ as 

an order type instruction.46 Although it 

is currently available, the Minimum 

Execution Quantity function is not 

currently defined by Exchange rules. 

The Minimum Execution Quantity 

would be an order type instruction, 

combined with a Non-Displayed 

instruction, which would only execute 

the order to the extent that a minimum 

quantity could be satisfied by an 

execution against a single order or 

multiple aggregated orders 

simultaneously. An order with a 

Minimum Execution Quantity 

instruction could partially execute if the 

execution size equaled or exceeded the 

quantity provided in the instruction. 

The Exchange also proposes that any 

shares remaining after a partial 

execution would continue to be 

executed at a size equal to or exceeding 

the quantity provided with the 

instruction, unless the User elects 

otherwise. The Minimum Execution 


rmajette on DSK3VPTVN1PROD with NOTICES
65454 Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 

47The Exchange’s existing definition of Price 

Variation in Exchange Rule 11.7 sets forth that bids, 

offers, or orders in securities traded on the 

Exchange shall not be made in an increment smaller 

than: (1) $0.01 if those bids, offers, or orders are 

priced equal to or greater than $1.00 per share; or 

(2) $0.0001 if those bids, offers, or orders are priced 

less than $1.00 per share; or (3) any other increment 

established by the Commission for any security 

which has been granted an exemption from the 

minimum price increment requirements of Rule 

612(a) or 612(b) of Regulation NMS. See current 

Exchange Rule 11.7 

48See Securities Exchange Act Release No. 64095 

(March 18, 2011), 76 FR 16446 (March 23, 2011) 

(SR–EDGX–2011–06). 

49The Primary Peg and Market Peg order 

instructions are available on other exchanges. See, 

e.g., NYSE Rule 13 (defining Pegging Interest), and 

Nasdaq Rule 4751(f)(4). 

50Previously, the System permitted a displayable 

Market Peg instruction to include a zero-offset. 

51As discussed supra in Section III.C.1.h, the 

term Minimum Price Variation is defined in 

proposed Exchange Rule 11.6(i). 

52The Exchange provides examples of the 

operation of Limit Orders with a Pegged Instruction. 

See Notice, supra note 3, at 44525. 

53The current definition provides that a short sale 

order, subject to the Exchange’s short sale price 

sliding process, will ‘‘be re-priced to display at one 

Minimum Price Variation above the current NBB.’’ 

54The ‘‘displayed price sliding process’’ is 

currently described under Exchange Rule 

11.5(c)(4)(A) as follows: ‘‘An EDGX Only Order 

that, at the time of entry, would cross a Protected 

Quotation will be re-priced to the locking price and 

ranked at such price in the EDGX Book. An EDGX 

Only Order that, if at the time of entry, would create 

a violation of Rule 610(d) of Regulation NMS by 

locking or crossing a Protected Quotation will be 

displayed by the System at one minimum price 

variation (‘‘MPV’’) below the current NBO (for bids) 

or to one MPV above the current NBB (for offers) 

(collectively, the ‘‘displayed price sliding process’’). 

In the event the NBBO changes such that the EDGX 

Only Order at the original locking price would not 

lock or cross a Protected Quotation, the order will 

receive a new timestamp, and will be displayed at 

the original locking price.’’ 

55The ‘‘short sale price sliding process’’ is 

currently described under Exchange Rule 

11.5(c)(4)(B)–(C) as follows: ‘‘An EDGX Only Order 

that, at the time of entry, could not be executed or 

displayed pursuant to Rule 201 of Regulation SHO 

will be re-priced by the System to prevent 

execution or display at or below the current NBB 

(such entire process called the ‘‘short sale price 

sliding process’’). Any EDGX Only order subject to 

such re-pricing by the System will be re-priced to 

display at one MPV above the current NBB 

(‘‘Permitted Price’’). Following the initial 

adjustment provided for in this paragraph (B), the 

EDGX Only Order will, to reflect declines in the 

NBB, continue to be re-priced at the lowest 

Permitted Price down to the order’s original limit 

price, or if a market order, until the order is filled. 

The order will receive a new timestamp each time 

it is re-priced. Alternatively, following the initial 

adjustment provided for in paragraph (B), the EDGX 

Only Order may, in accordance with the User’s 

instructions, provided that in all cases the display 

or execution of such lower prices does not violate 

Rule 201 of Regulation SHO: (i) Be re-priced one 

additional time to a price that is above the current 

NBB but equal to the NBB at the time the EDGX 

Only Order was received and receive a new 

timestamp; or (ii) not be adjusted further. In the 

event the NBB changes such that the price of a NonDisplayed Order subject to short sale price sliding 

would lock or cross the NBB, the Non-Displayed 

Order will receive a new timestamp, and will be repriced by the System to a Permitted Price. EDGX 

Only Orders marked ‘‘short exempt’’ shall not be 

subject to the short sale price sliding process.’’ 

Quantity instruction would not be 

applicable if after a partial execution the 

remaining shares were less than the 

quantity provided in the instruction. 

h. Minimum Price Variation 

Exchange Rule 11.7, Price Variation, 

currently defines the term ‘‘Price 

Variation.’’ 47 The Exchange proposes to 

relocate the term ‘‘Minimum Price 

Variation’’ to proposed Exchange Rule 

11.6(i) and amend the term to remove 

the obsolete term, ‘‘indications of 

interest.’’ 48

i. Pegged 

Currently the term ‘‘Pegged Order’’ is 

defined under Exchange Rule 11.5(c)(6). 

The Exchange proposes to reclassify the 

term as an instruction and relocate the 

term to proposed Exchange Rule 11.6(j). 

The amended definition of a Pegged 

instruction would continue to indicate 

that: (1) A User may specify that the 

order’s price will peg to a price a certain 

amount away from the NBB or NBO 

(offset); (2) if an order with a Pegged 

instruction displayed on the Exchange 

would lock the market, the price of the 

order will be automatically adjusted by 

the System to one Minimum Price 

Variation below the current NBO (for 

bids) or to one Minimum Price Variation 

above the current NBB (for offers); (3) a 

new time stamp is created for the order 

each time it is automatically adjusted; 

and (4) orders with a Pegged instruction 

are not eligible for routing pursuant to 

proposed Exchange Rule 11.11. 

The Exchange also proposes to codify 

that orders with Pegged instructions 

would not be used to calculate the 

NBBO, and buy/sell orders with a 

Pegged instruction would be cancelled 

when the NBB/NBO is unavailable. In 

addition, the Exchange would codify the 

terms ‘‘Primary Peg’’ and ‘‘Market 

Peg.’’ 49 Proposed Exchange Rule 11.6(j) 

would specify that a Pegged instruction 

may be a Market Peg, which would track 

NBB, for a sell order, or the NBO, for a 

buy order; or a Primary Peg, which 

would track the NBB, for a buy order, 

or the NBO, for a sell order. The 

Exchange would also sets forth that a 

buy (sell) order with a Market Peg 

instruction and a Displayed instruction 

must have an offset that is equal to or 

greater than one Minimum Price 

Variation below (above) the NBO (NBB) 

that the order is pegged to.50 The 

amended term would also specify that if 

a User does not select an offset, the 

System would automatically include an 

offset that is equal to one Minimum 

Price Variation below (above) the NBO 

(NBB) that the order is pegged to. For an 

order with a Non-Displayed instruction, 

a User could, but would not be required 

to, select an offset for an order to buy 

(sell) that is equal to or greater than one 

Minimum Price Variation below (above) 

the NBO (NBB) to which the order is 

pegged. 

Proposed Exchange Rule 11.6(j) also 

sets forth that a buy (sell) order with a 

Primary Peg instruction could, but 

would not be required to, select an 

offset equal to or greater than one 

Minimum Price Variation 51 above or 

below the NBB or NBO that the order is 

pegged to. As proposed, an order with 

a Primary Peg instruction would be 

eligible to join the Exchange’s BBO if 

the EDGX Book was locked or crossed 

by another market, but if an order with 

a Primary Peg instruction would create 

a Locking Quotation or Crossing 

Quotation, the price of the order would 

be automatically adjusted by the System 

to one Minimum Price Variation below/ 

above the current NBO/NBB. The 

Exchange also codifies that, under 

proposed Exchange Rule 11.6(l)(3), 

discussed below, an order with a Pegged 

and Non-Displayed instruction that is 

priced more aggressively than the 

midpoint of the NBBO, would be ranked 

at the midpoint with discretion to 

execute to the price established by the 

offset, or the NBB (NBO) where the 

offset for an order to sell (buy) is equal 

to or more aggressive than the NBB 

(NBO).52

j. Permitted Price 

The Exchange currently defines the 

term ‘‘Permitted Price’’ in Exchange 

Rule 11.5(c)(4)(B).53 The Exchange 

proposes to relocate the term, without 

amendment, to proposed Exchange Rule 

11.6(k) 

k. Re-Pricing Instructions 

The terms ‘‘displayed price sliding’’ 54

and ‘‘short sale price sliding process’’ 55

are currently defined in Exchange Rule 

11.5(c)(4)(A) and (B), respectively. 

However, the Exchange currently offers 

multiple re-pricing instructions 

designed to permit Users to comply, 

separately and respectively, with Rule 

610(d) of Regulation NMS or Rule 201 

of Regulation SHO. The Exchange 

proposes to replace the definitions for 

displayed price sliding process and the 

short sale price sliding process with 

proposed Exchange Rule 11.6(l), which 

would codify three re-pricing options 

for Regulation NMS (Price Adjust, Hide 

Not Slide, and Routed and Returned RePricing) and the two re-pricing options 

for Regulation SHO (Short Sale Price 

Adjust and Short Sale Price Sliding), all 

of which are currently available on the 


rmajette on DSK3VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 65455 

56Other exchanges utilize re-pricing processes. 

