Federal Register / Vol. 82, No. 208 / Monday, October 30, 2017 / Notices 50201 

20 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. 76998 

(January 29, 2016), 81 FR 6066 (February 4, 2016) 

(File No. 10–221). 

4See Securities Exchange Act Release No. 79539 

(December 13, 2016), 81 FR 91982 (December 19, 

2016) (SR–ISEMercury–2016–25). The Exchange 

notes that, on April 3, 2017, ISE Mercury, LLC was 

renamed Nasdaq MRX, LLC to reflect its new 

placement within the Nasdaq, Inc. corporate 

structure in connection with the March 9, 2016 

acquisition by Nasdaq of the capital stock of U.S. 

Exchange Holdings, and the indirect acquisition all 

of the interests of the International Securities 

Exchange, LLC, ISE Gemini, LLC and ISE Mercury, 

LLC. See Securities Exchange Act Release No. 

80326 (March 29, 2017), 82 FR 16460 (April 4, 

2017) (SR–ISEMercury–2017–05). 

5See Securities Exchange Act Release No. 79841 

(January 18, 2017), 82 FR 8452 (January 25, 2017) 

(SR–ISEMercury–2016–25). 

All submissions should refer to File 

Number SR–NASDAQ–2017–107. 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 the 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–NASDAQ–2017–107 and 

should be submitted on or before 

November 20, 2017. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.20

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2017–23478 Filed 10–27–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–81934; File No. SR–MRX– 

2017–22] 

Self-Regulatory Organizations; Nasdaq 

MRX, LLC; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend Rule 723 To 

Remove Obsolete Rule Text 

October 24, 2017. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on October 

17, 2017, Nasdaq MRX, LLC (‘‘MRX’’ or 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission (‘‘SEC’’ or 

‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the Exchange. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend 

Rule 723 (Price Improvement 

Mechanism for Crossing Transactions) 

to remove obsolete rule text. 

The text of the proposed rule change 

is available on the Exchange’s Web site 

at www.ise.com, at the principal office 

of the Exchange, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend 

Rule 723 (Price Improvement 

Mechanism for Crossing Transactions) 

to remove obsolete rule text. 

Rule 723 sets forth the requirements 

for the PIM, which was adopted as part 

of the Exchange’s application to be 

registered as a national securities 

exchange.3 Certain aspects of PIM were 

adopted on a pilot basis (‘‘Pilot’’); 

specifically, the termination of the 

exposure period by unrelated orders, 

and no minimum size requirement of 

orders eligible for PIM. The Pilot 

expired on January 18, 2017. 

On December 12, 2016, the Exchange 

filed with the Commission a proposed 

rule change to make the Pilot 

permanent, and also to change the 

requirements for providing price 

improvement for Agency Orders of less 

than 50 option contracts (other than 

auctions involving Complex Orders) 

where the National Best Bid and Offer 

(‘‘NBBO’’) is only $0.01 wide.4 The 

Commission approved this proposal on 

January 18, 2017.5

In modifying the requirements for 

price improvement for Agency Orders of 

less than 50 contracts, the Exchange 

proposed to amend Rule 723(b) to 

require Electronic Access Members to 

provide at least $0.01 price 

improvement for an Agency Order if 

that order is for less than 50 contracts 

and if the difference between the NBBO 

is $0.01. 

The Exchange adopted a member 

conduct standard to implement this 

requirement during the time pursuant to 

which ISE Mercury symbols were 

migrating from the ISE Mercury 

platform to the Nasdaq INET platform. 

At the time it proposed the member 

conduct standard, the Exchange 

anticipated that the migration to the 

Nasdaq platform would be complete on 

or before September 15, 2017. 

Accordingly, Rule 723(b) stated that, for 

the period beginning January 19, 2017 

until a date specified by the Exchange 

in a Regulatory Information Circular, 

which date shall be no later than 

September 15, 2017, if the Agency Order 

is for less than 50 option contracts, and 

if the difference between the NBBO is 

$0.01, an Electronic Access Member 

shall not enter a Crossing Transaction 

unless such Crossing Transaction is 

entered at one minimum price 

improvement increment better than the 

NBBO on the opposite side of the 

market from the Agency Order, and 

better than the limit order or quote on 

the Nasdaq MRX order book on the 

same side of the Agency Order. This 

requirement applied regardless of 

whether the Agency Order is for the 

account of a public customer, or where 

the Agency Order is for the account of 


sradovich on DSK3GMQ082PROD with NOTICES
50202 Federal Register / Vol. 82, No. 208 / Monday, October 30, 2017 / Notices 

