[Federal Register Volume 80, Number 175 (Thursday, September 10, 2015)]
[Notices]
[Pages 54617-54621]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-22746]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-75834; File No. SR-EDGX-2015-41]


Self-Regulatory Organizations; EDGX Exchange, Inc.; Notice of 
Filing of a Proposed Rule Change To Amend Rules 1.5(s), 11.1(a)(1), 
11.6 and 11.8

September 3, 2015.
    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 September 3, 2015, EDGX Exchange, Inc. (the ``Exchange'' or 
``EDGX'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which Items have been prepared by the Exchange. The 
Commission is publishing this notice to solicit comments on the 
proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange filed a proposal to amend the definition of Pre-
Opening Session under Rule 1.5(s) to state that the Pre-Opening Session 
will start at 7:00 a.m. rather than 8:00 a.m. Eastern Time and Rule 
11.1(a)(1) to account for

[[Page 54618]]

the Pre-Opening Session starting at 7:00 a.m. Eastern Time. The 
Exchange also proposes to amend: (i) Rule 11.6 to adopt a new defined 
term, Effective Start Time, which would be an order instruction 
enabling Members \3\ [sic] indicate a time upon which their order may 
become eligible for execution; (ii) and Rule 11.8 to identify which 
order types an Effective Start Time may be utilized with.
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    \3\ The term ``Member'' is defined as ``any registered broker or 
dealer that has been admitted to membership in the Exchange. A 
Member will have the status of a ``member'' of the Exchange as that 
term is defined in Section 3(a)(3) of the Act. Membership may be 
granted to a sole proprietor, partnership, corporation, limited 
liability company or other organization which is a registered broker 
or dealer pursuant to Section 15 of the Act, and which has been 
approved by the Exchange.'' See Exchange Rule 1.5(n).
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    The text of the proposed rule change is available at the Exchange's 
Web site at www.batstrading.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
    The Exchange proposes to amend the definition of Pre-Opening 
Session under Rule 1.5(s) to state that the Pre-Opening Session will 
start at 7:00 a.m. rather than 8:00 a.m. Eastern Time and Rule 
11.1(a)(1) to account for the Pre-Opening Session starting at 7:00 a.m. 
Eastern Time. The Exchange also proposes to amend: (i) Rule 11.6 to 
adopt a new defined term, Effective Start Time, which would be an order 
instruction enabling Members indicate a time upon which their order may 
become eligible for execution; (ii) and Rule 11.8 to identify which 
order types an Effective Start Time may be utilized with.
Pre-Opening Session 7:00 a.m. Start
    The Exchange trading day is currently divided into three sessions: 
(i) The Pre-Opening Session which starts at 8:00 a.m. and ends at 9:30 
a.m. Eastern Time; (ii) the Regular Session which runs from the 
completion of the Opening Process or Continent Open as defined in Rule 
11.7 and 4:00 p.m. Eastern Time; and (iii) the Post-Closing Session 
which starts at 4:00 p.m. and ends at 8:00 p.m. Eastern Time. The 
Exchange proposes to amend the definition of ``Pre-Opening Session'' 
under Rule 1.5(s) to state that the Pre-Opening Session will start at 
7:00 a.m. rather than 8:00 a.m. Eastern Time.\4\
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    \4\ The Exchange notes that NYSE Arca, Inc. (``NYSE Arca'') 
operates an Opening Session that starts at 4:00 a.m. Eastern Time 
(1:00 a.m. Pacific Time) and ends at 9:30 a.m. Eastern Time (6:30 
a.m. Pacific Time). See NYSE Arca Rule 7.34(a)(1). The Nasdaq Stock 
Market LLC (``Nasdaq'') operates a pre-market session that also 
opens at 4:00 a.m. and ends at 9:30 a.m. Eastern Time. See Nasdaq 
Rule 4701(g). See also Securities Exchange Act Release No. 69151 
(March 15, 2013), 78 FR 17464 (March 21, 2013) (SR-Nasdaq-2013-033) 
(Notice of Filing and Immediate Effectiveness of Proposed Rule 
Change to Extend the Pre-Market Hours of the Exchange to 4:00 a.m. 
EST).
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    The Exchange also proposes to amend Rule 11.1(a)(1) to account for 
