[Federal Register Volume 82, Number 37 (Monday, February 27, 2017)]
[Notices]
[Pages 11952-11955]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2017-03728]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-80073; File No. SR-NYSEMKT-2017-08]


Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing of 
Proposed Rule Change To Amend Rule 925.1NY Regarding Market Maker 
Quotations, Including To Adopt a Market Maker Light Only Quotation

February 21, 2017.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that on February 10, 2017, NYSE MKT LLC (the ``Exchange'' or 
``NYSE MKT'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I and II 
below, which Items have been prepared by the self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C.78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Rule 925.1NY regarding Market Maker 
Quotations, including to adopt a Market Maker Light Only Quotation. The 
proposed rule change is available on the Exchange's Web site at 
www.nyse.com, at the principal office of the Exchange, and at the 
Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the self-regulatory organization 
included statements concerning the purpose of, and basis for, the 
proposed rule change and discussed any comments it received on the 
proposed rule change. The text of those statements may be examined at 
the places specified in Item IV below. The Exchange has prepared 
summaries, set forth in sections A, B, and C below, of the most 
significant parts of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The purpose of this filing is to modify Rule 925.1NY regarding 
Market Maker Quotations. Rule 925.1NY(a) provides that a Market Maker 
may enter quotes in the option issues included in its appointment. The 
Exchange proposes to amend Rule 925.1NY(a) to define Market Maker 
quotes, add a new quote type, and specify how such quotes would be 
processed when a series is open for trading.
Defining Market Maker Quotes and Adopting Market Maker Light Only 
Quotes
    First, the Exchange proposes to define Market Maker quotes to 
provide that ``[t]he term `quote' or `quotation' means a bid or offer 
entered by a Market Maker that updates the Market Maker's previous bid 
or offer, if any.'' \4\ This proposed definition, which would add 
clarity, transparency, and internal consistency to Exchange rules, is 
identical or substantially identical to the way quotes are defined on 
at least two other options exchanges.\5\ Consistent with this change, 
the Exchange also proposes to modify the current definition of ``Quote 
with Size'' to include a cross reference to the proposed definition of 
quotation, which would add clarity and transparency to Exchange 
rules.\6\
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    \4\ See proposed Rule 925.1NY(a)(1).
    \5\ See, e.g., International Securities Exchange Rule 100(42). 
See also BOX Options Exchange LLC Rule 100(a)(55) (providing that 
``[t]he term ``quote'' or ``quotation'' means a bid or offer entered 
by a Market Maker as a firm order that updates the Market Maker's 
previous bid or offer, if any'').
    \6\ See proposed Rule 900.2NY(65) (providing that ``the term 
`Quote with Size' means a quotation (as defined in Rule 925.1NY 
(a)(1)) to buy or sell a specific number of option contracts at a 
specific price that a Market Maker has submitted to the System 
through an electronic interface'').

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[[Page 11953]]

