[Federal Register Volume 83, Number 95 (Wednesday, May 16, 2018)]
[Notices]
[Pages 22717-22720]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-10379]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-83209; File No. SR-Phlx-2018-22]


Self-Regulatory Organizations; Nasdaq PHLX LLC; Order Granting 
Approval of Proposed Rule Change To Create a New Rule 1081, To Amend 
Electronic Market Maker Obligations and Quoting Requirements for 
Electronic ROTs, Which Will Be Defined To Include SQTs, RSQTs, Directed 
SQTs, Directed RSQTs, Specialists, and Remote Specialists

May 10, 2018.

I. Introduction

    On March 20, 2018, Nasdaq PHLX LLC (``Phlx'' or the ``Exchange'') 
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 the market maker obligations and quoting requirements for an SQT, 
RSQT, Directed SQT, Directed RSQT, and Specialist (including Remote 
Specialist) who enters electronic quotations into the Exchange's 
System.\3\ The proposed rule change was published for comment in the 
Federal Register on April 5, 2018.\4\ The Commission received no 
comments on the proposed rule change. This order grants approval of the 
proposed rule change.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See infra notes 5-9 for definitions of SQT, RSQT, Directed 
SQT, Directed RSQT, Specialist, Remote Specialist, and System.
    \4\ See Securities Exchange Act Release No. 82975 (March 30, 
2018), 83 FR 14690 (April 5, 2018) (``Notice'').
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II. Description of the Proposed Rule Change

    The Exchange proposes to amend the market maker obligations and 
quoting requirements for an ``electronic ROT,'' which would be defined 
to include an SQT,\5\ RSQT,\6\ Directed SQT, Directed RSQT,\7\ and 
Specialist (including Remote Specialist) \8\ who enters electronic 
quotations into the Exchange's System,\9\ and move these modified 
provisions to new Phlx Rule 1081.\10\ The Exchange notes that non-SQT 
ROTs \11\ would not be subject to the proposed quoting requirements

[[Page 22718]]

described herein; instead, they are subject to quarterly trading 
requirements as specified in Phlx Rule 1014, Commentary .01.\12\
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    \5\ An ``ROT'' is a regular member of the Exchange located on 
the trading floor who has received permission from the Exchange to 
trade in options for his own account. See Phlx Rule 1014(b)(i). A 
``Streaming Quote Trader'' or ``SQT'' is an ROT who has received 
permission from the Exchange to generate and submit option 
quotations electronically in options to which such SQT is assigned. 
An SQT may only submit such quotations while such SQT is physically 
present on the floor of the Exchange. An SQT may only trade in a 
market making capacity in classes of options in which the SQT is 
assigned. See Phlx Rule 1014(b)(ii)(A).
    \6\ A ``Remote Streaming Quote Trader'' or ``RSQT'' is an ROT 
that is a member affiliated with a ``Remote Streaming Quote Trader 
Organization'' or ``RSQTO'' with no physical trading floor presence 
who has received permission from the Exchange to generate and submit 
option quotations electronically in options to which such RSQT has 
been assigned. See Phlx Rule 1014(b)(ii)(B). See also Phlx Rule 
507(a).
    \7\ A ``Directed SQT'' or ``Directed RSQT'' is an SQT or RSQT 
that receives a Directed Order. A ``Directed Order'' is any order 
(other than a stop or stop-limit order as defined in Phlx Rule 1066) 
to buy or sell which has been directed to a particular Specialist, 
RSQT, or SQT by an Order Flow Provider. An ``Order Flow Provider'' 
is any member or member organization that submits, as agent, orders 
to the Exchange. See Phlx Rule 1068(a)(i).
    \8\ A ``Specialist'' is an Exchange member who is registered as 
an options specialist pursuant to Phlx Rule 501 and Phlx Rule 
1020(a). A ``Remote Specialist'' is an options specialist that does 
not have a physical presence on an Exchange floor. See Phlx Rule 
1020(a)(i) and (ii).
    \9\ The ``System'' is the automated system for order execution 
and trade reporting owned and operated by the Exchange which 
comprises: (A) An order execution service that enables members to 
automatically execute transactions in ``System Securities'' (defined 
as all options that are currently trading on the System); and 
provides members with sufficient monitoring and updating capability 
to participate in an automated execution environment; (B) a trade 
reporting service that submits ``locked-in'' trades for clearing to 
a registered clearing agency for clearance and settlement; transmits 
last-sale reports of transactions automatically to the Options Price 
Reporting Authority for dissemination to the public and industry; 
and provides participants with monitoring and risk management 
capabilities to facilitate participation in a ``locked-in'' trading 
environment; and (C) the data feeds described in Phlx Rule 1070. See 
Phlx Rule 1000(b)(45) and (46).
    \10\ See proposed Phlx Rule 1081.
    \11\ A non-SQT ROT is an ROT who is neither an SQT nor an RSQT. 
See Phlx Rule 1014(b)(ii)(C).
    \12\ See Notice, supra note 4, at 14690.
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A. Market Maker Obligations

