[Federal Register Volume 84, Number 109 (Thursday, June 6, 2019)]
[Notices]
[Pages 26482-26486]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-11800]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-85989; File No. SR-CboeEDGX-2019-032]


Self-Regulatory Organizations; Cboe EDGX Exchange, Inc.; Notice 
of Filing and Immediate Effectiveness of a Proposed Rule Change 
Relating to Qualified Contingent Cross Orders (``QCC Orders'') With 
More Than One Option Leg (``Complex QCC Orders'')

May 31, 2019.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on May 22, 2019, Cboe 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 
Exchange filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \3\ and Rule 19b-4(f)(6) thereunder.\4\ 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.
    \3\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \4\ 17 CFR 240.19b-4(f)(6).
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    Cboe EDGX Exchange, Inc. (the ``Exchange'' or ``EDGX'') proposes to 
permit qualified contingent cross orders (``QCC Orders'') with more 
than one option leg (``Complex QCC Orders''). The text of the proposed 
rule change is provided below and in Exhibit 1.
(additions are italicized; deletions are [bracketed])
* * * * *

Rules of Cboe EDGX Exchange, Inc.

* * * * *
Rule 21.1. Definitions
    The following definitions apply to Chapter XXI for the trading of 
options listed on EDGX Options.
    (a)-(c) No change.
    (d) The term ``Order Type'' shall mean the unique processing 
prescribed for designated orders, subject to the restrictions set forth 
in paragraph (j) below with respect to orders and bulk messages 
submitted through bulk ports, that are eligible for entry into the 
System, and shall include:
    (1)-(9) No change.
    (10) A ``Qualified Contingent Cross Order'' or ``QCC Order'' is 
comprised of an originating order to buy or sell at least 1,000 
standard option contracts (or 10,000 mini-option contracts) that is 
identified as being part of a qualified contingent trade, as that term 
is defined in subparagraph (A) below, coupled with a contra-side order 
or orders totaling an equal number of contracts. If a QCC Order has 
more than one option leg (a ``Complex QCC Order''), each option leg 
must have at least 1,000 standard option contracts (or 10,000 mini-
option contracts). See Rule 21.20

[[Page 26483]]