See e.g., CHX Art. I, Rule 2(b)(1)(C), BATS Rules 

11.9(c)(4), (6) and 11.9(g)(2), BATS–Y Exchange, 

Inc. (‘‘BATS–Y’’) Rules 11.9(c)(4), (6) and 11.9(g)(2), 

and Nasdaq’s ‘‘Re-pricing of Orders during Short 

Sale Period’’ described in Nasdaq Rule 4763(e). In 

Amendment No. 1, the Exchange removed the 

proposed Single Re-Price and Short Sale Single RePrice pricing instructions. See supra note 7. 

57Pursuant to proposed Exchange Rule 11.8, an 

order that would be a Locking Quotation or 

Crossing Quotation at the time of entry, will be 

automatically defaulted by the System to the Price 

Adjust instruction, unless the User affirmatively 

elects: (1) The Cancel Back instruction; or (2) the 

Hide Not Slide instruction. 

58For purposes of the description of the repricing instructions under proposed Rule 11.6(l), 

the terms ‘‘ranked’’ and ‘‘priced’’ are synonymous 

and used interchangeably. 

59Other exchanges offer similar functionality. See 

Nasdaq Rule 4751(f)(7) (Price to Comply Order), 

BATS Rule 11.9(g)(2) (Price Adjust), BATS Rule 

11.9(g)(1) (Display-Price Sliding), BATS–Y 

11.9(g)(1) (Display-Price Sliding), and CHX Rule 

Art. I, Rule 2(b)(1)(C)(i) (NMS Price Sliding). 

60See Division of Trading and Markets: Response 

to Frequently Asked Questions Concerning Rule 

611 and Rule 610 of Regulation NMS, Question 

5.02, available at http://www.sec.gov/divisions/

marketreg/nmsfaq610-11.htm (last visited October 

28, 2014). 

61See proposed Exchange Rule 11.9 in Section 

III.C., infra, for discussion on priority. 

62The Exchange provides examples of the 

operation of a Price Adjust Instruction. See Notice, 

supra note 3, at 44526. 

63Orders that are re-ranked and re-displayed 

pursuant to the Hide Not Slide instruction maintain 

the same priority as orders that are re-ranked and 

re-displayed pursuant to the Routed and Returned 

Re-Pricing instruction at the same price. See 

proposed Exchange Rules 11.9(a)(2)(B)(i) and (C)(ii). 

The Exchange provides examples of the operation 

of a Hide Not Slide Instruction. See Notice, supra 

note 3, at 44526–27. See also Amendment No. 1, 

supra note 7, for corrections to Example Nos. 1 and 

4. 

64See Amendment No. 3, supra note 9. 

65 Id. 

66 Id. 

67Orders that are re-ranked and re-displayed 

pursuant to the Routed and Returned Re-Pricing 

instruction maintain the same priority as orders that 

are re-ranked and re-displayed pursuant to the Hide 

Not Slide instruction at the same price. See 

proposed Exchange Rules 11.9(a)(2)(B)(i) and (C)(ii). 

The Exchange provides an example of the operation 

of a Routed and Returned Re-Pricing Instruction. 

See Notice, supra note 3, at 44527. See also 

Amendment No. 3, supra note 9. 

System.56 The Exchange also proposes 

to codify the re-pricing instruction for 

orders with a Non-Displayed 

instruction, which also is currently 

available on the System but not 

reflected in the current rules. 

i. Re-Pricing Instructions To Comply 

With Rule 610(d) of Regulation NMS 

Proposed Exchange Rule 11.6(l)(1)(A) 

would codify the Price Adjust 

instruction. Specifically, under the 

proposed rule, a User may select, or be 

defaulted by the System,57 to the Price 

Adjust instruction where an incoming 

order that would be a Locking Quotation 

or Crossing Quotation would be 

displayed and ranked 58 at a price that 

is one Minimum Price Variation lower 

(higher) than the Locking Price.59

Subsequently, the order would be 

displayed and ranked by the System on 

the EDGX Book at the Locking Price if 

the NBBO changed such that the order, 

if displayed at the Locking Price, would 

not be a Locking Quotation or Crossing 

Quotation, including where an ISO with 

a time-in-force (‘‘TIF’’) instruction of 

Day is entered into the System and 

displayed on the EDGX Book on the 

same side of the market as the order at 

a price that is equal to or more 

aggressive than the Locking Price.60 The 

order would not be subject to further reranking and would be displayed by the 

System on the EDGX Book at the 

Locking Price until executed or 

cancelled by the User. The order would 

receive a new time stamp at the time an 

order is re-ranked.61 Pursuant to 

proposed Exchange Rule 11.9, all orders 

that are re-ranked and re-displayed 

pursuant to the Price Adjust instruction 

would retain their comparative priority 

based on the time of initial receipt by 

the System.62

Proposed Exchange Rule 11.6(l)(1)(B) 

would codify the Hide Not Slide 

instruction. Specifically, under the 

proposed rule, if a User selects the Hide 

Not Slide instruction, an incoming order 

that would be a Locking Quotation or 

Crossing Quotation would be displayed 

at a price that is one Minimum Price 

Variation lower (higher) than the 

Locking Price and ranked at the 

midpoint of the NBBO with discretion 

to execute at the Locking Price; 

provided, however, that if at the time of 

entry a contra-side order equal to the 

Locking Price is displayed by the 

System, the order would be ranked at 

the midpoint of the NBBO with its 

discretion to execute to the Locking 

Price suspended. Discretion to execute 

to the Locking Price would remain 

suspended until the contra-side 

displayed order equal to the Locking 

Price is cleared. Where the NBBO 

changes such that the order, if displayed 

at the Locking Price would not be a 

Locking Quotation, the System would 

rank and display the order at the 

Locking Price. Thereafter, the order 

would not be subject to further reranking and would be displayed by the 

System at the Locking Price until it is 

executed or cancelled by the User. The 

order would receive a new time stamp 

when it is ranked at the Locking Price. 

Pursuant to proposed Exchange Rule 

11.9, all orders that are re-ranked and 

re-displayed by the System pursuant to 

the Hide Not Slide instruction would 

retain its comparative priority based 

upon the time of initial receipt by the 

System.63

Proposed Exchange Rule 

11.6(l)(1)(B)(i) would codify the Routed 

and Returned Re-Pricing instruction. 

Specifically, under the proposed rule, if 

a Limit Order was routed away but not 

fully executed, the returning remainder 

of the order, if it would be a Locking 

Quotation or Crossing Quotation of a 

quotation displayed by another Trading 

Center upon re-entry to the System, 

would default to a Routed and Returned 

Re-Pricing instruction, unless the User 

selected either the Cancel Back, Price 

Adjust or Hide Not Slide instruction.64

The Routed and Returned Re-Pricing 

instruction would cause the returning 

order, that would otherwise be a 

Locking Quotation or Crossing 

Quotation based on an away market, to 

re-price one Minimum Price Variation 

away from the Locking Price, be ranked 

at the midpoint of the NBBO, with 

discretion to execute at the Locking 

Price. If a contra-side order with a Post 

Only instruction that equals the Locking 

Price is subsequently entered and 

displayed by the System, the order 

subject to the Routed and Returned RePricing instruction would be ranked at 

the midpoint of the NBBO with its 

discretion to execute at the Locking 

Price suspended until there is no contraside order displayed by the System 

equals the Locking Price.65 Thereafter, 

in response to changes in the NBBO, an 

order subject to the Routed and 

Returned Re-Pricing instruction would 

be adjusted and displayed by the 

System at one Minimum Price Variation 

below (above) the NBO (NBB) and 

ranked at the updated midpoint of the 

NBBO with discretion to execute at the 

Locking Price until the price of such 

order reached its limit price; at which 

point the order would be displayed at 

the limit price by the System without 

further adjustment. Upon return to the 

EDGX Book after being routed away, the 

order will execute against any 

marketable contra-side liquidity on the 

EDGX Book and any remainder will be 

subject to the Routed and Returned RePricing instruction.66 The order would 

receive a new time stamp upon 

returning to the EDGX Book and upon 

each subsequently re-ranking. Pursuant 

to proposed Exchange Rule 11.9, all 

orders that are re-ranked and redisplayed pursuant to the Routed and 

Returned Re-Pricing instruction would 

retain their comparative time priority at 

a price level based upon the time of 

initial re-entry to the System.67

The Commission finds that the 

proposed rules related to Regulation 

NMS re-pricing are consistent with 


rmajette on DSK3VPTVN1PROD with NOTICES
65456 Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 

68 15 U.S.C. 78f(b)(5). 

69 17 CFR 242.610. 

70Rule 610(d) of Regulation NMS requires 

exchanges to establish, maintain, and enforce rules 

that require members reasonably to avoid 

‘‘[d]isplaying quotations that lock or cross any 

protected quotation in an NMS stock.’’ See 17 CFR 

242.610(d). 

71See Nasdaq Rule 4751(f)(7) (Price to Comply 

Order), BATS Rule 11.9(g)(2) (Price Adjust), BATS 

Rule 11.9(g)(1) (Display-Price Sliding), BATS–Y 

11.9(g)(1) (Display-Price Sliding), CHX Rule Art. I, 

Rule 2(b)(1)(C)(i) (NMS Price Sliding). 

