[Federal Register Volume 85, Number 231 (Tuesday, December 1, 2020)]
[Notices]
[Pages 77322-77324]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2020-26501]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-90523; File No. SR-BOX-2020-36]


Self-Regulatory Organizations; BOX Exchange LLC; Notice of Filing 
and Immediate Effectiveness of a Proposed Rule Change To Amend BOX Rule 
7020 (``Days and Hours of Business'')

November 25, 2020.
    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 November 19, 2020, BOX Exchange LLC (``Exchange'') 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 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\ 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 BOX Rule 7020 (``Days and Hours of 
Business''). The text of the proposed rule change is available from the 
principal office of the Exchange, at the Commission's Public Reference 
Room and also on the Exchange's internet website at http://boxoptions.com.

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 these statements may be examined at 
the places specified in Item IV below. The self-regulatory organization 
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 the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend BOX Rule 7020 (Days and Hours of 
Business) to include Rule 7020(f) which details Exchange actions in 
emergency conditions. Specifically, proposed Rule 7020(f) states that 
the Chief Executive Officer or the President (or his or her senior-
level designee) have the power to halt trading in some or all 
securities traded on the Exchange, to close some or all Exchange 
facilities, to determine the duration of any such halt or closing, to 
take one or more of the actions permitted to be taken by any person or 
body of the Exchange under Exchange rules, or to take any other action 
deemed to be necessary or appropriate for the maintenance of a fair and 
orderly market or the protection of investors, or otherwise in the 
public interest, due to emergency conditions or extraordinary 
circumstances, such as (1) actual or threatened physical danger, severe 
climatic conditions, natural disaster, civil unrest, terrorism, acts of 
war, or

[[Page 77323]]

loss or interruption of facilities utilized by the Exchange, or (2) a 
request by a governmental agency or official, or (3) a period of 
mourning or recognition for a person or event. The Exchange notes that 
the proposed change is substantially similar to a rule currently in 
place at another options exchange.\3\
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    \3\ See Cboe Exchange, Inc. (``Cboe'') Rule 5.23(d)
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2. Statutory Basis
    The Exchange believes that the proposal is consistent with the 
requirements of Section 6(b) of the Securities Exchange Act of 1934 
(the ``Act''),\4\ in general, and Section 6(b)(5) of the Act,\5\ in 
particular, in that it is 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 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 and because they are not designed to permit unfair 
discrimination between customers, issuers, brokers, or dealers. The 
Exchange also believes that the proposed rule changes are consistent 
with Section 6(b)(1) of the Act,\6\ in that they enable the Exchange to 
be so organized as to have the capacity to be able to carry out the 
purposes of the Act and to comply, and to enforce compliance by its 
Exchange Participants and persons associated with its Exchange 
Participants, with the provisions of the Act, the rules and regulations 
thereunder, and the rules of the Exchange.
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    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(5).
    \6\ 15 U.S.C. 78f(b)(1).
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    The Exchange believes that the proposed changes to BOX Rule 7020 
would remove impediments to, and perfect the mechanisms of, a free and 
open market and a national market system and, in general, protect 
investors and the public interest, and enable the Exchange to be so 
organized as to have the capacity to be able to carry out the purposes 
of the Act, because they would make BOX Rule 7020 more reflective of 
the process and procedure with respect to the exchange actions in 
emergency conditions which are practiced at all other exchanges in the 
industry.\7\ Further, the Exchange believe that bestowing authority in 
the Chief Executive Officer of the President (or his or her senior-
level designee)--rather than the BOX Board--is appropriate as their 
authority relates to the general charge and supervision of Exchange 
business. The Exchange believes that the responsibility and power to 
take action in emergency conditions bestowed upon the CEO or President 
is appropriate as it is more aligned with the scope of the CEO's and 
President's roles at the Exchange than the Board.
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    \7\ See Cboe Rule 5.23(d), NYSE Arca, Inc. (``NYSE Arca'') Rule 
7.1-O(d), and Miami International Securities Exchange LLC (``MIAX'') 
Rule 523.
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    Lastly, the Exchange again notes that a substantially similar rule 
currently exists at another exchange.\8\
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    \8\ See supra note 3.
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition not necessary or appropriate in 
furtherance of the purposes of the Act. In this regard and as indicated 
above, the Exchange notes that the proposed rule is substantially 
similar to a rule currently in place at another exchange. The Exchange 
does not believe that the proposed rule change imposes any burden on 
intramarket competition because it applies to all Participants and is 
not designed to address any competitive issue. Further, the Exchange 
does not believe that the proposed rule change will impose any burden 
on intermarket competition that is not necessary or appropriate in 
furtherance of the purposes of the Act because the rule change is not 
intended to address competitive issues but rather is concerned solely 
with the administration and functioning of the Exchange.

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

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

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

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \9\ and Rule 19b-4(f)(6) thereunder.\10\ 
Because the proposed rule change does not: (i) Significantly affect the 
protection of investors or the public interest; (ii) impose any 
significant burden on competition; and (iii) become operative prior to 
30 days from the date on which it was filed, or such shorter time as 
the Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act \11\ and Rule 19b-
4(f)(6)(iii) thereunder.\12\
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    \9\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \10\ 17 CFR 240.19b-4(f)(6).
    \11\ 15 U.S.C. 78s(b)(3)(A).
    \12\ 15 U.S.C. 78s(b)(3)(A)(iii). Rule 19b-4(f)(6)(iii) requires 
a self-regulatory organization to give the Commission written notice 
of its intent to file the proposed rule change at least five 
business days prior to the date of filing of the proposed rule 
change, or such shorter time as designated by the Commission. The 
Commission notes that the Exchange satisfied this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) \13\ normally 
does not become operative prior to 30 days after the date of filing. 
However, pursuant to Rule 19b-4(f)(6)(iii),\14\ the Commission may 
designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange has asked 
the Commission to waive the 30-day operative delay so that the proposal 
may become operative immediately upon filing. The Exchange's proposed 
rule is substantively similar to rules currently in place on other 
options exchanges and therefore raises no novel regulatory issues. 
Accordingly, the Commission waives the 30-day operative delay and 
designates the proposed rule change as operative upon filing with the 
Commission.\15\
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    \13\ 17 CFR 240.19b-4(f)(6).
    \14\ 17 CFR 240.19b-4(f)(6)(iii).
    \15\ For purposes only of waiving the operative delay for this 
proposal, the Commission has considered the proposed rule's impact 
on efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \16\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \16\ 15 U.S.C. 78s(b)(2)(B).
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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:

[[Page 77324]]

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-BOX-2020-36 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-BOX-2020-36. 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 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-BOX-2020-36 and should be submitted on 
or before December 22, 2020.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\17\
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    \17\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-26501 Filed 11-30-20; 8:45 am]
BILLING CODE 8011-01-P