6Nasdaq ISE, LLC (‘‘ISE’’) filed a proposed rule 

change at the same time as the Exchange to adopt 

the same price improvement requirement. To 

enforce this requirement, ISE also amended its Rule 

1614 (Imposition of Fines for Minor Rule 

Violations). Specifically, ISE added Rule 1614(d)(4), 

which provides that any Member who enters an 

order into PIM for less than 50 contracts, while the 

National Best Bid or Offer spread is $0.01, must 

provide price improvement of at least one 

minimum price improvement increment better than 

the NBBO on the opposite side of the market from 

the Agency Order, which increment may not be 

smaller than $0.01. Failure to provide such price 

improvement will result in members being subject 

to the following fines: $500 for the second offense, 

$1,000 for the third offense, and $2,500 for the 

fourth offense. Subsequent offenses will subject the 

member to formal disciplinary action. The 

Exchange will review violations on a monthly cycle 

to assess these violations. This provision was to be 

in effect for the period beginning January 19, 2017 

until a date specified by the Exchange in a 

Regulatory Information Circular, which date shall 

be no later than until September 15, 2017. The 

Exchange incorporated this provision by reference. 

See MRX Chapter 16 (Discipline). 

Contemporaneous with this proposal, ISE is now 

submitting a filing to remove the member conduct 

standard for its price improvement rule and the 

corresponding provision in Rule 1614 for violations 

of that standard. As such, MRX will no longer 

incorporate this provision of Rule 1614 by 

reference. 

7 15 U.S.C. 78f(b). 

8 15 U.S.C. 78f(b)(5). 

9See supra note 5. 

10 15 U.S.C. 78s(b)(3)(A). 

11 17 CFR 240.19b–4(f)(6). As required under Rule 

19b–4(f)(6)(iii), the Exchange provided the 

Commission with written notice of its intent to file 

the proposed rule change, along with a brief 

description and the text of the proposed rule 

change, at least five business days prior to the date 

of filing of the proposed rule change, or such 

shorter time as designated by the Commission. 

12 17 CFR 240.19b–4(f)(6). 

13 17 CFR 240.19b–4(f)(6)(iii). 

14For purposes only of waiving the 30-day 

operative delay, the Commission has also 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

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

a broker dealer or any other person or 

entity that is not a Public Customer.6

In adopting the price improvement 

requirement for Agency Orders of less 

than 50 contracts, the Exchange also 

proposed to amend Rule 723(b) to adopt 

a systems-based mechanism to 

implement this requirement, which 

shall be effective following the 

migration of a symbol to the Nasdaq 

INET platform. Under this provision, if 

the Agency Order is for less than 50 

option contracts, and if the difference 

between the NBBO is $0.01, the 

Crossing Transaction must be entered at 

one minimum price improvement 

increment better than the NBBO on the 

opposite side of the market from the 

Agency Order and better than the limit 

order or quote on the Nasdaq MRX order 

book on the same side of the Agency 

Order. 

By September 15, 2017, the Exchange 

had completed the migration of symbols 

to the Nasdaq INET platform, and 

adopted the corresponding systemsbased mechanism for enforcing the price 

improvement requirement where the 

Agency Order is for less than 50 option 

contracts, and if the difference between 

the NBBO is $0.01. Accordingly, the 

Exchange is now proposing to delete the 

rule text in Rule 723 that implements 

the member conduct standard. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with section 6(b) 

of the Act,7 in general, and furthers the 

objectives of section 6(b)(5) of the Act,8

in particular, 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, and, in general to protect 

investors and the public interest. The 

Exchange believes this proposal is 

consistent with the Act because it 

removes language that implements the 

member conduct standard where the 

Agency Order is for less than 50 option 

contracts, and if the difference between 

the NBBO is $0.01. As noted above, this 

standard has become obsolete with the 

migration of all symbols to the Nasdaq 

INET system and the corresponding 

adoption of the systems-based 

mechanism for enforcing that 

requirement, which was previously 

approved by the Commission.9

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition not 

necessary or appropriate in furtherance 

of the purposes of the Act, as the rule 

text to be removed has become obsolete 

with the migration of all symbols to the 

Nasdaq INET system and the 

corresponding adoption of the systemsbased mechanism for enforcing the price 

improvement requirement where the 

Agency Order is for less than 50 option 

contracts, and if the differences between 

the NBBO is $0.01. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were either 

solicited or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the proposed rule change 

does not (i) significantly affect the 

protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; and (iii) become 

operative for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, it has 

become effective pursuant to section 

19(b)(3)(A) of the Act 10 and Rule 19b– 

4(f)(6) thereunder.11

A proposed rule change filed 

pursuant to Rule 19b–4(f)(6) under the 

Act 12 normally does not become 

operative for 30 days after the date of its 

filing. However, Rule 19b–4(f)(6)(iii) 13

permits the Commission to designate a 

shorter time if such action is consistent 

with the protection of investors and the 

public interest. The Exchange has asked 

the Commission to waive the 30-day 

operative delay so that the proposed 

rule change may become operative upon 

filing. The Exchange states that waiver 

of the operative delay will allow the 

Exchange to remove the obsolete rule 

text immediately, minimizing potential 

investor confusion. The Commission 

believes the waiver of the operative 

delay is consistent with the protection 

of investors and the public interest. 