for a definition of a QCC with Stock Order. For purposes of this order 
type:
    (A) No change.
    (B) [Qualified Contingent Cross]QCC Orders with one option leg may 
execute automatically on entry without exposure [provided]if the 
execution: (i) is not at the same price as a Priority Customer Order 
resting in the EDGX Options Book; and (ii) is at or between the NBBO. 
Rule 22.12, related to exposure of orders on EDGX Options, does not 
apply to [Qualified Contingent Cross]QCC Orders (including Complex QCC 
Orders).
    (C) Complex QCC Orders may execute automatically on entry without 
exposure if: (i) each option leg executes at a price that complies with 
Rule 21.20(c)(1)(C), provided that no option leg executes at the same 
price as a Priority Customer Order in the Simple Book; (ii) each option 
leg executes at a price at or between the NBBO for the applicable 
series; and (iii) the execution price is better than the price of any 
complex order resting in the COB, unless the Complex QCC Order is a 
Priority Customer Order and the resting complex order is a non-Priority 
Customer Order, in which case the execution price may be the same as or 
better than the price of the resting complex order.
    ([C]D) [Qualified Contingent Cross]QCC Orders (including Complex 
QCC Orders) will be cancelled if they cannot be executed.
    ([D]E) [Qualified Contingent Cross]QCC Orders with one option leg 
may only be entered in the standard increments applicable to the 
options class under Rule 21.5, and Complex QCC Orders may be entered in 
the increments applicable to complex orders set forth in Rule 
21.20(c)(1).
    ([E]F) Users may not submit bulk messages as [Qualified Contingent 
Cross]QCC Orders.
* * * * *
Rule 21.5. Minimum Increments
    (a)-(c) No change.
    (d) Complex Orders. The minimum increment for bids and offers on 
complex orders is set forth in Rule 21.20(c)(1).
* * * * *
    The text of the proposed rule change is also available on the 
Exchange's website (http://markets.cboe.com/us/options/regulation/rule_filings/edgx/), at the Exchange's Office of the Secretary, 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
    In 2016, the Exchange's parent company, Cboe Global Markets, Inc. 
(``Cboe Global''), which is the parent company of Cboe Exchange, Inc. 
(``Cboe Options'') and Cboe C2 Exchange, Inc. (``C2''), acquired the 
Exchange, Cboe EDGA Exchange, Inc. (``EDGA''), Cboe BZX Exchange, Inc. 
(``BZX or BZX Options''), and Cboe BYX Exchange, Inc. (``BYX'' and, 
together with C2, Cboe Options, the Exchange, EDGA, and BZX, the ``Cboe 
Affiliated Exchanges''). The Cboe Affiliated Exchanges are working to 
align certain system functionality, retaining only intended differences 
between the Cboe Affiliated Exchanges, in the context of a technology 
migration. Cboe Options intends to migrate its technology to the same 
trading platform used by the Exchange, C2, and BZX Options in the 
fourth quarter of 2019. The proposal set forth below is intended to add 
certain functionality to the Exchange's System that is available on 
Cboe Options in order to ultimately provide a consistent technology 
offering for market participants who interact with the Cboe Affiliated 
Exchanges. Although the Exchange intentionally offers certain features 
that differ from those offered by its affiliates and will continue to 
do so, the Exchange believes that offering similar functionality to the 
extent practicable will reduce potential confusion for Users.
    The Exchange proposes to make QCC Order functionality available for 
complex orders (``Complex QCC Orders''). A QCC order is comprised of an 
originating order to buy or sell at least 1,000 contracts \5\ that is 
identified as being part of a QCT,\6\ coupled with a contra-side order 
or orders totaling an equal number of contracts. QCC orders may execute 
without exposure provided the execution (1) is not at the same price as 
a public customer order resting in the electronic book and (2) is at or 
between the national best bid or offer (``NBBO'').\7\ QCC orders will 
be cancelled if they cannot be executed.\8\ QCC Orders may only be 
entered in the standard increments applicable to the options class 
under Rule 21.5. A QCT may consist of one or more components, and thus 
may include multiple option legs.
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    \5\ The proposed rule change also provides that a QCC Order 
consisting of mini-option contracts would need to be comprised of at 
least 10,000 mini-option contracts, which is the equivalent of 1,000 
standard option contracts, as mini-option contracts are 1/10th the 
size of standard option contracts. See proposed Rule 21.1(d)(10); 
see also Cboe Options Rule 6.53(u) and Nasdaq ISE LLC (``ISE'') Rule 
504, Supplementary Material .13(e). This is consistent with current 
functionality and is merely adding detail to the Rule. See Rule 
19.6, Interpretation and Policy .07 (which permits the listing of 
mini-options).
    \6\ See Rule 21.1(d)(10). A ``qualified contingent trade'' is a 
transaction consisting of two or more component orders, executed as 
agent or principal, where: (1) At least one component is an NMS 
stock, as defined in Rule 600 of Regulation NMS under the Exchange 
Act; (2) all components are effected with a product or price 
contingency that either has been agreed to by all the respective 
counterparties or arranged for by a broker-dealer as principal or 
agent; (3) the execution of one component is contingent upon the 
execution of all other components at or near the same time; (4) the 
specific relationship between the component orders (e.g., the spread 
between the prices of the component orders) is determined by the 
time the contingent order is placed; (5) the component orders bear a 
derivative relationship to one another, represent different classes 
of shares of the same issuer, or involve the securities of 
participants in mergers or with intentions to merge that have been 
announced or cancelled; and (6) the transaction is fully hedged 
(without regard to any prior existing position) as a result of other 
components of the contingent trade. The proposed rule change amends 
Rule 21.1(d)(10) to add a cross-reference to the proposed definition 
of a QCC with Stock Order in Rule 21.20.
    \7\ See Rule 21.1(d)(10).
    \8\ Id.
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    The proposed Complex QCC Order functionality facilitates the 
execution of the option component (which option component is a 
``Qualified Contingent Cross Order'' or ``QCC Order'') \9\ of qualified 
contingent trades (``QCTs'') when the option component consists of more 
than one option leg.\10\ The proposed rule change requires each leg of 
a Complex QCC Order to consist of at least 1,000 standard option 
contracts (or 10,000 mini-option contracts).\11\ This is consistent 
with the current requirement that a QCC order must