72 17 CFR 242.200(g); 17 CFR 242.201. On 

February 26, 2010, the Commission adopted 

amendments to Regulation SHO under the Act in 

the form of Rule 201, pursuant to which, among 

other things, short sale orders in covered securities 

generally cannot be executed or displayed by a 

trading center at a price that is at or below the 

current NBB when a Short Sale Circuit Breaker is 

in effect for the covered security. See Securities 

Exchange Act Release No. 61595 (February 26, 

2010), 75 FR 11232 (March 10, 2010). In connection 

with the adoption of Rule 201, Rule 200(g) of 

Regulation SHO was also amended to include a 

‘‘short exempt’’ marking requirement. See also 

Securities Exchange Act Release No. 63247 

(November 4, 2010), 75 FR 68702 (November 9, 

2010) (extending the compliance date for Rules 201 

and 200(g) to February 28, 2011). See also Division 

of Trading & Markets: Responses to Frequently 

Asked Questions Concerning Rule 201 of 

Regulation SHO, www.sec.gov/divisions/marketreg/ 

rule201faq.htm. 

73Other exchanges offer similar functionality. See 

Nasdaq Rule 4763(e) (Re-Pricing of Orders During 

Short Sale Period), BATS Rule 11.9(g)(2) (Short Sale 

Price Sliding), BATS–Y 11.9(g)(2) (Short Sale Price 

Sliding), and CHX Rule Art. I, Rule 2(b)(1)(C)(ii) 

(Short Sale Price Sliding). 

74The Exchange provides an example of the 

operation of a Short Sale Price Adjust instruction. 

See Notice, supra note 3, at 44528. 

75The Exchange provides an example of the 

operation of a Short Sale Price Sliding instruction. 

See Notice, supra note 3, at 44528–29. 

76 15 U.S.C. 78f(b)(5). 

77 17 CFR 242.201. 

78 17 CFR 242.201. 

79See BATS Rule 11.9(g)(2), BATS–Y Rule 

11.9(g)(2) and Nasdaq Rule 4763(e). 

80See BATS Rule 11.9(g)(2) and BATS–Y Rule 

11.9(g)(2) 

81 17 CFR 242.201. 

82The Exchange explains that because MidPoint 

Match Orders, described below, are pegged to the 

midpoint of the NBBO, the re-pricing and midpoint 

ranking of orders with a Non-Displayed instruction 

enables the EDGX Book to avoid internally crossed 

markets. See Notice, supra note 3, at 44529. 

83The Exchange provides examples of the 

operation of the re-pricing of Orders with a NonDisplayed Instruction. See Notice, supra note 3, at 

44529. 

Section 6(b)(5) of the Act,68 and the 

rules and regulation thereunder, 

including Rule 610 of Regulation 

NMS.’’ 69 The operation of Price Adjust, 

Hide Not Slide and Routed and 

Returned Re-Pricing are consistent with 

Rule 610(d) of Regulation NMS as they 

should prevent members from 

displaying orders that lock or cross any 

protected quotation in an NMS stock.70

In addition, the Commission notes that 

other exchanges offer price-sliding 

functionality to comply with Regulation 

NMS.71

ii. Re-Pricing Instructions To Comply 

With Rule 201 of Regulation SHO 

Proposed Exchange Rule 11.6(l)(2) 

sets forth the following re-pricing 

instructions for an order with a Short 

Sale instruction to comply with Rule 

201 of Regulation SHO: (1) Short Sale 

Price Adjust and (2) Short Sale Price 

Sliding. Under the proposal, a Limit 

Order to sell with a Short Sale 

instruction that cannot display or 

execute at its limit price at the time of 

entry because of a short sale price 

restriction pursuant to Rule 201 of 

Regulation SHO (‘‘Short Sale Circuit 

Breaker’’),72 would automatically 

default to the Short Sale Price Adjust 

instruction, unless the User 

affirmatively elects: (1) The Cancel Back 

instruction; or (2) the Short Sale Price 

Sliding instruction. Like current 

Exchange Rule 11.5(c)(4)(E), orders to 

sell with both a Short Sale and a Short 

Exempt instruction would not be 

eligible for any of the Regulation SHO 

re-pricing instructions and instead 

would execute, display and/or route 

without regard to whether the order is 

at a Permitted Price or if a Short Sale 

Circuit Breaker in effect. In addition, 

when a Short Sale Circuit Breaker is in 

effect and the incoming order has a 

Short Sale instruction, Regulation SHO 

re-pricing instructions would supersede 

Regulation NMS re-pricing instructions. 

Proposed Exchange Rule 11.6(l)(2)(A) 

would codify the Short Sale Price 

Adjust instruction. If selected by a User 

and a Short Sale Circuit Breaker was in 

effect, the sell order with a Short Sale 

instruction would be ranked and 

displayed at the Permitted Price.73

Following the initial ranking, the order, 

to the extent the NBB declines, would 

continue to be re-ranked and displayed 

at the Permitted Price down to the 

order’s limit price. The order would 

receive a new time stamp each time it 

is re-ranked. All orders with Short Sale 

Price Adjust instructions that are reranked and re-displayed by the System 

would retain their comparative time 

priority based on their initial receipt by 

the System.74

Proposed Exchange Rule 11.6(l)(2)(B) 

would codify the Short Sale Price 

Sliding instruction. If selected by a User 

and a Short Sale Circuit Breaker was in 

effect, the sell order with a Short Sale 

instruction would be displayed at the 

Permitted Price and ranked at the 

midpoint of the NBBO. Following the 

initial ranking, the order would, to the 

extent the NBB declined, be re-ranked 

and re-displayed with a new time stamp 

one additional time at a price equal to 

the NBB at the time of the order’s 

original entry.75

The Commission finds that the 

proposed rules related to Regulation 

SHO re-pricing are consistent with 

Section 6(b)(5) of the Act,76 as well as 

Rule 201 of Regulation SHO.77 Rule 201 

of Regulation SHO requires trading 

centers to establish, maintain, and 

enforce written policies and procedures 

reasonably designed to prevent the 

execution or display of a short sale 

order at a price at or below the current 

NBB when a Short Sale Circuit Breaker 

is in effect, subject to certain 

exceptions.78 Pursuant to the 

Exchange’s rules relating to Short Sale 

Price Adjust and Short Sale Price 

Sliding, sell orders with a Short Sale 

instruction that cannot be executed or 

displayed in compliance with Rule 201 

of Regulation SHO would be displayed 

at the Permitted Price (i.e., above the 

current NBB). In addition, the 

Commission notes that Short Sale Price 

Adjust 79 and Short Sale Price Sliding 80

operate in a manner that is substantially 

similar to other exchanges. 

The Commission notes that Short Sale 

Price Sliding permits sell orders with a 

Short Sale instruction to be ranked at 

the midpoint of the NBBO and 

displayed at the Permitted Price. The 

Commission finds that Regulation SHO 

re-pricing to permit an order with a 

Short Sale instruction to be executed at 

the midpoint of the NBBO, and 

displayed above the NBB, is consistent 

with Rule 201 of Regulation SHO.81

iii. Re-Pricing of Orders With a NonDisplayed Instruction 

Proposed Exchange Rule 11.6(l)(3) 

would codify the re-pricing of orders 

with a Non-Displayed instruction to 

specify that an order with a NonDisplayed instruction that is priced 

better than the midpoint of the NBBO, 

would be ranked at the midpoint of the 

NBBO with discretion to execute to its 

limit price.82 In response to changes in 

the NBBO, an order with a NonDisplayed instruction would be 

automatically re-ranked, with a new 

time stamp, until the midpoint of the 

NBBO reached the order’s limit price. A 

User may elect the Cancel Back 

instruction for a buy (sell) order with a 

Non-Displayed instruction where the 

limit price is greater (less) than the NBO 

(NBB). Pursuant to proposed Exchange 

Rule 11.9, all orders with a NonDisplayed instruction that are re-ranked 

at the midpoint of the NBBO would 

retain their comparative time priority 

based upon their initial ranking at the 

midpoint of the NBBO.83


rmajette on DSK3VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 65457 

84Other exchanges maintain similar time stamp 

functionality when replenishing a displayed 

amount of an order from the order’s undisplayed 

quantity. See Nasdaq Rule 4751(f)(2) (Reserve 

Orders), and NYSE Rule 13 (Reserve Order Types, 

Minimum Display Reserve Order). 

85Other exchanges offer similar functionality for 

refreshing the displayed portion of an order from 

a Reserve Quantity. See, e.g., Nasdaq Rule 4751(f)(2) 

(Reserve Orders) and NYSE Rule 13 (Reserve Order 

Types). 

86The Exchange provides examples of the 

operation of orders with replenishment amounts. 

See Notice, supra note 3, at 44530. 

87Currently, the term EDGX Only Order is 

defined as ‘‘[a]n order that is to be ranked and 

executed on the Exchange pursuant to Rule 11.8 

and Rule 11.9(a)(4) or cancelled, without routing 

away to another trading center. The System will 

default to the displayed price sliding process and 

short sale price sliding process for an EDGX Only 

Order unless the User has entered instructions not 

to use any of the processes.’’ 

88The proposed definition of Book Only is 

similar to that of other exchanges. See BATS Rule 

11.9(c)(4) (BATS Only Order), BATS–Y Rule 

11.9(c)(4) (BATS Only Order), NSX Rule 11.11(c)(6) 

(NSX Only Order). 

89Currently, the term Post Only Order is defined 

as ‘‘[a]n order that is to be ranked and executed on 

the Exchange pursuant to Rule 11.8 and Rule 

11.9(a)(4) or cancelled, as appropriate, without 

routing away to another trading center except that 

the order will not remove liquidity from the EDGX 

Book absent an order instruction to the contrary. A 

EDGX Post Only Order will be subject to the 

displayed price sliding process and short sale price 

sliding process unless a User has entered 

instructions not to use the either or both processes. 

. . .’’ 