    Second, the Exchange proposes to add a Market Maker Light Only 
Quotation (``MMLO'') to provide Market Makers the option to designate 
incoming quotes to trade solely with displayed interest on the 
Consolidated Book.\7\ This proposed change would allow Market Makers to 
designate quotes as MMLO to prevent such quotes from trading with 
undisplayed liquidity upon arrival. Once an MMLO is added to the 
Consolidated Book, the MMLO designation no longer applies and any 
unexecuted portion could trade with displayed and undisplayed interest. 
The Exchange believes that this functionality would give Market Makers 
greater control over the circumstances in which their quotes interact 
with contra-side trading interest on the Exchange. This increase in 
control is desirable from the perspective of Market Makers because it 
is difficult for them to account for undisplayed liquidity in their 
quoting models.\8\ Because the options market is quote driven, Market 
Makers are vital to the price discovery process, the Exchange believes 
that the proposed MMLO would provide Market Makers with a greater level 
of determinism, in terms of managing their exposure, and thus may 
encourage more aggressive liquidity provision, resulting in more 
trading opportunities and tighter spreads. Accordingly, the Exchange 
believes that the proposal would improve overall market quality and 
enhance competition on the Exchange to the benefit to all market 
participants.9 10 The Exchange also notes that other options 
exchanges have recently adopted quote types designed to strengthen 
market making.\11\
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    \7\ See proposed Rule 925.1NY(a)(2).
    \8\ The Exchange understands that, while a Market Maker's 
quoting algorithm can take into account displayed liquidity in the 
marketplace, the algorithm may not be able to accurately account for 
the risk of interacting with undisplayed liquidity.
    \9\ The Exchange notes that the concept of allowing market 
participants, including Market Makers, to avoid trading with 
undisplayed liquidity is available on other options exchanges. See 
e.g., NYSE Arca, Inc. (``Arca'') Rule 6.62(v) (defining PNP-Light 
Orders as non-routable orders that are only eligible to execute 
against displayed liquidity).
    \10\ The Exchange notes that another options exchange--Arca--
previously offered (and later eliminated) a Post No Preference Light 
Only Quotation (``PNPLO''), which, like the MMLO, allowed Market 
Makers to designate certain quotations to only interact with 
displayed liquidity. The Commission approved the PNPLO, in part, on 
grounds that market participants, including Market Makers, could 
achieve functionality similar to the PNPLO through use of the PNP-
Light Order and that the PNPLO offer similar functionality for use 
by Market Makers when quoting. See Securities Exchange Act Release 
Nos. 67252 (June 25, 2012), 77 FR 38879 (June 29, 2012) (SR-
NYSEArca-2012-05) (order approving adoption of PNPLO, applicable to 
Penny Pilot issues only); 68339 (December 3, 2012), 77 FR 73109 
(December 7, 2012) (SR-NYSEArca-2012-130) (immediately effective 
filing extending the PNPLO to non-Penny Pilot issues). The PNPLO was 
eliminated approximately one year after it was adopted because the 
functionality was not implemented in the time period contemplated. 
See Securities Exchange Act Release No. 34-69641 (May 28, 2013), 78 
FR 33134 (June 3, 2013) (SR-NYSEArca-2013-51) (immediately effective 
filing deleting reference to the PNPLO from Rule 6.62(cc)).
    \11\ The Exchange notes that BOX recently added functionality to 
only accept quotes that add liquidity. See Securities Exchange Act 
Release Nos. 79311 (October 3 [sic], 2016), 81 FR 83322 (November 15 
[sic], 2016) (SR-BOX-2016-45) (order approving change to only accept 
liquidity-adding quotes); 78946 (September 27, 2016), 81 FR 68069 
(October 3, 2016) (notice). See also BOX IM-8050-3 (providing that 
``[i]f an incoming quote is marketable against the BOX Book and will 
execute against a resting order or quote, it will be rejected'').
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* * * * *
Specifying the Treatment of Market Maker Quotes, Including MMLOs
    The Exchange also proposes to modify and add detail regarding how 
Market Maker quotes, including MMLOs, would be processed when a series 
is open for trading. As discussed below, the Exchange's proposal to 
modify the processing of Market Maker quotations aligns with the NMS 
plan for Options Order Protection And Locked/Crossed Market Plan 
