[Federal Register Volume 87, Number 25 (Monday, February 7, 2022)]
[Notices]
[Pages 6921-6925]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-02431]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-94120; File No. SR-GEMX-2022-04]


Self-Regulatory Organizations; Nasdaq GEMX, LLC; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Update the 
Obvious Error Rule

February 1, 2022.
    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 January 26, 2022, Nasdaq GEMX, LLC (``GEMX'' or ``Exchange'') filed 
with the Securities and Exchange Commission (``SEC'' or ``Commission'') 
the proposed rule change as described in Items I, II, and III, 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 3, Section 20 (Nullification 
and Adjustment of Options Transactions including Obvious Errors).
    The text of the proposed rule change is available on the Exchange's 
website at https://listingcenter.nasdaq.com/rulebook/gemx/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.

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

1. Purpose
    The purpose of this proposed rule change is to amend Options 3, 
Section 20 (Nullification and Adjustment of

[[Page 6922]]

Options Transactions including Obvious Errors) to improve the operation 
of the Rule. Following discussions with other exchanges and a cross-
section of industry participants and in coordination with the Listed 
Options Market Structure Working Group (``LOMSWG'') (collectively, the 
``Industry Working Group''), the Exchange proposes: (1) To amend 
section (b)(3) of the Rule to permit the Exchange to determine the 
Theoretical Price of a Customer option transaction in a wide market so 
long as a narrow market exists at any point during the 10-second period 
after an opening or re-opening; and (2) to amend section (c)(4)(B) of 
the Rule to adjust, rather than nullify, Customer transactions in 
Obvious Error situations, provided the adjustment does not violate the 
limit price. The foregoing changes are based on the recently amended 
rules of NYSE Arca, Inc. (``Arca'').\3\ Each change is discussed in 
detail below.
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    \3\ See Arca Rule 6.87-O. See also Securities Exchange Act 
Release No. 93818 (December 17, 2021), 86 FR 73009 (December 23, 
2021) (SR-NYSEArca-2021-91) (Order Approving a Proposed Rule Change 
to Amend Rule 6.87-O).
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Proposed Change to Section (b)(3)
    Options 3, Section 20 has been part of various harmonization 
efforts by the Industry Working Group.\4\ These efforts have often 
centered around the Theoretical Price for which an options transaction 
should be compared to determine whether an Obvious Error has occurred. 
For instance, all options exchanges have adopted language comparable to 
Supplementary Material .04,\5\ which explains how an exchange is to 
determine Theoretical Price at the open, when there are no valid 
quotes, and when there is a wide quote. This includes at times the use 
of a singular third-party vendor, known as a TP Provider (currently 
CBOE Livevol, LLC).
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    \4\ See, e.g., Securities Exchange Act Release No. 74897 (May 7, 
2015), 80 FR 27415 (May 13, 2015) (SR-ISEGemini-2015-11).
    \5\ See, e.g., Securities Exchange Act Release No. 81354 (August 
8, 2017), 82 FR 37958 (August 14, 2017) (SR-GEMX-2017-36).
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    Similarly, section (b)(3) of Options 3, Section 20 was previously 
harmonized across all options exchanges to handle situations where 
executions occur in markets that are wide (as set forth in the 
rule).\6\ Under that section, the Exchange determines the Theoretical 
Price if the NBBO for the subject series is wide immediately before 
execution and a narrow market (as set forth in the rule) existed 
``during the 10 seconds prior to the transaction.'' The rule goes on to 
clarify that, should there be no narrow quotes ``during the 10 seconds 
prior to the transaction,'' the Theoretical Price for the affected 
series is the NBBO that existed at the time of execution (regardless of 
its width).
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    \6\ See, e.g., Securities Exchange Act Release No. 74897 (May 7, 
2015), 80 FR 27415 (May 13, 2015) (SR-ISEGemini-2015-11).
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    In recent discussions, the Industry Working Group has identified 
proposed changes to section (b)(3) of Options 3, Section 20 that would 
improve the Rule's functioning. Currently, section (b)(3) does not 
permit the Exchange to determine the Theoretical Price unless there is 
a narrow quote 10 seconds prior to the transaction. However, in the 
first seconds of trading, there is no 10-second period ``prior to the 
transaction.'' Further, the Industry Working Group has observed that 
prices in certain series can be disjointed at the start of trading. 
Accordingly, the Exchange proposes to provide additional protections to 
trading in certain circumstances immediately after the opening before 
liquidity has had a chance to enter the market. The Exchange proposes 
to amend section (b)(3) to allow the Exchange to determine the 
Theoretical Price in a wide market so long as a narrow market exists at 
any point during the 10-second period after an opening or reopening.
    Specifically, the Exchange proposes that the existing text of 
section (b)(3) would become sub-section (A). The Exchange proposes to 
add the following heading and text as sub-section (B):