Accordingly, the Commission hereby 

waives the operative delay and 

designates the proposed rule change 

operative upon filing.14

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

MRX–2017–22 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. 


sradovich on DSK3GMQ082PROD with NOTICES
Federal Register / Vol. 82, No. 208 / Monday, October 30, 2017 / Notices 50203 

15 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. 81503 

(August 30, 2017), 82 FR 42153 (September 6, 2017) 

(SR–BatsEDGX–2017–35). 

All submissions should refer to File 

Number SR–MRX–2017–22. 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. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–MRX–2017–22, and should 

be submitted on or before November 20, 

2017. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Robert W. Errett, 

Deputy Secretary. 

[FR Doc. 2017–23483 Filed 10–27–17; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–81937; File No. SR– 

BatsEDGX–2017–40] 

Self-Regulatory Organizations; Bats 

EDGX Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of a 

Proposed Rule Change To Make 

Technical Corrections to Its Second 

Amended and Restated Certificate of 

Incorporation 

October 24, 2017. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on October 

13, 2017, Bats EDGX Exchange, Inc. (the 

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

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I, II and III 

below, which Items have been prepared 

by the Exchange. The Commission is 

publishing this notice to solicit 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange seeks to amend its 

Second Amended and Restated 

Certificate of Incorporation. The text of 

the proposed rule change is provided 

below. 

(additions are italicized; deletions are 

[bracketed]) 

* * * * * 

Second Amended and Restated 

Certificate of Incorporation of Bats 

EDGX Exchange, Inc. 

The name of the corporation is Bats 

EDGX Exchange, Inc. The corporation 

filed its original Certificate of 

Incorporation with the Secretary of State 

of the State of Delaware on March 9, 

2009 under the name EDGX Exchange, 

Inc. This Second Amended and Restated 

Certificate of Incorporation of the 

corporation, which restates and 

integrates and also further amends the 

provisions of the corporation’s Restated 

Certificate of Incorporation, was duly 

adopted in accordance with the 

provisions of Sections 242 and 245 of 

the General Corporation Law of the 

State of Delaware and by the written 

consent of its sole stockholder in 

accordance with Section 228 of the 

General Corporation Law of the State of 

Delaware. The [Second Amended and] 

Restated Certificate of Incorporation of 

the corporation is hereby amended, 

integrated and restated to read in its 

entirety as follows: 

* * * * * 

The text of the proposed rule change 

is available at the Exchange’s Web site 

at www.bats.com, at the principal office 

of the Exchange, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in Sections A, B, and C below, of 

the most significant parts of such 

statements. 

(A) Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

EDGX recently amended its Restated 

Certificate of Incorporation in 

connection with a corporate transaction 

(the ‘‘Transaction’’) involving, among 

other things, the recent acquisition of 

EDGX, along with Bats BYX Exchange, 

Inc. (‘‘Bats BYX’’), Bats BZX Exchange, 

Inc. (‘‘Bats BZX’’), and Bats EDGA 

Exchange, Inc. (‘‘Bats EDGA’’ and, 

together with Bats EDGX, Bats BYX, and 

Bats BZX, the ‘‘Bats Exchanges’’) by 

CBOE Holdings, Inc. (‘‘CBOE 

Holdings’’). CBOE Holdings is also the 

parent of Chicago Board Options 

Exchange, Incorporated (‘‘CBOE’’) and 

C2 Options Exchange, Incorporated 

(‘‘C2’’). Particularly, the filing proposed, 

among other things, to amend and 

restate the certificate of incorporation of 

the Exchange based on certificates of 

incorporation of CBOE and C2.3 The 

Exchange notes that in conforming the 

Exchange’s Certificate to the certificates 

of CBOE and C2, it inadvertently (1) did 

not comply with a provision of 

Delaware law and (ii) referred to an 

inaccurate version of the Certificate in 

the introductory paragraph. The 

Exchange seeks to correct those errors. 

Particularly, Section 245(c) of the 

Delaware General Corporation Law 

(DGCL) requires that a restated 

certificate of incorporation ‘‘shall state, 

either in its heading or in an 

introductory paragraph, the 

corporation’s present name, and, if it 

has been changed, the name under 

which it was originally incorporated, 

and the date of filing of its original 

certificate of incorporation with the 

secretary of state.’’ The Exchange notes 

that the conformed Certificate did not 

reference the name under which the 

corporation was originally incorporated 

(i.e., ‘‘EDGX Exchange, Inc.’’). In order 

to comply with Section 245(c) of the 

DGCL, the Exchange proposes to amend 

its Certificate to add a reference to its 

original name. 


sradovich on DSK3GMQ082PROD with NOTICES