(``Plan''), to which the Exchange is a party.\12\
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    \12\ See Plan, dated April 14, 2009, available here, http://www.optionsclearing.com/components/docs/clearing/services/options_order_protection_plan.pdf. See also Securities Exchange Act 
Release No. 60405 (July 30, 2009), 74 FR 39362 (August 6, 2009) 
(File No. 4-546) (order approving the Plan). Consistent with the 
Plan, the rules of the Exchange include prohibitions against trade-
throughs and a pattern or practice of displaying certain quotations 
that lock or cross away markets. See, e.g., Rules 991NY, 992NY. See 
also infra note 20.
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    The Exchange proposes to change the treatment of incoming 
quotations, including the conditions under which quotes would be 
cancelled or rejected. Specifically, as proposed, an incoming quotation 
would only trade against contra-side interest in the Consolidated Book 
at prices that would not trade through interest on another Market 
Center.\13\ Any untraded size of an incoming quote would be added to 
the Consolidated Book, unless it locks or crosses interest on another 
Market Center or if the quote is an MMLO and locks or crosses 
undisplayed interest.\14\ The proposed rule would state that when such 
quantity of an incoming quote is cancelled (as opposed to being 
rejected outright), the Exchange would also cancel the Market Maker's 
current quote on the opposite side of the market. In other words, both 
sides of the Market Maker's quote residing on the Consolidated Book 
would be cancelled, which allows a Market Maker to refresh both its bid 
and offer simultaneously.
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    \13\ See proposed 925.1NY(a)(3)(A). See Rule 900.2NY(36) 
(defining Market Center as ``a national securities exchange that has 
qualified for participation in the Options Clearing Corporation 
pursuant to the provisions of the rules of the Options Clearing 
Corporation'').
    \14\ See proposed Rule 925.1NY(a)(3)(B)(i).
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    In addition, as proposed, an incoming quotation would be rejected 
if it locks or crosses interest on another Market Center and if it 
cannot trade with interest in the Consolidated Book at prices that do 
not trade through another Market Center.\15\ An incoming quotation 
designated as MMLO would be rejected if it locks or crosses undisplayed 
interest and cannot trade with displayed interest in the Consolidated 
Book at prices that do not trade through another Market Center.\16\ The 
proposed rule would specify that when an incoming quote is rejected 
outright (as opposed to being cancelled after a partial fill), the 
Exchange would also cancel the Market Maker's current quote on the same 
side of the market.\17\ Such treatment recognizes that the Market Maker 
attempted (unsuccessfully) to update its bid or offer price and allows 
the Market Maker to refresh that side of its quote.
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    \15\ See proposed Rule 925.1NY(a)(3)(C)(i).
    \16\ See proposed Rule 925.1NY(a)(3)(C)(ii).
    \17\ See proposed Rule 925.1NY (a)(3)(C).
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    In addition, when a series is open for trading, a quote will trade 
only against interest in the Consolidated Book and will not route. The 
Exchange does not route Market Maker quotations because such quotes are 
designed to meet the Market Maker's obligation to have displayed 
quotations on the Exchange. The Exchange proposes to specify this 
functionality in Exchange rules.\18\
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    \18\ See proposed Rule 925.1NY(a)(3), (D).
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    The Exchange believes that processing Market Maker quotations, as 
described in the proposed rules, aligns with the Plan.\19\ The Plan 
obligates the participating exchanges to provide order protection, 
including addressing locked and crossed markets and the potential for 
trade-throughs in certain options classes.\20\ The Plan establishes 
various obligations for participating exchanges, including that Market 
Makers should ``reasonably avoid displaying, and shall not engage in a 
pattern or practice of displaying, any quotations that lock or cross'' 
the best bid or offer on another Market Center.\21\ The Plan further 
obligates participating exchanges to conduct surveillance of their 
respective markets on a regular basis to ascertain the effectiveness of 
the policies and procedures to prevent trade-throughs