the Pre-Opening Session starting at 7:00 a.m. Eastern Time. Rule 
11.1(a)(1) states that all orders are eligible for execution during the 
Regular Session.\5\ Other than the proposal to change the start of the 
Pre-Opening Session from 8:00 a.m. to 7:00 a.m. Eastern Time discussed 
above, the Exchange does not propose to amend the substance or 
operation of Rule 11.1(a)(1).
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    \5\ ``Regular Session'' is defined as ``the time between the 
completion of the Opening Process or Continent Open as defined in 
Rule 11.7 and 4:00 p.m. Eastern Time.'' See Exchange Rule 1.5(hh).
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    As amended, orders entered between 6:00 a.m. and 7:00 a.m. Eastern 
Time, rather than 6:00 a.m. and 8:00 a.m. Eastern Time, would not 
eligible for execution until the start of the Pre-Opening Session or 
Regular Trading Hours,\6\ depending on the Time-in-Force (``TIF'') \7\ 
selected by the User.\8\ Rule 11.1(a)(1) will also be amended to state 
that the Exchange will not accept the following orders prior to 7:00 
a.m. Eastern Time, rather than 8:00 a.m.: Orders with a Post Only \9\ 
instruction, Intermarket Sweep Orders (``ISOs''),\10\ Market Orders 
\11\ with a TIF instruction other than Regular Hours Only,\12\ orders 
with a Minimum Execution Quantity \13\ instruction that also include a 
TIF instruction of Regular Hours Only, and all orders with a TIF 
instruction of Immediate-or-Cancel (``IOC'') \14\ or Fill-or-Kill 
(``FOK'').\15\ At the commencement of the Pre-Opening Session, orders 
entered between 6:00 a.m. and 7:00 a.m. Eastern Time, rather than 6:00 
a.m. and 8:00 a.m. Eastern Time, will be handled in time sequence, 
beginning with the order with the oldest time stamp, and will be placed 
on the EDGX Book,\16\ routed, cancelled, or executed in accordance with 
the terms of the order.
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    \6\ ``Regular Trading Hours'' is defined as ``the time between 
9:30 a.m. and 4:00 p.m. Eastern Time.'' See Exchange Rule 1.5(y).
    \7\ The Times-In-Force instructions available on the Exchange 
are set forth under Exchange Rule 11.6(q).
    \8\ ``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).
    \9\ See Exchange Rule 11.6(n)(4).
    \10\ See Exchange Rule 11.8(c).
    \11\ See Exchange Rule 11.8(a).
    \12\ See Exchange Rule 11.6(q)(6).
    \13\ See Exchange Rule 11.6(h).
    \14\ See Exchange Rule 11.6(q)(1).
    \15\ See Exchange Rule 11.6(q)(3).
    \16\ See Exchange Rule 1.5(d).
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    Operations. From the Members' operational perspective, the 
Exchange's goal is to permit trading for those that choose to trade, 
without imposing burdens on those that do not. Thus, for example, the 
Exchange will not require any Member to participate in the extended 
session, including not requiring registered market makers to make two-
sided markets between 7:00 a.m. and 8:00 a.m. The Exchange will 
minimize Members' preparation efforts to the greatest extent possible 
by allowing Members to trade beginning at 7:00 a.m. with the same 
equipment, connectivity, order types, and data feeds they currently use 
from 8:00 a.m. onwards.
    Opening Process. The Exchange will offer no opening process at 7:00 
a.m., just as it offers no opening process at 8:00 a.m. today. Instead, 
at 7:00 a.m., the System will ``wake up'' by loading in price/time 
priority all open trading interest entered after 6:00 a.m. Also at 7:00 
a.m., the Exchange will open the execution system and accept new 
eligible orders, just as it currently does at 8:00 a.m. Members will be 
permitted to enter orders beginning at 6:00 a.m. Market Makers will be 
permitted but not required to open their quotes beginning at 7:00 a.m. 
in the same manner they open their quotes today beginning at 8:00 a.m.
    Order Types. Every order type that is currently available beginning 
at 8:00 a.m. will be available beginning at 7:00 a.m. All other order 
types, and all order type behaviors, will otherwise remain unchanged. 
The Exchange will not extend the expiration times of any orders. For 
example, an order that is currently available from 8:00 a.m. to

[[Page 54619]]