90See also Amendment No. 1, supra note 7. The 

Exchange further states that to determine at the time 

of a potential execution whether the value of such 

execution when removing liquidity equals or 

exceeds the value of such execution if the order 

instead posted to the EDGX Book and subsequently 

provided liquidity, the Exchange will use the 

highest possible rebate paid and highest possible 

fee charged for such executions on the Exchange. 

Id. 

l. Reserve Quantity and Replenishment 

Amounts 

Exchange Rule 11.5(c)(1) currently 

defines a ‘‘Reserve Order’’ as ‘‘[a] limit 

order with a portion of the quantity 

displayed (‘display quantity’) and with 

a reserve portion of the quantity 

(‘reserve quantity’) that is not 

displayed.’’ The Exchange proposes to 

reclassify this function as an order type 

instruction and relocate the term 

‘‘Reserve Quantity’’ to proposed 

Exchange Rule 11.6(m). The term 

Reserve Quantity would be defined to 

mean the portion of an order with a 

Non-Displayed instruction in which a 

portion of that order is also displayed 

on the EDGX Book. The Exchange also 

would specify that both the portion of 

the order with a Displayed instruction 

and the Reserve Quantity of the order 

are available for execution against 

incoming orders. The Exchange also 

specifies that where the displayed 

quantity of an order is reduced to less 

than a Round Lot, the System, in 

accordance with the replenishment 

instruction selected by the User, would 

replenish the displayed quantity from 

the Reserve Quantity by at least a single 

Round Lot. A new time stamp would be 

created for the displayed portion of the 

order each time it is replenished from 

the Reserve Quantity, and the Reserve 

Quantity would retains its original time 

stamp of its original entry.84 In addition, 

the Exchange states that where the 

combined amount of the displayed 

quantity and Reserve Quantity of an 

order is less than one Round Lot, the 

order would be treated as an order with 

a Displayed instruction for purposes of 

execution priority under proposed 

Exchange Rule 11.9. 

Proposed Exchange Rule 11.6(m) also 

codifies the two replenishment 

instructions 85 currently offered by the 

Exchange: (1) Fixed Replenishment; and 

(2) Random Replenishment. The Fixed 

Replenishment instruction sets forth 

that the displayed quantity of an order 

would be replenished by a fixed 

quantity designated by the User. The 

Fixed Replenishment quantity for the 

order would equal the initial displayed 

quantity designated by the User. The 

displayed replenishment quantity 

selected by the System could not be less 

than a single Round Lot or greater than 

the remaining Reserve Quantity. Under 

proposed Exchange Rule 11.8(b)(5), the 

System would automatically default the 

order to the Fixed Replenishment 

instruction with a replenishment value 

equal to the displayed quantity of the 

order. 

Under the Random Replenishment 

instruction, the displayed quantity, both 

initial and replenished, would be 

randomly determined by the System 

within a replenishment range and 

replenishment value established by the 

User. The System would randomly 

select random display in Round Lots 

based on: (1) The quantity around 

which the replenishment range is 

established minus the replenishment 

value; and (2) the quantity around 

which the replenishment range is 

established plus the replenishment 

value. The displayed replenishment 

quantity could not: (1) Exceed the 

remaining Reserve Quantity of the 

order; (2) be less than a single Round 

Lot; or (3) greater than the remaining 

Reserve Quantity.86

m. Routing/Posting Instructions 

In proposed Exchange Rule 11.6(n), 

the Exchange proposes to define the 

following routing and posting 

instructions that a User may select, 

depending on the order type: (1) 

Aggressive or Super Aggressive; (2) 

Book Only; (3) Post Only; (4) 

Destination Specified; and (5) 

Destination-on-Open. 

The Exchange proposes to codify the 

terms Aggressive and Super Aggressive. 

Aggressive is an order instruction that 

directs the System to route such order 

if an away Trading Center crosses the 

limit price of the order resting on the 

EDGX Book. Super Aggressive is an 

order instruction that directs the System 

to route such order if an away Trading 

Center locks or crosses the limit price of 

the order resting on the EDGX Book. 

Current Exchange Rule 11.5(c)(4) 

defines the term EDGX Only Order.87

The Exchange proposes to reclassify this 

function as an order type instruction 

and relocate the amended definition and 

term ‘‘Book Only’’ to proposed 

Exchange Rule 11.6(n)(3). The proposed 

definition of Book Only would specify 

that it is: ‘‘[a]n order instruction stating 

that an order will be matched against an 

order on the EDGX Book or posted to 

the EDGX Book, but will not route to an 

away Trading Center.’’ 88 References to 

the Exchange’s ‘‘display price sliding 

process and short sale price sliding 

process’’ would be removed from the 

amended Book Only definition because, 

as noted above, proposed Exchange Rule 

11.6(l) is proposed to now describe repricing instructions for Regulation NMS 

and Regulation SHO compliance. 

Current Exchange Rule 11.5(c)(5) 

defines the term ‘‘Post Only Order.’’ 89

The Exchange proposes to reclassify this 

function as an order type instruction 

and relocate the amended definition and 

term ‘‘Post Only’’ to proposed Exchange 

Rule 11.6(n)(4). Currently, the Post Only 

definition specifies that order would not 

remove liquidity from the EDGX Book 

unless ‘‘the User enters an instruction to 

the contrary.’’ The Exchange proposes 

amend the definition to specify that an 

order with a Post Only instruction may 

remove contra-side liquidity from the 

EDGX Book when combined with a 

Hide Not Slide or a Price Adjust 

instruction if the order is for a security 

priced below $1.00 or the value of such 

execution, including any fees charged or 

rebates provided, equals or exceeds the 

value of such execution if the order 

instead posted and provided liquidity.90

In addition, the Exchange proposes to 

remove references to Exchange’s 

‘‘display price sliding process and short 

sale price sliding process’’ from the 

amended Post Only definition because, 

as noted above, proposed Exchange Rule 

11.6(l) is proposed to describe re-pricing 

instructions for Regulation NMS and 

Regulation SHO compliance. 

Exchange Rule 11.5(c)(9) currently 

defines the term ‘‘Destination Specific 


rmajette on DSK3VPTVN1PROD with NOTICES
65458 Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 

91Currently, the term ‘‘Destination Specified 

Order’’ is defined as ‘‘[a] market or limit order that 

instructs the System to route the order to a specified 

away trading center or centers, after exposing the 

order to the EDGX Book. Destination Specific 

Orders that are not executed in full after routing 

away are processed by the Exchange as described 

below in Rule 11.9(a)(4), save where the User has 

provided instructions that the order reside on the 

book of the relevant away trading center.’’ 

92See Exchange Rules 11.9(a)(1) and 11.15. 

93See 17 CFR 242.200 et seq. 

94Current Exchange Rule 11.5(b) includes two (2) 

additional TIF instructions of Good-’til-Cancel and 

Good-’til-Day, which the Exchange proposes to 

delete from its rules because they are not currently 

offered by the Exchange. 

95Other exchanges offer TIF instructions similar 

to GTT. See CHX Rules Art. 1, Rule 2(d)(3) (Good 

’Til Date), BATS Rule 11.9(b)(4) (Good ’til Day), 

BATS–Y Rule 11.9(b)(4) (Good ’til Day), and Nasdaq 

Rule 4751(h)(4) (System Hours Expire Time). 

96The term Trading Center is defined in 

Exchange Rule 2.11(a) and appears within Chapter 

XI. 

97Under Exchange Act Rule 600(a)(78), ‘‘Trading 

Center’’ is defined as ‘‘a national securities 

exchange or national securities association that 

operates an SRO trading facility, an alternative 

trading system, an exchange market maker, an OTC 

market maker, or any other broker or dealer that 

executes orders internally by trading as principal or 

crossing orders as agent.’’ See 242 CFR 600(a)(78). 

98The proposed definitions are similar to Nasdaq 

Rule 4751(g) (definition of ‘‘Order Size’’). 

99See Notice, supra note 3, at 44532. 

100 Id. 

Order.’’ 91 The Exchange proposes to 

reclassify this function as an order type 

instruction and relocate the amended 

definition and term ‘‘Destination 

Specified’’ to proposed Exchange Rule 

11.6(n)(4). The amended definition 

would provide that an order with a 

Destination Specified instruction may 

be processed as described in proposed 

Exchange Rule 11.10(a)(4), returned to 

the User, or posted to the EDGX Book, 

unless the User instructs that the order 

reside on the book of the relevant away 

Trading Center. 

Exchange Rule 11.5(c)(10) currently 

defines the term ‘‘Destination-on-Open 

Order.’’ The Exchange proposes to 

reclassify this function as an order type 

instruction and relocate the amended 

definition and term ‘‘Destination-onOpen’’ to proposed Exchange Rule 

11.6(n)(6). The amended definition 

would state that a Destination-on-Open 

instruction may be appended to a 

Market or a Limit Order and that an 

unfilled portion of an order with a 

Destination-on-Open instruction may be 

cancelled or re-routed. 

n. Short Sale and Short Exempt 

Currently, certain current Exchange 

rules refer to the terms ‘‘short sale 

order’’ and ‘‘short exempt,’’ 92 but 

neither term is specifically defined. 

Proposed Exchange Rules 11.6(o) and 

11.6(p) would respectively provide 

definition for the terms ‘‘Short Sale’’ 

and ‘‘Short Exempt.’’ The proposed 

definitions for Short Sale instruction 

and Short Exempt instruction would be 

consistent with Rules 200(a) and 201 of 

Regulation SHO.93

o. Time-In-Force 

Current Exchange Rule 11.5(b)(1)–(3) 

defines the terms ‘‘IOC Order,’’ ‘‘Day 

Order’’ and ‘‘Fill-or-Kill Order.’’ 94 The 

Exchange proposes to reclassify these 

terms as time-in-force order type 

instructions and relocate the definitions, 

IOC, Day, FOK and Good-‘til Time 

(‘‘GTT’’), to proposed Exchange Rule 

11.6(n)(4). The proposed rule specifies 

that an order with a TIF instruction of 

Day entered into the System before the 

start of the specified trading session 

would be placed by the System in a 

pending state and activated for potential 

execution upon the start of that trading 

session. 