[[Page 11954]]

and to take prompt action to remedy deficiencies in such policies and 
procedures.\22\ Because Market Maker quotations do not route, and 
incoming quotes, or portions thereof, would reject or cancel if such 
quotes locked or crossed away markets, the Exchange believes the 
proposal is consistent with the requirements of the Plan. In addition, 
the proposed processing of quotes is consistent with the Plan because 
it avoids trading-through better prices on other exchange and locking 
or crossing markets. In addition, the Exchange believes this proposal 
would assist Market Makers in maintaining a fair and orderly market, as 
it would encourage Market Makers to provide greater liquidity.
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    \19\ See Plan, supra note 12.
    \20\ See e.g., Securities Exchange Act Release No. 60526 (August 
18, 2009), 74 FR 43185 (August 26, 2009) (SR-NYSEAmex-2009-19) 
(adopting and updating Exchange rules to implement the Plan).
    \21\ See Plan at Section 6(c), supra note 12.
    \22\ See Plan at Section 5(a), supra note 12.
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    The Exchange notes that this proposal does not relieve a Market 
Maker of its continuous quoting, or firm quote, obligations pursuant to 
Rules 925.1NY and 970NY, respectively. Further, the Exchange notes that 
Market Makers would still be able to send orders in (and out of) 
classes to which they are appointed, as orders are not affected by this 
proposal.
Implementation
    The Exchange will announce the implementation of the proposed rule 
change by Trader Update, which implementation will be no later than 30 
days after the approval of this rule change.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Securities Exchange Act of 1934 (the ``Act''),\23\ in 
general, and furthers the objectives of Section 6(b)(5) of the Act,\24\ 
in particular, in that it is 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.
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    \23\ 15 U.S.C. 78f(b).
    \24\ 15 U.S.C. 78f(b)(5).
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    The proposal to add the definition of Market Maker quotes would 
provide clarity and transparency to Exchange rules to the benefit of 
investors as the additional clarity would promote just and equitable 
principles of trade and remove impediments to, and perfect the 
mechanism of, a free and open market and a national market system. The 
proposed rule amendments would also provide internal consistency within 
Exchange rules and operate to protect investors and the investing 
public by making the Exchange rules easier to navigate and comprehend. 
Because the proposed definition of quotes is identical or substantially 
identical to definitions provided on other options exchanges, the 
proposal presents no new or novel issues.\25\
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    \25\ See supra note 5.
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    The proposal to offer to Market Makers the ability to designate 
quotes as MMLO would remove impediments to and perfect the mechanism of 
a free and open market and a national market system because it would 
provide Market Makers with increased control over interactions with 
contra-side liquidity. Specifically, the proposal would improve market 
making on the Exchange because it would prevent incoming Market Maker 
quotes from trading with resting undisplayed interest, which interest 
is difficult to take into account in quoting models. Accordingly, the 
Exchange believes that the proposed MMLO designation would provide 
Market Makers with a greater level of determinism, in terms of managing 
their exposure, and would encourage more aggressive liquidity 
provision, resulting in more trading opportunities for market 
participants and tighter spreads. Accordingly, the Exchange believes 
that the proposal would improve overall market quality and improve 
competition on the Exchange, to the benefit of all market 
participants.\26\
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    \26\ Moreover, the Exchange notes that the concept of allowing 
market participants, including Market Makers, to avoid trading with 
undisplayed liquidity is available on other options exchanges. See 
supra note 9.
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    Because market participants that enter undisplayed interest (e.g., 
PNP-Blind Orders) \27\ are opting not to have their interest displayed, 
the Exchange believes it is consistent with the Act for Market Makers 
to choose to designate their quotes not to trade with such undisplayed 
interest.\28\ For the forgoing reasons, the Exchange believes that the 
proposal to offer to Market Makers the option to designate their quotes 
as MMLO is not unfairly discriminatory. The Exchange also believes that 
such offering would protect investors and the public interest because 
it may contribute to more aggressive quoting by Market Makers, which 
should increase the quality of the Exchange's market and benefit 
investors.
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    \27\ See Rule 900.3NY(x) (providing that a PNP (Post No 
Preference) Blind Order is a Limit Order to buy or sell that is to 
be executed in whole or in part on the Exchange, and the portion not 
so executed is to be ranked in the Consolidated Book, without 
routing any portion of the order to another Market Center).
    \28\ In this regard, the Exchange notes that undisplayed 
liquidity is not afforded trade-through protection under Section 5 
of the Plan. See Plan, supra note 12.
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    The proposal to add detail and amend the treatment of Market Maker 
quotes is consistent with, and facilitates the Exchange meeting its 
obligations under the Plan and, thus, would remove impediments to, and 
perfect the mechanism of, a free and open market and a national market 
system. The Exchange believes the proposed processing of quotes is 
consistent with the Plan because it avoids trading through better 
prices on other exchanges and is designed to avoid locking and crossing 
markets. By preventing Market Makers from locking or crossing trading 
interest on away Market Centers, the proposal would prevent fraudulent 
and manipulative acts and practices and would promote just and 
equitable principles of trade to the benefit of all market 
participants. The Exchange also believes the proposal regarding how the 
Exchange processes quotes in the event that an incoming quote is 
rejected, or a portion thereof is cancelled, would promote just and 
equitable principles of trade. Specifically, the proposed rules would 
enable Market Makers to simultaneously update both sides of their 
resting quote when one side of the quote received a partial fill but 
was subsequently cancelled and, where one side of a quote is rejected 
and not booked, to leave undisturbed that opposite-side interest 
because it remains valid. The Exchange believes this proposed handling 
of quotes would assist Market Makers in maintaining a fair and orderly 
market as it would encourage Market Makers to provide greater volumes 
of liquidity, which would add value to market making on the Exchange.
    The Exchange believes that the entire proposal is just, equitable 
and not unfairly discriminatory, as it would apply to all Market Makers 
on the Exchange. Further, the proposal would protect investors and the 
public interest by providing a more robust market, including because 
the proposal may contribute to more aggressive quoting by Market 
Makers. The Exchange believes that the proposal would lead to enhanced 
liquidity on the Exchange, which in turn will benefit and protect 
investors and the public interest through the potential for greater 
volume of orders and executions on the Exchange.

