[Federal Register Volume 86, Number 142 (Wednesday, July 28, 2021)]
[Notices]
[Pages 40671-40675]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-15994]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-92470; File No. SR-BX-2021-031]


Self-Regulatory Organizations; Nasdaq BX, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Amend Options 2 
at Section 4, Obligations of Market Makers and Lead Market Makers and 
Section 5, Market Maker Quotations

July 22, 2021.
    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 July 19, 2021, Nasdaq BX, Inc. (``BX'' or ``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 Exchange. The Commission is publishing this notice to 
solicit comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Options 2 at Section 4, Obligations 
of Market Makers and Lead Market Makers, and Section 5, Market Maker 
Quotations. The Exchange also proposes a technical amendment to Options 
1, Section 1, Definitions.
    The text of the proposed rule change is available on the Exchange's 
website at https://listingcenter.nasdaq.com/rulebook/bx/rules, at the 
principal office of the Exchange, and at the Commission's Public 
Reference Room.

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

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

[[Page 40672]]

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

1. Purpose
    The Exchange proposes to amend BX Options 2 at Section 4, 
Obligations of Market Makers and Lead Market Makers, and Section 5, 
Market Maker Quotations. Currently, the Exchange requires Market Makers 
\3\ and Lead Market Makers \4\ 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.\5\ Quotations must meet the legal 
quote width requirements specified in Options 2, Section 4(f)(4) and 
Options 2, Section 5(d)(2).\6\ On a daily basis, a Market Maker must 
make markets consistent with the applicable quoting requirements. 
Market Makers associated with the same Options Participant \7\ are 
collectively required to provide two-sided quotations in 60% of the 
cumulative number of seconds, or such higher percentage as BX may 
announce in advance, for which that Options Participant's assigned 
options series are open for trading.\8\ Notwithstanding the foregoing, 
a Market Maker is not required to make two-sided markets pursuant to 
Options 2, Section 5(d)(1) in any Quarterly Option Series, any adjusted 
option series,\9\ and any option series with an expiration of nine 
months or greater.\10\ Lead Market Makers associated with the same 
Options Participant, are collectively required to provide two-sided 
quotations in 90% of the cumulative number of seconds, or such higher 
percentage as BX may announce in advance, for which that Option 
Participant's assigned options series are open for trading. Lead Market 
Makers are required to make two-sided markets pursuant to Options 2, 
Section 5 in any Quarterly Option Series, any Adjusted Option Series, 
and any option series with an expiration of nine months or greater.\11\ 
Finally, a Directed Market Maker is subject to the requirements within 
Options 2, Section 10(a)(3)(A).\12\
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    \3\ The term ``BX Options Market Maker'' or ``Options Market 
Maker'' means an Options Participant registered with the Exchange 
for the purpose of making markets in options contracts traded on the 
Exchange and that is vested with the rights and responsibilities 
specified in Options 2 of these Rules. See Options 1, Section 
1(a)(10).
    \4\ Approved BX Options Market Makers may become Lead Market 
Makers. Only one Lead Market Maker may be allocated to an options 
class. See Options 2, Section 3(A).
    \5\ Options 2, Section 4(j) and Options 2, Section 5(d)(1).
    \6\ Options 2, Section 4(f)(4) and Options 2, Section 5(d)(2) 
describe the required bid/ask differentials for Lead Market Makers 
and Market Makers, respectively.
    \7\ The term ``Options Participant'' or ``Participant'' mean a 
firm, or organization that is registered with the Exchange pursuant 
to Options 2A of these Rules for purposes of participating in 
options trading on BX Options as a ``BX Options Order Entry Firm'' 
or ``BX Options Market Maker.'' See Options 1, Section 1(a)(40).
    \8\ Options 2, Section 5(d)(1)(A).
    \9\ An adjusted option series is 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 (``Adjusted Options Series''). See Options 2, Section 
4(j)(1)(a) and Options 2, Section 5(d)(1)(A)(i).
    \10\ Options 2, Section 4(j)(1) and Options 2, Section 
5(d)(1)(A).
    \11\ Options 2, Section 4(j)(1).
    \12\ Directed Market Makers, associated with the same Options 
Participant, are collectively required to provide two-sided 
quotations in 90% of the cumulative number of seconds, or such 
higher percentage as BX may announce in advance, for which that 
Options Participant's assigned options series are open for trading. 
An Options Participant shall be considered directed in all assigned 