    The Exchange proposes first to amend the generalized description of 
the market making obligations of an electronic ROT on the Exchange. 
Today, the Exchange provides that transactions of a Specialist and an 
ROT should constitute a course of dealings reasonably calculated to 
contribute to the maintenance of a fair and orderly market, and that 
those members should not enter into transactions or make bids or offers 
that are inconsistent with such a course of dealings.\13\ In the 
Exchange's proposal, new Phlx Rule 1081 would specify that, in 
registering as an electronic ROT, a member organization would be 
committing to various obligations. Transactions of an electronic ROT in 
its market making capacity\14\ would be required to constitute a course 
of dealings reasonably calculated to contribute to the maintenance of a 
fair and orderly market, and those member organizations would not be 
permitted to make bids or offers or enter into transactions that are 
inconsistent with such course of dealings. Electronic ROTs would be 
prohibited from effecting purchases or sales except in a reasonable and 
orderly manner.\15\
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    \13\ See Phlx Rule 1014(a).
    \14\ According to the Exchange, orders, which electronic ROTs 
may enter pursuant to Phlx Rule 1080(b)(i)(B), are not considered 
market making activity for purposes of fulfilling the proposed 
quoting requirements or other obligations. See Notice, supra note 4, 
at 14690 n.5.
    \15\ See proposed Phlx Rule 1081(a).
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    In addition, ordinarily during trading hours, an electronic ROT 
would be required to: (i) Maintain a two-sided market in those options 
in which the electronic ROT is registered to trade, in a manner that 
enhances the depth, liquidity, and competitiveness of the market; (ii) 
engage, to a reasonable degree under the existing circumstances, in 
dealings for its own account when there exists, or it is reasonably 
anticipating that there will exist, a lack of price continuity, a 
temporary disparity between the supply of (or demand for) a particular 
option contract, or a temporary distortion of price relationships 
between option contracts of the same class; (iii) compete with other 
electronic ROTs in all options in all capacities in which the 
electronic ROT is registered to trade; (iv) make markets that will be 
honored for the number of contracts entered into the System in all 
options in which the electronic ROT is registered to trade; (v) update 
quotations in response to changed market conditions in all options in 
which the electronic ROT is registered to trade; (vi) maintain active 
markets in all options in which the electronic ROT is registered; and 
(vii) honor all orders attributed to the electronic ROT that the System 
routes to away markets pursuant to Phlx Rule 1080(m).\16\
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    \16\ See proposed Phlx Rule 1081(a).
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    The proposed rules provide further that, if Phlx Regulation found 
any substantial or continued failure to engage in a course of dealings 
as described above, the electronic ROT would be subject to disciplinary 
action or suspension or revocation of registration in one or more of 
the securities in which the electronic ROT is registered. The proposed 
rule stipulates that nothing in the rule would limit any other power of 
the Board under the rules, or procedures of the Exchange, with respect 
to the registration of an ROT or any violation by an ROT pursuant to 
the rule.\17\ The Exchange states that the proposed obligations are 
similar to those imposed on market makers by another options 
exchange.\18\
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    \17\ See proposed Phlx Rule 1081(b). The Exchange explains that 
it added this rule text to make clear that the obligations noted 
within this proposed rule are not an exclusive list, because an 
electronic ROT may be found to have violated other by-laws and rules 
of the Exchange that are separate and apart from these obligations. 
See Notice, supra note 4, at 14691 n.9.
    \18\ See Notice, supra note 4, at 14690-91 & n.8. See also BX 
Rules at Chapter VII, Section 5.
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B. Quoting Requirements