The Exchange proposes to include a 

new TIF instruction, GTT, which could 

be appended to an order in any trading 

session with instructions to cancel at a 

specified time of day. The proposed rule 

also sets forth that an order with a GTT 

instruction would not be eligible for 

execution over multiples days 95 and 

that any unexecuted portion of such 

order with a GTT would be cancelled at: 

(1) The expiration of the User’s 

specified time; (2) at the end of the 

User’s specified trading session(s); or (3) 

the end of the trading day, as instructed 

by the User. As proposed, order with a 

GTT instruction would not be eligible 

for execution over multiple trading 

days. 

p. Trading Center 

The Exchange proposes to add the 

term ‘‘Trading Center’’ to proposed 

Exchange Rule 11.6(r) to be defined as 

‘‘[o]ther securities exchanges, facilities 

of securities exchanges, automated 

trading systems, electronic 

communications networks or other 

brokers or dealers.’’ 96 The term would 

be consistent with the Trading Center 

definition of in Rule 600(a)(78) of 

Regulation NMS.97

q. Units of Trading 

Current Exchange Rule 11.6 provides 

that ‘‘[o]ne hundred (100) shares shall 

constitute a ‘round lot,’ any amount less 

than 100 shares shall constitute an ‘odd 

lot,’ and any amount greater than 100 

shares that is not a multiple of a round 

lot shall constitute a ‘mixed lot.’’’ The 

Exchange proposes to relocate the 

definition of ‘‘Units of Trading’’ to 

proposed Exchange Rule 11.6(s). The 

relocated and amended definition 

would provide that a Round Lot is 100 

shares, unless an alternative number of 

shares is established as a Round Lot by 

the listing exchange for the security. 

Similarly, in proposed Exchange Rule 

11.9(a)(6)), the Exchange proposes a 

conforming change to replace the term 

‘‘99 shares or fewer’’ with ‘‘less than a 

Round Lot.’’ Proposed Exchange Rule 

11.6(s) would also state that Round Lots 

are eligible to be Protected Quotations. 

Current Exchange Rule 11.5(c)(2) 

defines the term an ‘‘Odd Lot Order’’ as 

‘‘[a]n order to buy or sell an odd lot.’’ 

The Exchange proposes to revise and 

relocate the term to proposed Exchange 

Rule 11.6(s)(2). The definition would be 

amended to indicate that an Odd Lot is 

‘‘[a]ny amount less than a Round Lot,’’ 

and that orders of Odd Lot size are only 

eligible to be Protected Quotations if 

aggregated to form a Round Lot. 

Current Exchange Rule 11.5(c)(3) 

defines the term a ‘‘Mixed Lot Order.’’ 

The Exchange proposes to revise and 

relocate the term to proposed Exchange 

Rule 11.6(s)(3). The definition would be 

amended to indicate that ‘‘[a]ny amount 

greater than a Round Lot that is not an 

integer multiple of a Round Lot,’’ and 

that the Odd Lot portions of an order of 

Mixed Lot size are only eligible to be 

Protected Quotations if aggregated to 

form a Round Lot.98

2. Order Types—Proposed Exchange 

Rule 11.8 

The Exchange has determined that the 

majority of the existing individual order 

types should be reclassified as order 

type instructions to be attached to 

specific, standalone order types.99

Accordingly, the Exchange proposes to 

delete and replace current Exchange 

Rule 11.5 with proposed Exchange Rule 

11.8, Order Types,100 which would 

outline the characteristics of the six 

order types that would be accepted by 

the System: (1) Market Orders, (2) Limit 

Orders, (3) ISOs, (4) MidPoint Match 

Orders, (5) NBBO Offset Peg Orders, and 

(6) Route Peg Orders. 

The Commission finds that the 

proposed rules relating to the 

definitions and descriptions of order 

types are consistent with the Act. The 

Commission notes that the definitions 

and operations of Market Order, Limit 

Order, ISO, and MPM Order are 

substantively similar to the current rule 

text, with added specificity related to 

the operation of the standalone order 

type and the order type instructions that 

may be attached thereto. The NBBO 

Offset Peg Order and Route Peg Order 

are currently offered by the Exchange, 

and the related rule text has been 

relocated and reformatted to conform to 


rmajette on DSK3VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 65459 

101See Amendment No. 1, supra note 7. 

102The Exchange provides examples of the 

operation of Market Orders. See Notice, supra note 

3, at 44533–34. 

103Current Exchange Rule 11.9(a)(3)(A) states, 

‘‘[w]here a non-routable buy (sell) Market Order is 

entered into the System and the NBB (NBO) is 

greater (less) than to the Upper (Lower) Price Band, 

such order will be posted to the EDGX Book or 

executed, unless (1) the order is an IOC Order, in 

which case it will be cancelled if not executed, or 

(2) the User has entered instructions to cancel the 

order.’’ See also Securities Exchange Act Release 

No. 69003 (February 27, 2013), 78 FR 14380 (March 

5, 2013) (SR–EDGX–2013–08). 

104See proposed Exchange Rule 11.6(l)(2), supra 

Section III.C.1.k.ii. 

105See discussion of Order Type Instructions, 

supra Section III.C.1. 

106 In the Notice, the Exchange provides order 

handling examples of Limit Orders with various 

order type instructions under various book 

conditions. See Notice, supra note 3, at 44535–36. 

See also Amendment No. 1, supra note 7, for a 

discussion regarding (1) the Exchange joining the 

NBO, (2) Displayed limit orders with Post Only or 

Book Only instructions, and (3) order handling 

examples that previously included the Single RePrice instruction. See also Amendment No. 3, supra 

note 9, concerning orders with Routed and 

Returned Re-Pricing instructions. 

107See Notice, supra note 3, at 44537. 

108The ISO exception under Exchange Rule 

11.10(f) requires that ISOs be routed to execute 

Continued 

the reorganization of the Exchange rule 

book without substantive amendment. 

Accordingly, the Commission believes 

that these proposed rule changes are 

consistent with the Act. 

a. Market Order 

Current Exchange Rule 11.5(a)(2) 

defines the term ‘‘Market Order.’’ The 

Exchange proposed to relocate the term 

to proposed Exchange Rule 11.8(a), and 

revise it to include additional language 

describing the operation of the order 

type and the order type instructions that 

may be attached thereto. 

Specifically, proposed Exchange Rule 

11.8(a) would define a Market Order as 

‘‘[a]n order to buy or sell a stated 

amount of a security that is to be 

executed at the NBBO or better when 

the order reaches the Exchange.’’ The 

proposed rule also specifies that Market 

Orders are eligible to execute during the 

Regular Session; ineligible to execute 

during the Pre-Opening or the PostClosing Trading Sessions; may be an 

Odd Lot, Round Lot, or Mixed Lot; and 

may include a Stop Price instruction. 

Proposed Exchange Rule 11.8(a)(2) 

would specify that a Market Order 

would default to a TIF instruction of 

Day, unless otherwise instructed by the 

User; and that in addition to Day, a User 

could append a Market Order with an 

IOC or FOK instruction. The proposed 

rule also sets forth that a Market Order 

with a FOK instruction would cancel if 

not executed in full portion 

immediately after entry 101 and that a 

Market Order with an IOC instruction 

would cancel any unexecuted portion of 

the order after checking the System for 

available shares, and, if applicable, 

upon return to the System after being 

routed to an away Trading Center. The 

proposed rule also specifies that a 

Market Order that does not include a 

Book Only, IOC or FOK instruction and 

cannot be executed in accordance with 

proposed Exchange Rule 11.10(a)(4) 

would be eligible for routing pursuant to 

proposed Exchange Rule 11.11.102

Under the proposed rules, a Market 

Order would post to the book in certain 

instances. Under proposed Exchange 

Rule 11.10(a)(3)(A), where the NBO/

NBB is greater/lesser than the Upper/

Lower Price Band, an incoming nonroutable buy/sell Market Order would 

post to the EDGX Book at a price equal 

to the Upper (Lower) Price Band, unless 

appended with a TIF instruction of IOC 

or FOK or a Cancel Back instruction.103

Under Proposed Exchange Rule 

11.8(a)(4), a Market Order appended 

with both a Day and a Short Sale 

instruction that could not execute 

because of a Short Sale Restriction, 

would display pursuant to the Short 

Sale Price Sliding instruction.104

Under the proposed rules, there are 

also certain instances when a Market 

Order would cancel instead of execute. 