options once the Options Participant receives a Directed Order in 
any option in which they are assigned and shall be considered a 
Directed Market Maker until such time as an Options Participant 
notifies the Exchange that they are no longer directed. 
Notwithstanding the foregoing, an Options Participant shall not be 
required to make two-sided markets in any Quarterly Option Series, 
any Adjusted Option Series, and any option series with an expiration 
of nine months or greater. Notwithstanding the obligations specified 
herein, a Directed Market Maker may still receive a participation 
entitlement in such series if it elects to quote in any Quarterly 
Option Series, any Adjusted Option Series, and any option series 
with an expiration of nine months or greater series and otherwise 
satisfies the requirements of Options 3, Section 10.
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    An Options Participant is required to meet each market making 
obligation separately.\13\ Currently, Options 2, Section 5(d)(1) 
states, ``A Market Maker who is also the Lead Market Maker, pursuant to 
Options 2, Section 4, will be held to the Lead Market Maker obligations 
in options series in which the Lead Market Maker is assigned and will 
be held to Market Maker obligations in all other options series where 
assigned. A Market Maker who receives a Directed Order, as described in 
Options 3, Section 10, shall be held to the standard of a Directed 
Market Maker as described in Options 2, Section 10.'' Also, Options 2, 
Section 4(j), applicable to Lead Market Makers, provides, ``A Market 
Maker who is also the Lead Market Maker, pursuant to Options 2, Section 
4, will be held to the Lead Market Maker obligations in options series 
in which the Lead Market Maker is assigned and will be held to Market 
Maker obligations in all other options series where assigned pursuant 
to Options 2, Section 5(d).''
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    \13\ See Options 2, Section 5(d)(1). Today, the Exchange 
aggregates all quotes submitted through the Specialized Quote Feed 
interface from the Participant, regardless of whether the quote was 
submitted by the Participant in its capacity as Lead Market Maker or 
Market Maker.
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    Today, the Exchange calculates whether a Participant that is 
assigned in an options series as both a Lead Market Maker and a Market 
Maker has met its quoting obligations as Lead Market Maker and Market 
Maker, respectively, by aggregating all quotes submitted through the 
Specialized Quote Feed \14\ interface from the Participant, whether the 
quote was submitted by the Participant in its capacity as Lead Market 
Maker or Market Maker.
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    \14\ ``Specialized Quote Feed'' or ``SQF'' is an interface that 
allows Market Makers to connect, send, and receive messages related 
to quotes, Immediate-or-Cancel Orders, and auction responses into 
and from the Exchange. Features include the following: (1) Options 
symbol directory messages (e.g., underlying instruments); (2) system 
event messages (e.g., start of trading hours messages and start of 
opening); (3) trading action messages (e.g., halts and resumes); (4) 
execution messages; (5) quote messages; (6) Immediate-or-Cancel 
Order messages; (7) risk protection triggers and purge 
notifications; (8) opening imbalance messages; (9) auction 
notifications; and (10) auction responses. The SQF Purge Interface 
only receives and notifies of purge requests from the Market Maker. 
Market Makers may only enter interest into SQF in their assigned 
options series. See Options 3, Section 7(e)(1)(B).
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    The Exchange proposes to amend its calculation to only consider 
quotes submitted through the Specialized Quote Feed interface utilizing 
badges \15\ and options series \16\ assigned to a Lead Market Maker 
when calculating whether a Participant acting as a Lead Market Maker 
has satisfied the requirements to provide two-sided quotations in 90% 
of the cumulative number of seconds, or such higher percentage as BX 
may announce for which that Participant's assigned options series are 
open for trading. Similarly, the Exchange proposes to only consider 
quotes submitted through the Specialized Quote Feed interface utilizing 
badges and options series assigned to a Market Maker when calculating 
whether a Participant acting as a Market Maker has satisfied the 
requirements to provide two-sided quotations in 60% of the cumulative 
number of seconds, or such higher percentage as BX may announce for 
which that Participant's assigned options series are open for trading. 
With this proposed change, an Options Participant that is a Market 
Maker in an options series where the Options Participant is also 
assigned as the Lead Market Maker, pursuant to Options 2, Section 4, in 
an options series will be