    The Exchange further proposes to amend the quoting requirements for 
electronic ROTs. Electronic ROTs would be required to enter bids and 
offers for the options to which they are registered, except in an 
assigned options series listed intra-day on the Exchange. On a daily 
basis, an electronic ROT would be required to make markets consistent 
with the applicable quoting requirements, as described further below. A 
member organization would be required to meet each quoting requirement 
separately depending on the role that the member organization plays 
with respect to different options series.\19\
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    \19\ See proposed Phlx Rule 1081(c). Specifically, the proposed 
rule states that an SQT and RSQT who is also the Specialist would be 
held to the quoting requirements for Specialists in options series 
in which the Specialist is assigned and would be held to the quoting 
requirements for SQTs and RSQTs in all other options series where 
assigned. An SQT or RSQT who receives a Directed Order would be held 
to the quoting requirements for Directed SQTs and Directed RSQTs. 
See id.
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    The proposed rules would state explicitly that an electronic ROT's 
bid and offer for a series of options contracts would need to be 
accompanied by the number of contracts at that price that the 
electronic ROT is willing to buy or sell. Similar to under current 
rules, the best bid or best offer submitted by an electronic ROT would 
be required to have a size of not less than the minimum number of 
contracts determined by the Exchange on a class-by-class basis, which 
minimum will be at least one contract.\20\ The new rule would also 
state that an electronic ROT that enters a bid in a registered option 
series would be required to enter an offer and vice versa. The 
quotations would need to meet the legal quote width requirements in 
Phlx Rule 1014(c)(i)(A)(1) and (2).\21\
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    \20\ See proposed Phlx Rule 1081(c)(i). See also Phlx Rule 
1014(b)(ii)(D)(3) (specifying the minimum contract size for SQTs, 
RSQTs, and Specialists), the current equivalent provision that is 
being replaced.
    \21\ See proposed Phlx Rule 1081(c)(ii).
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    With respect to the specific quoting requirements, currently, the 
Exchange requires an SQT and an RSQT to quote two-sided markets in not 
less than 60% of the series in which such SQT or RSQT is assigned. To 
satisfy these requirements when quoting a series, an SQT or RSQT must 
quote such series 90% of the trading day (as a percentage of the total 
number of minutes in such trading day) or such higher percentage as the 
Exchange may announce in advance. These obligations apply collectively 
to all appointed issues, rather than on an issue-by-issue basis.\22\ 
Under the proposal, SQTs and RSQTs associated with the same member 
organization would be collectively required to provide two-sided 
quotations in 60% of the cumulative number of seconds, or such higher 
percentage as the Exchange may announce in advance, for which that 
member organization's assigned option series are open for trading.\23\
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    \22\ See Phlx Rule 1014(b)(ii)(D)(1).
    \23\ See proposed Phlx Rule 1081(c)(ii)(A). See infra, notes 35-
36 and accompanying text, regarding the method by which the 
percentage would be calculated.
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    In addition, currently, the Exchange requires a Specialist, 
including an RSQT functioning as a Remote Specialist, to quote two-
sided markets in the lesser of 99% of the series or 100% of the series 
minus one call-put pair in each option in which such Specialist is 
assigned. To satisfy these requirements when quoting a series, a 
Specialist must quote such series 90% of the trading day (as a 
percentage of the total number of minutes in such trading day) or such