The proposed rule specifies that if a 

Market Order with a Book Only 

instruction is re-priced when the NBO/ 

NBB is greater/less than the Upper/

Lower Price Band, the order would be 

cancelled pursuant to proposed 

Exchange Rule 11.10(a)(4). The 

Exchange also specifies that, except for 

a Market Order that include a 

Destination-on-Open instruction, any 

portion of a Market Order that would 

execute at a price more than the greater 

of $0.50 or five percent worse than the 

consolidated last sale as published by 

the responsible single plan processor at 

the time the order is entered into the 

System, would be cancelled. 

b. Limit Order 

Current Exchange Rule 11.5(a)(1) 

defines a Limit Order as, ‘‘[a]n order to 

buy or sell a stated amount of a security 

at a specified price or better’’ and a 

‘‘marketable’’ Limit Order as a ‘‘limit 

order to buy (sell) at or above (below) 

the lowest (highest) Protected Offer 

(Bid) for the security.’’ The term would 

be relocated to proposed Exchange Rule 

11.8(b), and be amended to include 

additional language describing the 

operation of the order type and the 

order type instructions that may be 

attached thereto. The proposed rule 

specifies that a Limit Order is eligible 

for execution during the Pre-Opening 

Session, Regular Session, and the PostClosing Session, and could be an Odd 

Lot, Round Lot or Mixed Lot. A Limit 

Order could also be appended with the 

applicable combination of the following 

order type instructions: 105 IOC, FOK, 

Day, GTT, Displayed, Non-Displayed, 

Attributable, Non-Attributable, Post 

Only, Book Only, Discretionary Range, 

Reserve Quantity, Pegged, Minimum 

Execution Quantity, Stop Limit, 

Destination Specified, Destination-onOpen instruction, Aggressive or Super 

Aggressive. 

Proposed Exchange Rule 11.8(b)(7) 

specifies that a marketable Limit Order 

would be eligible to be routed pursuant 

to proposed Exchange Rule 11.11, 

unless it was appended with a Post 

Only, Book Only or Pegged 

instruction.106

c. Intermarket Sweep Order 

Current Exchange Rule 11.5(d)(1), 

specifies that the System accepts 

incoming ISOs (as such term is defined 

in Regulation NMS) and that to be 

eligible for treatment as an ISO, the 

order must be: (1) A Limit Order; (2) 

marked ISO; and (3) the User entering 

the order must simultaneously route one 

or more additional Limit Orders marked 

ISO, if necessary, to away markets to 

execute against the full displayed size of 

any Protected Quotation for the security 

with a price that is superior to the limit 

price of the ISO entered in the System. 

Such orders, if they meet the 

requirements of the foregoing sentence, 

may be executed at one or multiple 

price levels in the System without 

regard to Protected Quotations at away 

Trading Centers consistent with 

Regulation NMS (i.e., may trade through 

such quotations). The term would be 

relocated to proposed Exchange Rule 

11.8(c), and amended to include 

additional language describing the 

operation of the order type and the 

order type instructions that may be 

attached thereto. Proposed Exchange 

Rule 11.8(c) would continue to instruct 

Members that the Exchange relies on, 

and it is the Member’s responsibility, to 

properly mark ISOs, to satisfy the 

compliance requirements of Regulation 

NMS.107 The proposed Rule also 

specifies that a User entering an ISO 

with a Day instruction is representing 

that it has simultaneously routed one or 

more additional ISOs, if necessary, to 

away Trading Centers to execute against 

the full displayed size of any Protected 

Quotation for the security with a price 

that is superior or equal to the limit 

price of the ISO entered in the 

System.108


rmajette on DSK3VPTVN1PROD with NOTICES
65460 Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 

against all protected quotations with a price that is 

better than or equal the display price, rather than 

solely to protected quotations for a security with a 

price that is superior to the ISO’s limit price. See 

Question 5.02 in the Division of Trading and 

Markets, Responses to Frequently Asked Questions 

Concerning Rule 611 and Rule 610 of Regulation 

NMS (last updated April 4, 2008) available at 

http://www.sec.gov/divisions/marketreg/

nmsfaq610-11.htm. 

109This Directed Intermarket Sweep Order 

functionality is currently provided pursuant to 

Exchange Rule 11.5(d)(2). See Notice, supra note 3, 

at 44537. 

110For example, if an MPM Order to buy is 

entered with a limit price that was less than the 

prevailing midpoint of the NBBO it would not be 

eligible to execute at the mid-point of the NBBO. 

An MPM Order to buy with a limit price that is 

greater than the prevailing NBBO would be able to 

execute at the mid-point of the NBBO and not at 

its limit price. 

111See proposed Exchange Rule 11.20(d)(2)(D). 

112See proposed Exchange Rule 11.20(d)(2)(F). 

Proposed Exchange Rule 11.8(c)(4) 

would also specify that incoming ISOs 

may be submitted during the PreOpening Session, Regular Session, and 

Post-Closing Session. Proposed 

Exchange Rule 11.8(c)(1)–(4) would also 

state that an incoming ISO will have a 

default TIF instruction of Day, unless 

the User selects a TIF instruction of GTT 

or IOC. Incoming ISOs cannot include a 

TIF instruction of FOK. The proposed 

Rule also sets forth that an incoming 

ISO with a Post Only and TIF 

instruction of GTT or Day, but without 

a Price Adjust or Hide Not Slide 

instruction, would be rejected if, 

marketable against a resting order with 

a Displayed instruction. Any unfilled 

portion of an ISO with a TIF instruction 

of GTT or Day would be posted at the 

ISO’s limit price on the EDGX Book. 

Proposed Exchange Rule 11.8(c) 

would specify that an ISO with a Post 

Only instruction and TIF instruction of 

GTT or Day may also be appended with 

Regulation NMS or Regulation SHO repricing instructions. 

Proposed Exchange Rule 11.8(c)(7) 

would permit a User to attach an 

instruction to an outbound ISO in order 

to permit that ISO to be immediately 

routed to an away Trading Center.109

However, pursuant to proposed 

Exchange Rule 11.11, inbound ISOs 

would not be eligible for routing under 

any circumstances. 

d. MidPoint Match Order 

Exchange Rule 11.5(c)(7) currently 

defines an MPM Order as ‘‘[a]n order 

with an instruction to execute it at the 

midpoint of the NBBO.’’ The term 

would be relocated to proposed 

Exchange Rule 11.8(d), and amended to 

include additional language describing 

the operation of the order type and the 

order type instructions that may be 

attached thereto. The MPM Order 

definition would be amended to specify 

that it could be a Market Order or a 

Limit Order, as well as to indicate that 

the limit price of an MPM order would 

represent the highest/lowest price at 

which order may buy/sell.110 The 

proposed rule would also set forth that 

notwithstanding the co-designation as a 

Market or Limit Order, the operation of 

the MPM Order would be governed by 

proposed Exchange Rule 11.8(d). 

Proposed Exchange Rule 11.8(d)(1) 

specifies that an MPM Order could be 

appended with a TIF instruction of Day, 

FOK, IOC, or GTT. Proposed Exchange 

Rule 11.8(d)(2) specifies that an MPM 

Order could include a Minimum 

Execution Quantity instruction. 

Proposed Exchange Rule 11.8(d)(3) 

specifies that MPM Orders would 

default to a Non-Displayed instruction 

and are not eligible to include a 

Displayed instruction. Proposed 

Exchange Rule 11.8(d)(5) specifies that, 

pursuant to proposed Exchange Rule 

11.11, MPM Orders are ineligible for 

routing. 

Pursuant to the proposed rule, MPM 

Orders may only be executed during the 

Regular Session, and any unexecuted 

portion of a resting MPM Order with a 

Day or GTT instruction would receive a 

new time stamp each time it is re-priced 

in response to changes to the midpoint 

of the NBBO. However, an incoming or 

resting MPM Order would be ineligible 

for execution if there was a Locking 

Quotation or Crossing Quotation. The 

ability of the resting or incoming MPM 

Order to execute would resume, and the 

order would receive a new time stamp, 

when the locked/crossed condition was 

resolved and a new midpoint relative to 

the NBBO was established, the MPM 

Order would receive a new time stamp. 

Similarly, MPM Orders would be 

ineligible to execute if the midpoint of 

the NBBO was below the Lower Price 

Band or above the Upper Price Band. 

Pursuant to proposed Exchange Rule 

11.9, all MPM Orders would retain their 

comparative priority based upon order’s 

initial receipt and ranking at the 

midpoint of the NBBO. 

The proposed rule would also specify 

that MPM Orders are eligible to 

participate in the Opening Process; but 

ineligible to participate in the PreOpening Session, Post-Closing Session, 

or the Contingent Open pursuant to 

proposed Exchange Rule 11.7(d). 

Pursuant to proposed Exchange Rule 

11.7(d), if there is a Contingent Open an 

MPM Order would remain ineligible to 

trade during the Regular Session until a 

price for an Open Transaction has been 

determined pursuant to proposed 

Exchange Rule 11.7(c). 

e. NBBO Offset Peg Order 

Exchange Rule 11.5(c)(15) currently 

defines the NBBO Offset Peg Order. The 

term would be relocated to proposed 

Exchange Rule 11.8(e) and reformatted, 

without substantive amendment. The 

NBBO Offset Peg Order would continue 

to be defined as a Limit Order that, 

upon entry, is automatically priced by 

the System at the Designated 

Percentage 111 away from the current 

NBB/NBO for a buy/sell order, or if 

there is no NBB/NBO, at the Designated 

Percentage away from the last reported 

sale from the responsible single plan 

processor. The proposed rule would 

specify that notwithstanding its codesignation as a Limit Order, the 

operation of an NBBO Offset Peg Order 

would be governed by proposed 

Exchange Rule 11.8(e). 

The proposed rule also sets forth that 

the price of an NBBO Offset Peg Order 

bid or offer would automatically adjust 

to the Designated Percentage away from 

the current NBB/NBO; or if there is no 

current NBB/NBO, to the Designated 

Percentage away from the last reported 

sale from the responsible single plan 

processor, upon reaching the Defined 

Limit.112 The proposed rule also sets 

forth that if an NBBO Offset Peg Order 

moves a specified number of percentage 

points away from the Designated 

Percentage toward the current NBB/

NBO, the price of such bid/offer would 

automatically adjust the Designated 

Percentage away from the current NBB/ 

NBO; or if there is no current NBB/NBO, 

the order would automatically adjust to 

the Designated Percentage away from 

the last reported sale from the 

responsible single plan processor. 