[[Page 40673]]

held to both the Lead Market Maker and Market Maker obligations, 
pursuant to Options 2, Section 5(d), separately, in that options 
series. The Exchange will consider whether an Options Participant, 
acting as both Lead Market Maker and Market Maker in an assigned 
options series, has complied with each requirement by only considering 
quotes in the respective badges.
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    \15\ The term ``badge'' means an account number, which may 
contain letters and/or numbers, assigned to BX Market Makers. A BX 
Market Maker account may be associated with multiple badges. See 
Options 1, Section 1(a)(6).
    \16\ BX currently utilizes a badge with an associated options 
series to designate a Lead Market Maker assigned in an options 
series and a badge with an associated options series to designate a 
Market Maker assigned in an option series.
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    By way of example,
    Current Quoting obligation methodology:
    Lead Market Maker firm 123 is assigned five badges: 123A, 123B, 
123C, 123D and 123E.
    Badge 123A is designated the Lead Market Maker badge and badge 
123B-E are designated as Market Maker badges.
    Today, all quoting activity from all 5 badges is aggregated in 
determining if Firm 123 complied with the requirement to provide two-
sided quotations in 90% of the cumulative number of seconds for which 
that Participant's assigned options series are open for trading. The 
higher of the two obligations is required today.
    Proposed Quoting obligation methodology:
    Lead Market Maker firm 123 is assigned five badges: 123A, 123B, 
123C, 123D and 123E.
    Badge 123A is designated the Lead Market Maker badge and badge 
123B-E are designated as Market Maker badges.
    As proposed only quoting activity from badge 123A (and excluding 
badges 123B-E) would be counted toward the requirement to provide two-
sided quotations in 90% of the cumulative number of seconds for which 
that Participant's assigned options series are open for trading.
    All other badges (123B-E), excluding badge 123A, would be counted 
toward the requirement to provide two-sided quotations in 60% of the 
cumulative number of seconds for which that Participant's assigned 
options series are open for trading.
    An Options Participant may have only one Lead Market Maker badge 
per option series.
    The below example explains how the Exchange aggregates quotes from 
Lead Market Makers, in their assigned options series, to determine 
compliance with quoting requirements, which will not be changing 
pursuant to this proposal. The same calculation applies to quotes from 
Market Makers in their assigned options series.
    Under the proposal, and as is the case today, by way of example, 
assume Lead Market Maker Firm ABC is assigned in five symbols across 2 
different badges:
    Badge 123A and B is assigned in symbols QQQ and SPY, respectively.
    Badge 124A, B and C is assigned in symbols IBM, GM, and MSFT, 
respectively.
    Quotes submitted through the Specialized Quote Feed interface from 
the Firm ABC's Lead Market Maker badges from all 5 symbols will be 
counted in determining compliance with Firm ABC's requirement to 
provide two-sided quotations in 90% of the cumulative number of seconds 
for which Firm ABC's assigned options series are open for trading.
    If Firm ABC Lead Market Maker badge 123A quotes symbol QQQ at 95% 
and badge 123B quotes symbol SPY at 90% and Firm ABC Lead Market Maker 
badge 124A quotes IBM at 85%, badge 124B quotes GM at 95%, and badge 
124C quotes MSFT at 90% then Firm ABC will have met its requirement to 
provide two-sided quotations in 90% of the cumulative number of seconds 
for which Firm ABC's assigned options series are open for trading 
because the percentage across the 5 symbols is 91%.
Technical Amendments
    The Exchange proposes a technical amendment to Options 1, Section 
1, Definitions. Specifically, the Exchange proposes to amend Options 1, 
Section 1(a)(10) which contains the term ``BX Options Market Maker'' or 
``Options Market Maker.'' The Exchange proposes to amend the term 
``mean'' to ``means.''
    Also, the Exchange proposes to amend Options 2, Section 4(j) to 
correct an inaccurate citation to Options 2, Section 4 subsection 
(f)(4)-(6). Subsections (f)(5) and (6) do not exist. The Exchange 
proposes to amend the citation to Options 2, Section 4 subsection 
(f)(4) which contains intra-day bid/ask differentials.
Implementation
    The Exchange proposes to implement this rule change on August 2, 
2021. The Exchange has issued an Options Regulatory Alert notifying 