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higher percentage as the Exchange may announce in advance. These 
obligations apply collectively to all appointed issues, rather than on 
an issue-by-issue basis.\24\ Under the proposal, Specialists (including 
Remote Specialists) associated with the same member organization would 
be collectively required to provide two-sided quotations in 90% of the 
cumulative number of seconds, or such higher percentage as the Exchange 
may announce in advance, for which that member organization's assigned 
options series are open for trading.\25\ The Exchange states that the 
Specialists' heightened quoting requirements as compared to SQTs and 
RSQTs allow for Specialists to receive certain participation 
rights.\26\
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    \24\ See Phlx Rule 1014(b)(ii)(D)(2).
    \25\ See proposed Phlx Rule 1081(c)(ii)(B). See infra, notes 35-
36 and accompanying text, regarding the method by which the 
percentage would be calculated.
    \26\ See Notice, supra note 4, at 14693. See also Phlx Rules 
1014(g)(ii) and 1014(g)(vii)(B)(1)(c).
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    Further, currently, the Exchange requires a Directed SQT and a 
Directed RSQT to quote two-sided markets in the lesser of 99% of the 
series listed on the Exchange or 100% of the series listed on the 
Exchange minus one call-put pair,\27\ in each case in at least 60% of 
the options in which such Directed SQT or Directed SQT is assigned.\28\ 
To satisfy these requirements when quoting a series, a Directed SQT or 
Directed RSQT must quote such series 90% of the trading day (as a 
percentage of the total number of minutes in such trading day) or such 
higher percentage as the Exchange may announce in advance. These 
obligations apply collectively to all appointed issues, rather than on 
an issue-by-issue basis.\29\ Under the proposal, Directed SQTs and 
Directed RSQTs associated with the same member organization would be 
collectively required to provide two-sided quotations in 90% of the 
cumulative number of seconds, or such higher percentage as the Exchange 
may announce in advance, for which that member organization's assigned 
options series are open for trading. A member organization would be 
considered directed in all assigned options once the member 
organization receives a Directed Order in any option in which they are 
assigned and would be considered a Directed SQT or Directed RSQT until 
such time as the member organization notifies the Exchange that they 
are no longer directed.\30\ The Exchange notes that the Directed SQTs 
and Directed RSQTs' heightened quoting requirements as compared to SQTs 
and RSQTs allow for Directed SQTs and Directed RSQTs to receive certain 
participation rights.\31\
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    \27\ ``Call-put pair'' refers to one call and one put that cover 
the same underlying instrument and have the same expiration date and 
exercise price. See Phlx Rule 1014(b)(ii)(D)(6).
    \28\ See Phlx Rule 1014(b)(ii)(D)(1). Whenever a Directed SQT or 
Directed RSQT enters a quotation in an option in which such Directed 
SQT or Directed RSQT is assigned, such Directed SQT or Directed RSQT 
must maintain until the close of that trading day quotations for the 
lesser of 99% of the series of the option listed on the Exchange or 
100% of the series of the option listed on the Exchange minus one 
call-put pair. See id.
    \29\ See id.
    \30\ See proposed Phlx Rule 1081(c)(ii)(C). See infra, notes 35-
36 and accompanying text, regarding the method by which the 
percentage would be calculated.
    \31\ See Notice, supra note 4, at 14693. See also Phlx Rule 
1014(g)(viii)(B).
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    The Exchange states that the proposal better accommodates the 
occasional issues that may arise in a particular series, arguing that 
the existing quoting requirements may at times discourage liquidity in 
particular options series because an electronic ROT is forced to focus 
on a momentary lapse, rather than using the appropriate resources to 