[[Page 26484]]

consist of at least 1,000 standard option contracts (or 10,000 mini-
option contracts).
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    \9\ The proposed rule change amends Rule 21.1(d)(10) to provide 
that a Qualified Contingent Cross Order may also be referred to in 
the Rules as a QCC Order.
    \10\ See also Cboe Options Rule 6.53(u) and Regulatory Circular 
RG13-102 (July 19, 2013); ISE Rule 721(d); and Miami International 
Securities Exchange LLC (``MIAX'') Rule 515(h)(4) (which rules 
describe similar complex QCC order functionality).
    \11\ See proposed Rule 21.1(d)(10).
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    Complex QCC Orders will execute in a similar manner as QCC Orders 
currently execute. A QCC Order (with one option leg) may only execute 
automatically upon entry if the execution is not at the same price as a 
priority customer order resting in the EDGX Options Book, and is at or 
between the NBBO. The proposed rule change mirrors these execution 
price requirements for simple QCC Orders by providing that a Complex 
QCC Order may execute automatically on entry without exposure if: (1) 
Each option leg executes at a price that complies with Rule 
21.20(c)(1)(C),\12\ provided that no option leg executes at the same 
price as a Priority Customer Order in the Simple Book; (2) each option 
leg executes at a price at or between the NBBO for the applicable 
series; and (3) the execution price is better than the price of any 
complex order resting in the complex order book (``COB''), unless the 
Complex QCC Order is a priority order customer [sic] and the resting 
complex order is a non-priority customer order, in which case the 
execution price may be the same as or better than the price of the 
resting complex order.\13\ Complex QCC Orders will be cancelled if they 
cannot be executed.\14\ The purpose of these requirements is to ensure 
that priority customer orders on the COB in the same complex strategy 
and the Simple Book in the individual option series are protected.
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    \12\ Rule 21.20(c)(1)(C) states a complex order will not be 
executed at a net price that would cause any component of the 
complex strategy to be executed (i) at a net price of zero; or (ii) 
ahead of a Priority Customer Order on the Simple Book without 
improving the best bid or offer (BBO) of at least one component of 
the complex strategy.
    \13\ See proposed Rule 21.1(d)(10)(C).
    \14\ See proposed Rule 21.1(d)(10)(D).
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    The proposed rule change provides that Complex QCC Orders may be 
entered in the increments applicable to complex orders set forth in 
Rule 21.20(c)(1).\15\ Rule 21.20(c)(1) permits the entry of legs of a 
complex order in $0.01 increments (regardless of the standard trading 
increment applicable to the options class of each leg). The nature of 
the pricing of a complex order, whether it is a QCC Order or otherwise, 
is such that the pricing is based on the relative price of one option 
versus another (as opposed to the outright price of a single option). 
For this reason, the standard increment of trading of the individual 
option legs of a complex order (whether a QCC Order or otherwise) is 
less relevant to the pricing of the complex order. While there are 
differences between Complex QCC Orders and other complex orders, this 
rationale applies to both. The Exchange therefore believes that, as the 
legs of non-QCC complex orders can be entered in $0.01 increments 
(regardless of the standard trading increment applicable to the options 
class of each leg), and a QCC Order with multiple legs is a form of a 
complex order, QCC Orders with multiple legs should also be able to be 
entered in $0.01 increments. This change would put the trading of 
Complex QCC Orders on the same footing as the trading of other types of 
complex orders.
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    \15\ See proposed Rule 21.1(d)(10)(E); see also Cboe Options 
Rule 6.53(u) and Regulatory Circular RG13-102 (July 19, 2013); ISE 
Rule 721(d); and MIAX Rule 515(h)(4). The proposed rule change also 
amends Rule 21.5 to provide that the minimum increment for bids and 
offers on complex orders is set forth in Rule 21.20(c)(1).