Pursuant to the proposed rule, 

cancellation or rejection would result if 

the order exceeded its limit price due to 

an NBBO Offset Peg Order being priced 

at the Designated Percentage away from 

the current NBB/NBO; or, if there is no 

current NBB/NBO, to the Designated 

Percentage away from the last reported 

sale from the responsible single plan 

processor. As proposed, the absence of 

a current NBB/NBO and last sale 

reported by the responsible single plan 

processor would also cause the order to 

be cancelled or rejected. 

Under the proposed rule, if a resident 

NBBO Offset Peg Order was priced 

based on the last sale reported by the 

responsible single plan processor and 

such NBBO Offset Peg Order is 

established as the NBB/NBO, the NBBO 

Offset Peg Order would not adjust until 

either new last sale reported by the 


rmajette on DSK3VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 65461 

113See proposed Exchange Rule 11.20(d)(2)(D). 

114 In Amendment No. 3, the Exchange states that 

it is currently conducting a review of its System 

functionality and will file, as appropriate, any 

proposed rule changes necessary to clarify the 

operation of its order types not covered by this 

filing by November 1, 2014. 

115For purposes of priority under proposed 

Exchange Rule 11.9(a)(2)(A), (B) and (C), the 

Exchange notes that orders of Odd Lot, Round Lot, 

or Mixed Lot size are treated equally. 

116See proposed Exchange Rule 11.8(c), 

discussed above in Section III.C.2.c. 

117See proposed Exchange Rule 11.8(e), 

discussed above in Section III.C.2.e. 

118See proposed Exchange Rule 11.8(b), 

discussed above in Section III.C.2.b. 

119The Exchange also proposes to amend the 

description of order types under proposed 

Exchange Rules 11.9(a)(2)(A)(i)–(iv) to be consistent 

with proposed Exchange Rule 11.8, Order Types. 

120See proposed Exchange Rule 11.9(a)(2)(A). See 

also Notice, supra note 3, at 44539 for an example 

Continued 

responsible single plan processor, or a 

new NBB/NBO was established by a 

national securities exchange. However, 

if a Crossing Quotation existed, the 

NBBO Peg Offset Order would 

automatically price at the Designated 

Percentage 113 (away from the current 

NBO/NBB for a buy/sell order). 

The proposed rule sets forth that 

NBBO Offset Peg Orders may only 

include a TIF instruction of Day; may 

only be Round Lots or Mixed Lots; are 

defaulted by the System to a Displayed 

instruction and are not eligible to 

include a Non-Displayed instruction; 

and may be submitted at the beginning 

of the Pre-Opening Session, but are not 

executable or automatically priced until 

after the first regular way last sale on the 

relevant listing exchange for the 

security, as reported by the responsible 

single plan processor. In addition the 

rule sets forth that NBBO Offset Peg 

Orders would receive a new time stamp 

each time it re-prices in response to 

changes in the NBB, NBO, or last 

reported sale; would be ineligible for 

routing pursuant to proposed Exchange 

Rule 11.11; and would expire at the end 

of the Regular Session. Finally, pursuant 

to Exchange Rule 11.20(d), irrespective 

of the NBBO Offset Peg Order, and 

consistent with its obligations, Market 

Makers would continue to be 

responsible for entering, monitoring, 

and re-submitting, as applicable, 

quotations. 

f. Route Peg Order 

Exchange Rule 11.5(c)(17) currently 

defines the term Route Peg Order. The 

term would be relocated to proposed 

Exchange Rule 11.8(f) and reformatted 

to conform to other rule changes, 

without substantive amendment. The 

Route Peg Order is a passive, resting 

order that does not remove liquidity or 

execute at a price inferior to a Protected 

Quotation. The Route Peg Order would 

be defined as a non-displayed Limit 

Order that is eligible for execution at the 

NBB for a buy order and NBO for a sell 

order against an order that is in the 

process of being routed to away Trading 

Centers with an order size equal to or 

less than the aggregate size of the Route 

Peg Order interest available at that 

price. The proposed rule would specify 

that notwithstanding its co-designation 

as a Limit Order, the operation of a 

Route Offset Peg Order would be 

governed by proposed Exchange Rule 

11.8(f). 

The proposed rule would also set 

forth that Route Peg Orders may only 

have a TIF instruction of GTT or Day 

and would be ineligible to include a TIF 

instruction of IOC or FOK; may only be 

Round Lots or Mixed Lots; would 

default to, and could be appended with 

a Non-Displayed instruction; but not 

with the Displayed instruction. In 

addition, the proposed rule sets forth 

that the Route Peg Order could include 

a Minimum Execution Quantity but is 

ineligible for routing pursuant to 

proposed Exchange Rule 11.11. 

The proposed rule also set forth that 

Route Peg Orders may be entered, 

cancelled, and cancelled/replaced prior 

to and during the Regular Session and 

all unexecuted portions thereof are 

cancelled at the end of the Regular 

Session. Route Peg Orders would only 

be eligible for execution in a given 

security during the Regular Session, 

except during the Opening Session and 

until orders in a given security can be 

posted on the EDGX Book during the 

Regular Session. Route Peg Orders 

would also be ineligible for execution if 

a Locking Quotation or Crossing 

Quotation existed; however the ability 

of the Route Peg Order to execute would 

resume once the locked/crossed 

condition was cleared. 

D. Execution Priority of Orders 

1. Priority—Proposed Exchange Rule 

11.9 

Current Exchange Rule 11.8 sets forth 

the priority of order executions. The 

Exchange proposes to relocate the 

provision to proposed Exchange Rule 

11.9 and to amend it to codify and state 

the following: (1) The priority of orders 

at certain price points; (2) the priority of 

Limit Orders with a Reserve Quantity; 

and (3) certain other conforming and 

clarifying changes. The Exchange states 

that its proposed amendments outline 

current System functionality in the 

Exchange’s Rules. 

Under Exchange Rule 11.9(a), orders 

of Users are first ranked and maintained 

by the System on the EDGX Book 

according to their price. Orders at the 

same price and of the same type are 

then ranked by the System depending 

on the time they were entered into the 

System. The Exchange proposes to 

amend Exchange Rule 11.9 to specify 

how orders with certain order type 

instructions are ranked by the 

System: 114 (1) At a price other than the 

midpoint of the NBBO; (2) at the 

midpoint of the NBBO; and (3) where 

buy (sell) orders utilize instructions that 

cause them to be ranked by the System 

upon clearance of a Locking 

Quotation.115 The Exchange also 

proposes to provide that, for purposes of 

priority under Exchange Rule 

11.9(a)(2)(A) and (B): (1) An ISO 116 and 

NBBO Offset Peg Order 117 are to be 

treated as Limit Orders; 118 and (2) 

orders subject to a re-pricing instruction 

to comply with Rule 201 of Regulation 

SHO under proposed Exchange Rule 

11.6(l)(2), including Market Orders that 

are displayed on the EDGX Book 

pursuant to proposed Exchange Rule 

11.8(a)(4) and proposed Exchange Rule 

11.10(a)(3)(A), maintain the same 

priority as Limit Orders at that price. 

2. Prices Other Than the Midpoint of the 

NBBO 

Current Exchange Rule 11.8(a)(2) 

states, in sum, that the System shall 

execute equally priced trading interest 

in time priority in the following order: 

(1) Displayed size of limit orders; (2) 

MidPoint Match Orders; (3) Nondisplayed limit orders and reserve 

orders; (4) Discretionary range of 

Discretionary Orders as set forth in 

current Exchange Rule 11.5(c)(13); and 

(5) Route Peg Orders as set forth in 

current Exchange Rule 11.5(c)(17). The 

Exchange proposes to amend the above 

priority to state that it applies to equally 

priced trading interest at prices other 

than at the midpoint of the NBBO or 

where orders are re-ranked at the 

Locking Price after a Locking Quotation 

clears.119 As amended, proposed 

Exchange Rule 11.9(a)(2)(A) would state 

that the System will execute equally 

priced trading interest within the 

System at prices, other than at the 

midpoint of the NBBO or where orders 

are re-ranked at the Locking Price after 

a Locking Quotation clears, in time 

priority in the following order: (1) The 

portion of a Limit Order with a 

Displayed instruction; (2) Limit Orders 

with a Non-Displayed instruction and 

the Reserve Quantity of Limit Orders; 

(3) Limit Orders executed within their 

Discretionary Range; and (4) Route Peg 

Orders.120


rmajette on DSK3VPTVN1PROD with NOTICES
65462 Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 

illustrating the operation of priority at prices other 

than the Midpoint of the NBBO. 

121See proposed Exchange Rule 11.9(a)(2)(B). See 

also Notice, supra note 3, at 44540 for an example 

illustrating the operation of priority at prices at the 

midpoint of the NBBO. 

122See proposed Exchange Rule 11.9(a)(2)(C). See 

also Notice, supra note 3, at 44540 for an example 

with two scenarios illustrating the operation of 

priority for orders re-ranked upon clearance of a 

locking quotation. See also Amendment No. 1, 

supra note 7, which replaces the order with a Single 

Re-Price instruction with an order with a Price 

Adjust instruction. 

123See proposed Exchange Rule 11.9(a)(6). See 

also Notice, supra note 3, at 44540 for an example 

illustrating the operation of priority for an order 

with a Reserve Quantity. 

124 15 U.S.C. 78f(b)(5). 

125 15 U.S.C. 78s(b)(2). 

3. At the Midpoint of the NBBO 

The Exchange also proposes to outline 

a separate priority for orders ranked at 

the midpoint of the NBBO under 

proposed Exchange Rule 11.9(a)(2)(B). 