focus on the options series that need and consume additional 
liquidity.\32\
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    \32\ See Notice, supra note 4, at 14695.
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    For SQTs, RSQTs, Directed SQTs, and Directed RSQTs, the Exchange 
would continue to exclude from the above quoting requirements any 
Quarterly Option Series, Adjusted Option Series, and any option series 
until the time to expiration for such series is less than nine 
months.\33\ Specialists would continue to be subject to the above 
quoting requirements for all assigned option series, including 
Quarterly Option Series, Adjusted Option Series, and any option series 
with an expiration of nine months or greater.\34\
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    \33\ See proposed Phlx Rule 1081(c)(ii)(A) and (C). See also 
Phlx Rule 1014(b)(ii)(D)(4), the current equivalent provision that 
is being replaced. An ``Adjusted Option Series'' would be defined as 
an option series wherein one option contract in the series 
represents the delivery of other than 100 shares of underlying stock 
or Exchange-Traded Fund Shares. See proposed Phlx Rule 
1081(c)(ii)(A)(i). See also Phlx Rule 1014(b)(ii)(D)(4).
    \34\ See proposed Phlx Rule 1081(c)(ii)(B).
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    The Exchange would calculate compliance with the above quoting 
requirements by (i) taking the total number of seconds the member 
organization disseminates quotes in each assigned option series; \35\ 
and (ii) dividing that time by the eligible total number of seconds 
each assigned option series is open for trading that day. Quoting would 
not be required in every assigned options series and compliance with 
this requirement would be determined by reviewing the aggregate of 
quoting in assigned options series for the member organization.\36\ 
Similar to current requirements, the Exchange would consider exceptions 
to the quoting requirements based on demonstrated legal or regulatory 
requirements or other mitigating circumstances. The Exchange would 
determine compliance with quoting requirements on a monthly basis. 
However, this monthly compliance evaluation would not relieve a member 
organization of the obligation to provide continuous two-sided quotes 
on a daily basis or prohibit the Exchange from taking disciplinary 
action against a member organization for failure to meet the quoting 
requirements each trading day.\37\ If a technical failure or limitation 
of a System of the Exchange prevents a member organization from 
maintaining, or prevents a member organization from communicating to 
the Exchange timely and accurate quotes, the duration of such failure 
or limitation would not be included in any calculation of quoting 
requirements with respect to the affected quotes.\38\
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    \35\ With respect to SQTs, RSQTs, Directed SQTs, and Directed 
RSQTs, such calculation would exclude Quarterly Option Series, 
Adjusted Option Series, and any option series with an expiration of 
nine months or greater. See proposed Phlx Rule 1081(c)(ii)(D).
    \36\ See proposed Phlx Rule 1081(c)(ii)(D). See Notice, supra 
note 4, at 14694, for an example of how the Exchange would calculate 
compliance with the quoting requirements.
    \37\ See proposed Phlx Rule 1081(c)(iii). See also Phlx Rule 
1014(b)(ii)(D)(1) and (2), the current equivalent provision that is 
being replaced.
    \38\ See proposed Phlx Rule 1081(c)(iv). See also Phlx Rule 
1014(b)(ii)(D)(5), the current equivalent provision that is being 
replaced.
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    The Exchange states that the proposed quoting requirements as 
described above are similar to those of another options exchange.\39\
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    \39\ See Notice, supra note 4, at 14692-93. See also BX Rules at 
Chapter VII, Sections 6, 14, and 15.
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III. Discussion and Commission Findings