4:00 p.m. will be modified to be available from 7:00 a.m. to 4:00 p.m. 
An order that is available from 8:00 a.m. to 9:30 a.m. will be modified 
to be available from 7:00 a.m. to 9:30 a.m.
    Routing Services. The Exchange will route orders to away markets 
between 7:00 a.m. and 8:00 a.m., just as it does today between 8:00 
a.m. and 9:30 a.m. All routing strategies set forth in Exchange Rule 
11.11 will remain otherwise unchanged, performing the same instructions 
they perform between 7:00 a.m. and 8:00 a.m. today.
    Order Processing. Order processing will operate beginning at 7:00 
a.m. just as it does today beginning at 8:00 a.m. There will be no 
changes to the ranking, display, and execution algorithms processes or 
rules.
    Data Feeds. The Exchange will report the best bid and offer on the 
Exchange to the appropriate network processor, as it currently does 
beginning 8:00 a.m. The Exchange's proprietary data feeds will be 
disseminated beginning at 7:00 a.m. using the same formats and delivery 
mechanisms with which the Exchange currently disseminates them 
beginning at 8:00 a.m.
    Trade Reporting. Trades executed between 7:00 a.m. and 8:00 a.m. 
will be reported to the appropriate network processor with the ``.T'' 
modifier, just as they are reported today between at 8:00 a.m. and 9:30 
a.m.
    Fees. The Exchange is not changing any fees in connection with this 
proposal.
    Market Surveillance. The Exchange's commitment to high quality 
regulation at all times will extend to 7:00 a.m. The Exchange will 
offer all surveillance coverage currently performed by the Exchange's 
surveillance systems, which will launch by the time trading starts at 
7:00 a.m.
    Clearly Erroneous Trade Processing. The Exchange will process trade 
breaks beginning at 7:00 a.m. pursuant to Exchange Rule 11.13 just as 
it does today beginning at 8:00 a.m.
    Non-Substantive Changes. The Exchange also proposes two non-
substantive amendments to Rule 11.1(a)(1). First, the Exchange proposes 
to capitalize the term ``Time-in-Force'' in the Rule's third sentence. 
Second, the Exchange proposes to delete the word ``orders'' from after 
Eastern Time in the Rule's fifth sentence. Neither of these changes 
amend the meaning of Rule 11.1(a)(1).
Effective Start Time
    The Exchange propose to amend Rule 11.6 to adopt a new defined 
term, Effective Start Time, under which Members may indicate a time 
upon which their order may become eligible for execution and Rule 11.8 
to identify which order types an Effective Start Time may be utilized 
with.
    Effective Start Time would be defined under new paragraph (t) to 
Rule 11.6 as an instruction a User may attach to an order to buy or 
sell which indicates the time upon which the order is to become 
eligible for execution. Like orders placed on the EDGX Book at the 
start of the Pre-Opening Session under Rule 11.1(a)(1), at the 
Effective Start Time, the order will be placed on the EDGX Book, 
routed, cancelled, or executed in accordance with the terms of the 
order. Once received, orders with an Effective Start Time are placed in 
a suspended state and not placed on the EDGX Book until the Effective 
Start Time selected by the User. Orders with an Effective Start Time 
are treated like all other orders once placed on the EDGX Book and will 
receive a time stamp at the time the order becomes eligible for 
execution. Pursuant to Rule 11.9, orders entered with identical 
Effective Start Times will retain their priority as compared to each 
other based upon the time such orders were initially received by the 
System.
    The Exchange also proposes to amend Rule 11.8 to identify which 
order types an Effective Start Time may be utilized with. In general, a 