Options Participants of this change.\17\
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    \17\ See Options Regulatory Alert 2021-36.
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\18\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\19\ in particular, in that it is designed to 
promote just and equitable principles of trade and to protect investors 
and the public interest by requiring Lead Market Makers and Market 
Makers to separately meet quoting requirements as both a Lead Market 
Maker and Market Maker respectively, when the Options Participant is 
assigned in both roles in an options series.
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    \18\ 15 U.S.C. 78f(b).
    \19\ 15 U.S.C. 78f(b)(5).
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    The Exchange's proposal to separately calculate Market Maker and 
Lead Market Maker quoting obligations where the Participant is assigned 
as both Lead Market Maker and Market Maker in an options series is 
consistent with the Act. Specifically, the Exchange's proposal would 
only consider quotes submitted through the Specialized Quote Feed 
interface utilizing badges and options series assigned to a Lead Market 
Maker when calculating whether a Participant acting as a Lead Market 
Maker has satisfied the requirements to provide two-sided quotations in 
90% of the cumulative number of seconds, or such higher percentage as 
BX may announce for which that Participant's assigned options series 
are open for trading. Similarly, the Exchange's proposal would only 
consider quotes submitted through the Specialized Quote Feed interface 
utilizing badges and option series assigned to a Market Maker when 
calculating whether a Participant acting as a Market Maker has 
satisfied the requirements to provide two-sided quotations in 60% of 
the cumulative number of seconds, or such higher percentage as BX may 
announce for which that Participant's assigned options series are open 
for trading.
    The proposed change for calculating the Lead Market Maker 
requirement separate from the Market Maker requirement, where a 
Participant is assigned in both roles in an options series, would 
ensure that the Participant quotes the requisite number of seconds in 
an assigned options series, when acting as both Lead Market Maker and 
Market Maker. This would ensure that an Options Participant adds the 
requisite amount of liquidity in that assigned options series in 
exchange for certain benefits offered by the Exchange to the Options 
Participant, such as enhanced Lead Market Maker allocation \20\ and 
favorable pricing,\21\ in addition to the Options Participant 
fulfilling other market making obligations specified in Options 2, 
Section 4(a) and (b).\22\
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    \20\ See Options 3, Section 10(a)(1)(C)(1)(b) and Options 3, 
Section 10(a)(1)(C)(2)(ii).
    \21\ See Options 7, Pricing Schedule.
    \22\ In registering as a Market Maker, an Options Participant 
commits himself to various obligations. Transactions of a Market 
Maker in its market making capacity must constitute a course of 
dealings reasonably calculated to contribute to the maintenance of a 
fair and orderly market, and Market Makers should not make bids or 
offers or enter into transactions that are inconsistent with such 
course of dealings. Ordinarily, Market Makers are expected to: (1) 
During trading hours, a Market Maker must maintain a two-sided 
market, pursuant to Section 5(d)(1) of Options 2, in those options 
in which the Market Maker is registered to trade, in a manner that 
enhances the depth, liquidity and competitiveness of the market. (2) 
Engage, to a reasonable degree under the existing circumstances, in 
dealings for their own accounts when there exists, or it is 
reasonably anticipated 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 the 
price relationships between option contracts of the same class. (3) 
Compete with other Market Makers in all options in which the Market 
Maker is registered to trade. (4) Make markets that will be honored 
for the number of contracts entered into BX Options' System in all 
options in which the Market Maker is registered to trade. (5) Update 
quotations in response to changed market conditions in all options 
in which the Market Maker is registered to trade. (6) Maintain 
active markets in all options in which the Market Maker is 
registered. (7) Honor all orders that the Trading System routes to 
away markets pursuant to Options 5 of these Rules. Options Market 
Makers should not effect purchases or sales on BX Options except in 
a reasonable and orderly manner. See Options 2, Section 4(a) and 
(b).