    After careful review, the Commission finds that the proposed rule 
change is consistent with the requirements of the Act and the rules and 
regulations thereunder applicable to a national securities 
exchange.\40\ In particular, the Commission finds that the proposed 
rule change is consistent with Section 6(b)(5) of the Act,\41\ 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 foster 
cooperation and

[[Page 22720]]

coordination with persons engaged in facilitating transactions in 
securities, to remove impediments to and perfect the mechanism of a 
free and open market and a national market system, and, in general, to 
protect investors and the public interest.
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    \40\ In approving this proposed rule change, the Commission has 
considered the proposed rule's impact on efficiency, competition, 
and capital formation. See 15 U.S.C. 78c(f).
    \41\ 15 U.S.C. 78f(b)(5).
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    The Exchange proposes to add specificity regarding the general 
description in its rules regarding market maker obligations of an 
electronic ROT. The Commission finds that the changes it is making in 
this regard are consistent with the Act and notes that, as the Exchange 
maintains, the changes are consistent with the rules of another options 
exchange.\42\
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    \42\ See BX Rules, Chapter VII, Section 5.
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    The Exchange proposes to reduce the specific quoting requirements 
for electronic ROTs of the various types. SQTs and RSQTs associated 
with the same member organization would be collectively required to 
provide two-sided quotations in 60% of the cumulative number of seconds 
for which that member organization's assigned option series are open 
for trading. Specialists (including Remote Specialists) associated with 
the same member organization would be collectively required to provide 
two-sided quotations in 90% of the cumulative number of seconds for 
which that member organization's assigned option series are open for 
trading. Similarly, Directed SQTs and Directed RSQTs associated with 
the same member organization would be collectively required to provide 
two-sided quotations in 90% of the cumulative number of seconds for 
which that member organization's assigned option series are open for 
trading. The Exchange would be able to designate a higher percentage 
for any of these quoting requirements by announcing such percentage in 
advance.
    These quoting requirements would apply to all of an electronic 
ROT's assigned options on a daily basis. These quoting requirements 
would be reviewed on a monthly basis, and would allow the Exchange to 
review the electronic ROT's daily compliance in the aggregate and 
determine the appropriate disciplinary action for single or multiple 
failures to comply with the continuous quoting requirement during the 
month period. The Commission notes that the proposed rules provide that 
determining compliance with the continuous quoting requirements on a 
monthly basis would not relieve the electronic ROT of the obligation to 
provide continuous two-sided quotes on a daily basis, nor would it 
prohibit the Exchange from taking disciplinary action against an 
electronic ROT for failing to meet the continuous quoting requirements 
each trading day.
    The Commission finds that the proposed changes to the quoting 
requirements of electronic ROTs are consistent with the Act. The 
Exchange believes that the revised requirements will enable electronic 
ROTs to focus on the options series that need and consume more 
liquidity than others. To the extent this is true, the proposal will 
enhance trading opportunities on the Exchange. Moreover, the Commission 
believes that, although the proposal would reduce the quoting 
requirements for the various electronic ROTs from their current levels, 
the proposed changes are consistent, as the Exchange argues, with the 
market maker quoting requirements in place on other markets.\43\ The 
Commission further notes that, notwithstanding the proposed changes to 
the quoting requirements for Specialists, Directed SQTs, and Directed 
RSQTs, the revised quoting requirements continue to reflect meaningful 
market making obligations. Additionally, the proposed rules reflect a 
balance of rights and obligations consistent with the balance reflected 
in the rules of other exchanges for market participants fulfilling a 
similar role.\44\ In addition, the Commission believes that the 
proposed changes to provide additional detail about how the Exchange 
will apply these quoting requirements adds further clarity to the 
rules.
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    \43\ See, e.g, BX Rules, Chapter VII, Sections 6, 14, and 15; 
NYSE American Rules 925.1NY and 964.1NY; NYSE Arca Rules 6.37B-O and 
6.88-O.
    \44\ See, e.g., Nasdaq GEMX Rules 713 and 804; Nasdaq ISE Rules 
713 and 804; Nasdaq MRX Rules 713 and 804. See also supra notes 26 
and 31 and accompanying text.
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IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the 
Act,\45\ that the proposed rule change (SR-Phlx-2018-22), be, and 
hereby is, approved.
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    \45\ Id.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\46\
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    \46\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-10379 Filed 5-15-18; 8:45 am]
 BILLING CODE 8011-01-P