Where orders are priced at the midpoint 

of the NBBO, the first order priced at the 

midpoint of the NBBO within each of 

the categories set forth in paragraphs (i) 

through (iv) of proposed Exchange Rule 

11.9(a)(2)(B) shall have precedence at 

the midpoint of the NBBO, up to the 

number of shares of stock specified in 

the order. The System shall execute 

trading interest priced at the midpoint 

of the NBBO within the System in time 

priority in the following order: (1) Limit 

Orders to which the Hide Not Slide or 

Routed and Returned Re-Pricing 

instruction has been applied; (2) 

MidPoint Match Orders; (3) Limit 

Orders with a Non-Displayed 

instruction; and (4) Limit Orders 

executed within their Discretionary 

Range.121

4. Orders Re-Ranked Upon Clearance of 

a Locking Quotation 

The Exchange also proposes to outline 

a priority of orders for orders that utilize 

instructions that result in their being reranked upon clearance of a Locking 

Quotation. In such case, the System reranks and displays such orders at the 

Locking Price. The Exchange proposes 

to include proposed Exchange Rule 

11.9(a)(2)(C), which would state that, 

where an order is re-ranked to the 

Locking Price after a Locking Quotation 

clears, the System will re-rank and 

display such orders at the Locking Price 

in time priority in the following order: 

(1) ISO with a TIF instruction of Day 

that establishes a new NBBO at the 

Locked Price; (2) Limit Orders to which 

the Hide Not Slide or Routed and 

Returned Re-Pricing instruction has 

been applied; (3) Limit Orders to which 

the Price Adjust instruction has been 

applied; and (4) orders with a Pegged 

instruction.122 Orders not executed and 

remaining on the EDGX Book after being 

re-ranked upon clearance of the Locking 

Quotation will be executed in time 

priority under proposed Exchange Rule 

11.9(a)(2)(A) described above. 

5. Reserve Quantity Priority 

The Exchange proposes to amend 

Exchange Rule 11.9(a)(6) to modify the 

description of the priority of an order 

with a Reserve Quantity and to amend 

certain terms to be consistent with the 

order type rules under proposed 

Exchange Rules 11.6 and 11.8. 

For both the Fixed Replenishment 

and Random Replenishment instruction, 

the displayed quantity receives a new 

time stamp each time it is replenished 

from the Reserve Quantity. The Reserve 

Quantity retains the time stamp of its 

original entry. Current Exchange Rule 

11.8(a)(6) discusses the priority of the 

Reserve Quantity of an order and states 

that ‘‘[a] new time stamp is created both 

for the refreshed and reserved portion of 

the order each time it is refreshed from 

reserve.’’ The Exchange proposes to 

amend this description to state that a 

new time stamp is created only for the 

displayed quantity of the order each 

time it is replenished from Reserve 

Quantity. In addition, as discussed 

above in Section III.C.1.l, proposed 

Exchange Rule 11.8(m)(1) states that a 

new time stamp is created for the 

portion of the order with a Displayed 

instruction each time it is replenished 

from the Reserve Quantity, while the 

Reserve Quantity retains the time-stamp 

of its original entry.123

The Commission finds that proposed 

Exchange Rule 11.9 relating to priority 

is consistent with Section 6(b)(5) of the 

Act,124 in that it is designed to promote 

just and equitable principles of trade, to 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system. The 

proposed rule change codifies the order 

handling and execution priority of 

orders on the EDGX Book which in turn 

provides greater transparency for, and 

thereby benefit, Members, Users, and 

the general investing public. 

IV. Accelerated Approval 

The Commission finds goods cause, 

pursuant to Section 19(b)(2) of the 

Exchange Act,125 for approving the 

proposed rule change, as modified by 

Amendment Nos. 1 and 3 thereto, prior 

to the 30th day after publication of 

notice of the filing of Amendment Nos. 

1 and 3 in the Federal Register. 

Amendment No. 1 removes proposed 

rule text relating to the Single Re-Price 

and Short Sale Single Re-Price pricing 

instructions to indicate that the 

Exchange will no longer offer such 

functionality, adds language to the Post 

Only instruction definition to provide 

that the highest possible rebate paid and 

the highest possible fee will be used to 

determine whether the order with a Post 

Only instruction will execute against 

orders on the EDGX Book upon arrival, 

adds rationale to the statutory basis 

section for suspending the discretion of 

an order with a Hide Not Slide 

instruction to execute at the Locking 

Price when a contra-side order that 

equals the Locking Price is displayed by 

the System on the EDGX Book in order 

to avoid an apparent violation of that 

contra-side displayed order’s priority, 

and makes a series of non-substantive, 

corrective changes to the Notice. 

According to the Exchange, Amendment 

No. 1 reflects the Exchange’s efforts to 

simplify its proposal and streamline 

System functionality, thereby benefiting 

Members, Users and the investing 

public by making the rules and 

functionality easier to understand. 

According to the Exchange, Amendment 

No. 3 clarifies the operation of the 

Routed and Returned Re-Pricing 

instruction, thereby making the rules 

and functionality easier to understand. 

Accordingly, the Commission does not 

believe that Amendments No. 1 and 3 

raise any novel regulatory issues and 

therefore finds that good cause exists to 

approve the proposal, as modified by 

Amendment Nos. 1 and 3, on an 

accelerated basis. 

V. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether Amendment Nos. 1 

and 3 to 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– 

EDGX–2014–18 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Brent J. Fields, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE., Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–EDGX–2014–18. This file 

number should be included on the 

subject line if email is used. 


rmajette on DSK3VPTVN1PROD with NOTICES
Federal Register / Vol. 79, No. 213 / Tuesday, November 4, 2014 / Notices 65463 

126 15 U.S.C. 78s(b)(2). 

127 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(2). 5 15 U.S.C. 78q–1. 

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 Web site 

(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 Web site 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; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–EDGX– 

2014–18 and should be submitted on or 

before November 25, 2014. 

VI. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,126 that the 

proposed rule change (SR–EDGX–2014– 

18), as modified by Amendment Nos. 1 

and 3, be, and hereby is, approved on 

an accelerated basis. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.127

Kevin M. O’Neill, 

Deputy Secretary. 

[FR Doc. 2014–26127 Filed 11–3–14; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–73465; File No. SR–CME– 

2014–44] 

Self-Regulatory Organizations; 

Chicago Mercantile Exchange Inc.; 

Notice of Filing and Immediate 

Effectiveness of Proposed Rule 

Change Regarding Modifications to Its 

OTC IRS Fee Schedule 

October 29, 2014. 

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

Securities Exchange Act of 1934 (‘‘Act’’ 

or ‘‘Exchange Act’’),1 and Rule 19b–4 

thereunder,2 notice is hereby given that 

on October 20, 2014, Chicago Mercantile 

Exchange Inc. (‘‘CME’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change described in Items I, II and III 

below, which Items have been primarily 

prepared by CME. CME filed the 

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

of the Act,3 and Rule 19b–4(f)(2) 4

thereunder, so that the proposal was 

effective upon filing with the 

Commission. 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 

CME is filing proposed rule changes 

that are limited to its business as a 

derivatives clearing organization. More 

specifically, the proposed rule changes 

would modify the fee schedule 

applicable to its over-the-counter 

(‘‘OTC’’) interest rate swap (‘‘IRS’’) 

clearing offering. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, 

CME included statements concerning 

the purpose and basis for the proposed 

rule change and discussed any 

comments it received on the proposed 

rule change. The text of these statements 

may be examined at the places specified 

in Item IV below. CME has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of such statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

CME is registered as a derivatives 

clearing organization with the 

Commodity Futures Trading 

Commission (‘‘CFTC’’) and currently 

offers clearing services for many 

different futures and swaps products. 

With this filing, CME proposes to 

modify the fee schedule (the ‘‘Fee 

Schedule’’) that applies to OTC IRS 

cleared at CME. 

The propose fee changes relate to 

back-loaded trades submitted by IRS 

Clearing Members. The proposed 

changes are limited to the current CME 

OTC Interest Rate Swaps IRS Clearing 

Member Fee Schedule and would not 

impact the corresponding OTC IRS 

Customer Fee Schedule. The proposed 

modifications would simply make 

amendments to certain exceptions that 

apply to the basic transaction fee 

charged to IRS Clearing Members for 

OTC IRS. Currently, transaction fees are 

eligible for waiver on all back-loaded 

trades, which are defined as trades 

‘‘where the Trade Date is prior to the 

Cleared Date’’—the amendments would 

change this definition so that 

backloaded trades for these purposes 

would instead be defined as trades 

where the Trade Date is at least five 

days prior to the Cleared Date. In 

addition, the amendments would make 

clear that transaction fees will be 

waived on all trades executed to 

facilitate client terminations, defined as 

where the Effective Date is no more than 

the Standard Day Offset for that 

currency denomination after the Trade 

Date, rather than Cleared Date. 

The changes that are described in this 

filing impact fees that are limited to 

CME’s business as a derivatives clearing 

organization clearing products under 

the exclusive jurisdiction of the CFTC 

and do not materially impact CME’s 

security-based swap clearing business in 

any way. The fee changes would 

become effective immediately but 

would be operationalized on November 

1, 2014. CME notes that it has already 

submitted the proposed rule changes 

that are the subject of this filing to its 

primary regulator, the CFTC, in CME 

Submission 14–442. 

CME believes the proposed rule 

changes are consistent with the 

requirements of the Exchange Act 

including Section 17A of the Exchange 

Act.5 More specifically, the proposed 

rule changes establish or change a 

member due, fee or other charge 


rmajette on DSK3VPTVN1PROD with NOTICES