User may specify a time between 7:00 a.m. and 8:00 p.m. Eastern Time as 
the order's Effective Start Time, subject to the trading sessions that 
the particular order type is eligible for execution. The Effective 
Start Time instruction will not be available for ISOs, Market Orders, 
or orders with a TIF of IOC or FOK as the Exchange believes the 
instruction is not consistent with the purposes of these order types 
and order type instructions. This is also consistent with current Rule 
11.1(a)(1), under which the Exchange does not accept the following 
orders prior to the start of the Pre-Opening Session: Orders with a 
Post Only instruction, ISOs, Market Orders with a TIF instruction other 
than Regular Hours Only, orders with a Minimum Execution Quantity 
instruction that also include a TIF instruction of Regular Hours Only, 
and all orders with a TIF instruction of IOC or FOK.
    Effective Start Time will be available for the following order 
types:
     Limit Orders. Under Rule 11.8(b)(6), Effective Start Time 
would be available for Limit Orders with a TIF instruction other than 
IOC or FOK. Effective Start Time would not be available for orders with 
a Post Only instruction or Minimum Execution Quantity. This is 
consistent with current Rule 11.1(a)(1), under which the Exchange does 
not accept the following orders with a Post Only instruction or Minimum 
Execution Quantity.
     MidPoint Peg Orders. Under Rule 11.8(d)(4) and like Limit 
Orders described above, Effective Start Time would be available for 
MidPoint Peg Orders with a TIF instruction other than IOC or FOK. 
Effective Start Time would not be available for orders with a Post Only 
instruction or Minimum Execution Quantity.
     Market Maker Peg Orders. Under Rule 11.8(e)(7), all Market 
Maker Peg Orders may include an Effective Start Time. The Exchange 
notes that Market Maker Peg Orders are not permitted to include a TIF 
instruction of IOC or FOK. They may only include a TIF instruction of 
Day, RHO or GTD. Market Maker Peg Orders are designed to assist Market 
Makers \17\ in complying with their market making quoting obligations 
under Exchange Rule 11.20. While Market Makers may select an Effective 
Start Time after their quoting obligations begin, the Exchange 
understands that Market Makers may utilizes other order types, such as 
Limit Orders, to satisfy their quoting obligations prior to the 
Effective Start Time. The Exchange will surveil for the use of an 
Effective Start Time by Market Makers to ensure they continue to meet 
their quoting obligations under the Exchange Rule 11.20.
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    \17\ ``Market Maker'' is defined as ``a Member that acts as a 
Market Maker pursuant to Chapter XI.'' EDGX Rule 1.5(l).
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    Supplemental Peg Orders. Under Rule 11.8(f)(4), all Supplemental 
Peg Orders may include an Effective Start Time. The Exchange notes that 
Supplemental Peg Orders are not permitted to include a TIF instruction 
of IOC or FOK. They may only include a TIF instruction of Day, RHO, GTD 
or GTX. A Supplemental Peg Order with a Minimum Execution Quantity may 
not also contain an Effective Start Time.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\18\ in general, and furthers the 
objectives of Section 6(b)(5) of the Act,\19\ in particular, in that it 
is designed to prevent fraudulent and manipulative acts and practices, 
to promote just and equitable principles of trade, and to remove 
impediments to and perfect the mechanism of a free and open market and 
a national market system.
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    \18\ 15 U.S.C. 78f.
    \19\ 15 U.S.C. 78f(b)(5).