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[[Page 40674]]

Technical Amendments
    The Exchange's proposal to amend Options 1, Section 1(a)(10), which 
contains the term ``BX Options Market Maker'' or ``Options Market 
Maker,'' to amend the term ``mean'' to ``means'' is a non-substantive 
amendment. Also, the Exchange's proposal to amend Options 2, Section 
4(j) to correct an inaccurate citation is a non-substantive amendment. 
Correcting these technical amendments will bring greater clarity to 
BX's Rules.

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. Rather, the proposal would 
ensure that Options Participants that are assigned in an options series 
as both the Lead Market Maker and Market Maker, respectively, are 
meeting the same quoting obligations as other Options Participants who 
are assigned solely as either the Lead Market Maker or Market Maker in 
an option series. Also, this proposal would ensure that an Options 
Participant quotes the requisite number of seconds in an assigned 
options series, when acting as both Lead Market Maker and Market Maker, 
respectively, thereby adding the requisite amount of liquidity in 
exchange for certain benefits provided by the Exchange such as enhanced 
Lead Market Maker allocation \23\ and favorable pricing,\24\ in 
addition to fulfilling its other market making obligations specified in 
Options 2, Section 4(a) and (b).\25\
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    \23\ See note 20 above.
    \24\ See note 21 above.
    \25\ See note 22 above.
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Technical Amendments
    The Exchange's proposal to amend Options 1, Section 1(a)(10), which 
contains the term ``BX Options Market Maker'' or ``Options Market 
Maker,'' to amend the term ``mean'' to ``means'' is a non-substantive 
amendment. Also, the Exchange's proposal to amend Options 2, Section 
4(j) to correct an inaccurate citation is a non-substantive amendment. 
Amending these rules does not impose an undue burden on competition 
because the corrections will bring greater clarity to BX's Rules.

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

    No written comments were either solicited or received.

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

    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 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 \26\ and Rule 19b-4(f)(6) thereunder.\27\
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    \26\ 15 U.S.C. 78s(b)(3)(A).
    \27\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires the Exchange to give the Commission written notice of its 
intent to file the proposed rule change, along with a brief 
description and text of 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 
Exchange has satisfied this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) \28\ normally 
does not become operative for 30 days after the date of filing. 
However, pursuant to Rule 19b-4(f)(6)(iii),\29\ 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 upon filing. Waiving the operative delay will 
allow the Exchange to amend, without delay, its rules regarding Market 
Maker quoting obligations to ensure that member organizations assigned 
in an options series as both the Lead Market Maker and Market Maker 
would have the same quoting obligations as member organizations who are 
assigned solely as either Lead Market Maker or Market Maker in an 
option series. In addition, such waiver will permit technical 
amendments, which bring greater clarity to BX's rules, to be effective 
without undue delay. The Commission believes that waiving the 30-day 
operative delay is consistent with the protection of investors and the 
public interest and hereby designates the proposed rule change to be 
operative upon filing.\30\
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    \28\ 17 CFR 240.19b-4(f)(6).
    \29\ 17 CFR 240.19b-4(f)(6)(iii).
    \30\ For purposes only of waiving the 30-day operative delay, 
the Commission has also 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 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.

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-BX-2021-031 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-BX-2021-031. 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

[[Page 40675]]

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 20549-1090, 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-BX-2021-031 and should be 
submitted on or before August 18, 2021.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\31\
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    \31\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-15994 Filed 7-27-21; 8:45 am]
BILLING CODE 8011-01-P