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    The Exchange requires an Options Member that submits a QCC Order to 
provide certain information to the Exchange regarding the execution of 
the stock component, including the stock price, quantity, and execution 
time, and will require this same information from Options Members with 
respect to Complex QCC Orders.\16\
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    \16\ See EDGX Regulatory Circular 17-002 (March 3, 2017). The 
Exchange intends to issue an updated Regulatory Circular to notify 
market participants that these reporting requirements will apply to 
Complex QCC Orders.
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2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with 
the Securities Exchange Act of 1934 (the ``Act'') and the rules and 
regulations thereunder applicable to the Exchange and, in particular, 
the requirements of Section 6(b) of the Act.\17\ Specifically, the 
Exchange believes the proposed rule change is consistent with the 
Section 6(b)(5) \18\ requirements that the rules of an exchange be 
designed to prevent fraudulent and manipulative acts and practices, to 
promote just and equitable principles of trade, to foster cooperation 
and coordination with persons engaged in regulating, clearing, 
settling, processing information with respect to, and 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. Additionally, 
the Exchange believes the proposed rule change is consistent with the 
Section 6(b)(5) \19\ requirement that the rules of an exchange not be 
designed to permit unfair discrimination between customers, issuers, 
brokers, or dealers.
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    \17\ 15 U.S.C. 78f(b).
    \18\ 15 U.S.C. 78f(b)(5).
    \19\ Id.
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    In particular, the Exchange believes the proposed rule change will 
promote just and equitable principles of trade because it will provide 
Users with optional functionality to facilitate a QCT with multiple 
option components, similar to functionality currently available to 
facilitate a QCT with one option component, which may provide for 
increased opportunities for the execution of complex orders. Complex 
QCC Orders will execute in a similar manner to QCC Orders. As described 
above, the proposed pricing requirements for Complex QCC Orders align 
with the current pricing requirements for QCC Orders and are consistent 
with current principles of customer priority. The proposed rule change 
will protect investors, because it will protect priority customer 
complex orders in the same strategy, and will prevent a component of a 
Complex QCC Order from being executed at the same price as a priority 
customer order in any component on the Simple Book.\20\ Therefore, the 
proposed pricing requirements establish a limited exception to the 
general principle of exposure and retain the general principle of 
customer priority in the options markets in accordance with prior 
Securities and Exchange Commission (``Commission'') approvals of QCC 
Order functionality.\21\ Furthermore, not only must a Complex QCC Order 
be part of a QCT by satisfying each of the six underlying requirements 
of the QCT exemption, the requirements that a Complex QCC Order be for 
a minimum size of 1,000 contracts per leg provides another limit to its 
use by ensuring only transactions of significant size may avail 
themselves of this order type.\22\
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    \20\ See Securities Exchange Act Release No. 34-81891 (October 
17, 2017), 82 FR 49058, 49066 (October 23, 2017) (SR-BatsEDGX-2017-
29) (order granting approval of proposed rule change to adopt rules 
governing the trading of complex orders on the Exchange).
    \21\ See supra note 15; see also Securities Exchange Act Release 
No. 34-81131 (July 12, 2017), 82 FR 32900, 32903 (July 18, 2017) 
(SR-MIAX-2017-19) (order approving complex QCC order functionality).
    \22\ See id.
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    As the Commission noted in its order approving the original QCT 
exemption, the parties to a contingent trade are focused on the spread 
or ratio between the transaction prices for each of the component 
instruments (i.e., the net price of the entire contingent trade), 
rather than on the absolute price of any single component.\23\ Pursuant 
to the