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[[Page 54620]]

Pre-Opening Session 7:00 a.m. Start
    The Exchange believes its proposal to amend Rule 1.5(s) to state 
that the Pre-Opening Session will start at 7:00 a.m. rather than 8:00 
a.m. Eastern Time and Rule 11.1(a)(1) to account for the Pre-Opening 
Session starting at 7:00 a.m. Eastern Time promote just and equitable 
principles of trade, and to remove impediments to and perfect the 
mechanism of a free and open market and a national market system. The 
Exchange believes that opening its system at 7:00 a.m. will benefit 
investors, the national market system, Members and the Exchange market. 
Opening at 7:00 a.m. will benefit investors and the national market 
system by increasing competition for order flow and executions, and 
thereby spurring product enhancements and lowering prices. Opening at 
7:00 a.m. will benefit Members and the Exchange market by increasing 
trading opportunities between 7:00 a.m. and 8:00 a.m. without 
increasing ancillary trading costs (telecommunications, data, 
connectivity, etc.) and, thereby, decreasing average trading costs per 
share. Opening the Exchange at 7:00 a.m. will also benefit Members that 
choose not to participate in the early hours but nonetheless gain the 
opportunity to interact with liquidity entered by other members during 
the early session.
    The proposed rule change promotes just and equitable principles of 
trade by offering additional trading opportunities to Members that 
desire them, without imposing burdens on Members that do not. The 
proposal will facilitate a well-regulated, orderly, and efficient 
market during a period of time that is currently underserved. The 
Exchange notes that the proposed trading period has been available on 
NYSE Arca and Nasdaq.\20\ The Exchange believes that the availability 
of trading between 7:00 a.m. and 8:00 a.m. has been beneficial to 
market participants including investors and issuers on other markets. 
The Exchange believes that offering a competing trading session will 
further benefit investors by promoting competition and order 
interaction, while imposing no added costs on investors or other market 
participants that choose not avail themselves of these benefits.
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    \20\ See supra note 4.
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Effective Start Time
    The Exchange believes its proposed Effective Start Time instruction 
also promotes just and equitable principles of trade, and removes 
impediments to and perfects the mechanism of a free and open market and 
a national market system. The Exchange believes that the proposed 
Effective Start Time instruction will provide Users with greater 
control over their orders by electing a specific time upon which their 
order may become eligible for execution. The concept of selecting 
conditions during which an order it [sic] to be eligible for execution 
is not novel. The operation of the Effective Start Time instruction is 
similar to functionality available on the Exchange and elsewhere that 
permits members to elect when their orders are to become eligible for 
executions. Specifically, on the Exchange, a User may elect a Stop 
Price or Stop Limit Price on a buy (sell) Market Order or Limit Order 
indicating that the order become eligible for execution when the 
consolidated last sale (purchase) in a security occurs at or above 
(below) a specified Stop Price.\21\ In addition, a User may elect the 
trading session(s) during which their order would be eligible for 
execution. In such case, the User may enter an order during the Pre-
Opening Session and select that such order not be eligible for 
execution until 9:30 a.m., the start of Regular Trading Hours. 
Conversely, Members also maintain the ability to elect when their order 
should expire or be cancelled. For example, a User may elect a TIF 
instruction of Day, GTD, or GTX, all which state that the order 
cancelled if not executed by a certain time.\22\ Lastly, similar 
functionality is currently available on NYSE Arca.\23\
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    \21\ See Exchange Rules 11.8(a)(1) and (b)(1). See also New York 
Stock Exchange, Inc. (``NYSE'') Rule 13(e)(7).
    \22\ See Exchange Rules 11.6(q)(2), (4), and (5). See also 
Nasdaq Rule 4703(a), and NYSE Rule 13(b).
    \23\ NYSE Arca permits the selection of an Effective Time (Tag 
168), like the Exchange proposes herein, and Expire Time (Tag 126). 
See NYSE Arca FIX Specifications, available at https://www.nyse.com/publicdocs/nyse/markets/nyse/FIX_Specification_and_API.pdf (dated 
June 8, 2015).
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    The Exchange believes it has appropriately limited the availability 
of the Effective Start Time instruction to exclude its use with order 
types and order instructions that it may be deemed inconsistent with. 
Specifically, the Effective Time instruction is not available for ISOs 
and the use of such an instruction may be considered inconsistent with 
a Member's responsibility to comply with the requirements of Regulation 
NMS relating to ISOs. In addition, the Effective Start Time instruction 
is not available for Market Orders or orders with a TIF instruction of 
IOC or FOK as well as orders with Post Only instruction or Minimum 
Execution Quantity. Market Orders and orders with a TIF instruction of 
IOC and FOK are immediately executable once placed on the EDGX Book. 
Permitting the use of an Effective Start time with such orders appears 
inconsistent as a User will not know at the time of order entry what 
the market for such a security would be at the selected Effective Start 
Time.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange believes its proposed rule change would not impose any 
burden on competition that is not necessary or appropriate in 
furtherance of the purposes of the Act. The Exchange believes the 
proposal to start the Pre-Opening Session at 7:00 a.m. Eastern Time 
would enhance competition by enabling the Exchange to directly compete 
with NYSE Arca and Nasdaq for order flow and executions starting at 
7:00 a.m., rather than 8:00 a.m. In addition, the proposed Effective 
Start Time instruction will enable the Exchange to provide similar 
functionality as NYSE Arca. The fact that the extending the Pre-Opening 
Session and Effective Start Time are themselves a response to the 
competition provided by other markets is evidence of its pro-
competitive nature.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    The Exchange has not solicited, and does not intend to solicit, 
comments on this proposed rule change. The Exchange has not received 
any unsolicited written comments from Members or other interested 
parties.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period (i) as the Commission may 
designate up to 90 days of such date if it finds such longer period to 
be appropriate and publishes its reasons for so finding or (ii) as to 
which the Exchange consents, the Commission will: (a) By order approve 
or disapprove such proposed rule change, or (b) institute proceedings 
to determine whether the proposed rule change should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views and 
arguments concerning the foregoing, including whether the proposal is 
consistent with the Act. Comments may

[[Page 54621]]

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 [email protected]. Please include 
File No. SR-EDGX-2015-41 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 No. SR-EDGX-2015-41. 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 will also 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 No. SR-EDGX-2015-41 and should be 
submitted on or before October 1, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\24\
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    \24\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-22746 Filed 9-9-15; 8:45 am]
 BILLING CODE 8011-01-P