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

    The Exchange does not believe that the proposed rule change would 
impose any burden on competition that is not necessary or appropriate 
in furtherance

[[Page 11955]]

of the purposes of the Act. The Exchange believes the proposal adds 
value to market making on the Exchange. The Exchange does not believe 
the proposal would impose a burden on competition among the options 
exchanges because of vigorous competition for order flow among the 
options exchanges. In this highly competitive market, market 
participants can easily and readily direct order flow to competing 
venues. The proposal does not impose an undue burden on intramarket 
competition because the proposed change would apply to all Market 
Makers on the Exchange. The proposal is structured to offer the same 
enhancement to all Market Makers, regardless of size, and would not 
impose a competitive burden on any participant.
    The proposed MMLO, which provides Market Makers with enhanced 
determinism over their quotes, may contribute to more aggressive 
quoting by Market Makers, resulting in more trading opportunities and 
tighter spreads. To the extent this purpose is achieved, the MMLO would 
enhance the market making function on the Exchange, which would improve 
overall market quality and improve competition on the Exchange to the 
benefit of all market participants.
    The Exchange believes the proposal is pro-competitive because when 
an exchange offers enhanced functionality that distinguishes it from 
other exchanges and participants find it useful, it has been the 
Exchange's experience that competing exchanges will move to adopt 
similar functionality. Thus, the Exchange believes that this type of 
competition amongst exchanges is beneficial to the market place as a 
whole as it can result in enhanced processes, functionality, and 
technologies.

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

    No written comments were solicited or received with respect to the 
proposed rule change.

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

    Within 45 days of the date of publication of this notice in the 
Federal Register or such longer period up to 90 days (i) as the 
Commission may designate if it finds such longer period to be 
appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (A) By order approve or disapprove the 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 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 [email protected]. Please 
include File Number SR-NYSEMKT-2017-08 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-NYSEMKT-2017-08. 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; 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-NYSEMKT-2017-08 and should 
be submitted on or before March 20, 2017.
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    \29\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\29\
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-03728 Filed 2-24-17; 8:45 am]
 BILLING CODE 8011-01-P