[[Page 26485]]

requirements of the QCT Exemption, the spread or ratio between the 
relevant instruments must be determined at the time the order is 
placed, and this spread or ratio stands regardless of the market prices 
of the individual orders at their times of execution. The Commission 
further noted ``the difficulty of maintaining a hedge, and the risk of 
falling out of hedge, could dissuade participants from engaging in 
contingent trades, or at least raise the cost of such trades.'' \24\ 
Thus, the Commission found that, if each stock leg of a QCT were 
required to meet the trade-through provision of Rule 611 of Regulation 
NMS, such trades could become too risky and costly to be employed 
successfully and noted that the elimination or reduction of this 
trading strategy potentially could remove liquidity from the market. 
This is also true for Complex QCC Orders, and thus the Exchange 
believes its proposal is consistent with the QCT Exemption.
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    \23\ Securities Exchange Act Release No. 54389 (August 31, 
2006), 71 FR 52829 (September 7, 2006) (``QCT Exemption'').
    \24\ Id.
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    The proposed rule change will also provide Users who enter Complex 
QCC Orders with the same trading increment as those who enter other 
types of complex orders. This change would put the trading of Complex 
QCC Orders on the same footing as the trading of other types of complex 
orders.
    The proposed clarification to state that the minimum size 
requirement for QCC Orders applies to the corresponding number of mini-
option contracts (i.e., 10,000 mini-option contracts) protects 
investors, because it is consistent with current functionality. Rule 
19.6, Interpretation and Policy .07 permits the listing of mini-
options, which is an option with a 10 share deliverable of the 
underlying security rather than 100 share deliverable of the underlying 
security (which is the standard deliverable for a standard option 
contract). The proposed change to state that the 1,000 standard option 
contracts minimum size of a QCC Order (or each leg of a Complex QCC 
Order) is consistent with 10,000 mini-option contracts is consistent 
with this definition of mini-options. This provides transparency to 
investors that QCC Order functionality is available for mini-options as 
well as standard options. The proposed clarification also promotes just 
and equitable principles of trade, because the minimum size requirement 
applies in the same manner to an equivalent number of contracts in a 
standard option and a mini-option.
    The proposed rule change will remove impediments to and perfect the 
mechanism of a free and open market and a national market system, and 
promote competition, which benefits investors, as other options 
exchange provide similar complex QCC order functionality.\25\
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    \25\ See, e.g., Cboe Options Rule 6.53(u) and Regulatory 
Circular RG13-102; ISE Rules 504, Supplementary Material .13(e) and 
721(d); and MIAX Rule 515(h)(4).
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    The proposed rule change is generally intended to align system 
functionality currently offered by the Exchange with Cboe Options 
functionality in order to provide a consistent technology offering for 
the Cboe Affiliated Exchanges. A consistent technology offering, in 
turn, will simplify the technology implementation, changes, and 
maintenance by Users of the Exchange that are also participants on Cboe 
Affiliated Exchanges. The Exchange believes this consistency will 
promote a fair and orderly national options market system. When Cboe 
Options migrates to the same technology as that of the Exchange and 
other Cboe Affiliated Exchanges, Users of the Exchange and other Cboe 
Affiliated Exchanges will have access to similar functionality on all 
Cboe Affiliated Exchanges. As such, the proposed rule change would 
foster cooperation and coordination with persons engaged in 
facilitating transactions in securities and would remove impediments to 
and perfect the mechanism of a free and open market and a national 
market system.

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 that is not necessary or appropriate 
in furtherance of the purposes of the Act. The proposed rule change 
will not impose any burden on intramarket competition that is not 
necessary or appropriate in furtherance of the purposes of the Act, 
because Complex QCC Order functionality is optional and available to 
all Users. Complex QCC Orders of all Users will be subject to the same 
requirements and will execute in the same manner pursuant to the 
proposed rule change. The proposed rule change will not impose any 
burden on intermarket competition that is not necessary or appropriate 
in furtherance of the purposes of the Act, because other options 
exchange provide similar functionality.\26\
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    \26\ See id.
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C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    The Exchange neither solicited nor received comments on the 
proposed rule change.

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

    Because the foregoing proposed rule change does not:
    A. Significantly affect the protection of investors or the public 
interest;
    B. impose any significant burden on competition; and
    C. 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 \27\ and 
Rule 19b-4(f)(6) \28\ thereunder. 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 will institute proceedings to determine whether the proposed 
rule change should be approved or disapproved.
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    \27\ 15 U.S.C. 78s(b)(3)(A).
    \28\ 17 CFR 240.19b-4(f)(6).
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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-CboeEDGX-2019-032 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities 
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.

All submissions should refer to File Number SR-CboeEDGX-2019-032. This 
file number should be included on the subject line if email is used. To 
help the Commission process and review your

[[Page 26486]]

comments more efficiently, please use only one method. The Commission 
will post all comments on the Commission's internet website (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 website 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-
CboeEDGX-2019-032 and should be submitted on or before June 27, 2019.
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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,
Deputy Secretary.
[FR Doc. 2019-11800 Filed 6-5-19; 8:45 am]
 BILLING CODE 8011-01-P