    (B) Customer Transactions Occurring Within 10 Seconds or Less 
After an Opening or Re-Opening:
    (i) The Exchange will determine the Theoretical Price if the 
bid/ask differential of the NBB and NBO for the affected series just 
prior to the Customer's erroneous transaction was equal to or 
greater than the Minimum Amount set forth in paragraph (A) above and 
there was a bid/ask differential less than the Minimum Amount during 
the 10 seconds prior to the transaction.
    (ii) If there was no bid/ask differential less than the Minimum 
Amount during the 10 seconds prior to the transaction, then the 
Exchange will determine the Theoretical Price if the bid/ask 
differential of the NBB and NBO for the affected series just prior 
to the Customer's erroneous transaction was equal to or greater than 
the Minimum Amount set forth in paragraph (A) above and there was a 
bid/ask differential less than the Minimum Amount anytime during the 
10 seconds after an opening or re-opening.
    (iii) If there was no bid/ask differential less than the Minimum 
Amount during the 10 seconds following an Opening or Re-Opening, 
then the Theoretical Price of an option series is the last NBB or 
NBO just prior to the Customer transaction in question, as set forth 
in paragraph (b) above.
    (iv) Customer transactions occurring more than 10 seconds after 
an opening or re-opening are subject to paragraph (A) above.

    The following examples illustrate the functioning of the proposed 
rule change. Consider that the NBBO of a series opens as $0.01 at 
$4.00. A marketable limit order to buy one contract arrives one second 
later and is executed at $4.00. In the third second of trading, the 
NBBO narrows from $0.01 at $4.00 to $2.00 at $2.10. While the execution 
occurred in a market with wide widths, there was no tight market within 
the 10 seconds prior to execution. Accordingly, under the current rule, 
the trade would not qualify for obvious error review, in part due to 
the fact that there was only a single second of trading before the 
execution. Under the proposal, since a tight market existed at some 
point in the first 10 seconds of trading (i.e., in the third second), 
the Exchange would be able to determine the Theoretical Price as 
provided in Supplementary Material .04.
    As another example, the NBBO for a series opens as $0.01 at $4.00. 
In the seventh second of trading, a marketable limit order is received 
to buy one contract and is executed at $4.00. Five seconds later (i.e., 
in the twelfth second of trading), the NBBO narrows from $0.01 at $4.00 
to $2.00 at $2.10. While the execution occurred in a market with wide 
widths, there was no tight market within 10 seconds prior to execution. 
Accordingly, under the current rule, the trade would not qualify for 
obvious error review. Under the proposal, since no tight market existed 
at any point during the first 10 seconds of trading (i.e., the narrow 
market occurred in the twelfth second), the trade would not qualify for 
obvious error review.
    The proposed rule change would also better harmonize section (b)(3) 
with section (b)(1) of the Rule. Under section (b)(1), the Exchange is 
permitted to determine the Theoretical Price for transactions occurring 
as part of the opening rotation (as defined in Options 3, Section 8) if 
there is no NBB or NBO for the affected series just prior to the 
erroneous transaction. However, under the current version of section 
(b)(3), a transaction during regular trading hours could occur in the 
same wide market but the Exchange would not be permitted to determine 
the Theoretical Price. Consider an example where one second after the 
Exchange opens a selected series, the NBBO is $1.00 at $5.00. At 
9:30:03, a customer submits a marketable buy order to the Exchange and 
pays $5.00. At 9:30:03, a different exchange runs an opening auction 
that results in a customer paying $5.00 for the same selected series. 
At 9:30:06, the NBBO changes from $1.00 at $5.00 to $1.35 at $1.45. 
Under the current version of section (b)(3), the Exchange

[[Page 6923]]

would not be able to determine the Theoretical Price for the trade 
occurring during regular trading hours. However, the trade on the other 
exchange could be submitted for review under (b)(1) and that exchange 
would be able to determine the Theoretical Price. If the proposed 
change to section (b)(3) were approved, both of the trades occurring at 
9:30:03 (on the Exchange during regular trading and on another exchange 
via auction) would also be entitled to the same review regarding the 
same Theoretical Price based upon the same time.
    The proposal would not change any obvious error review beyond the 
first 10 seconds of an opening or re-opening.
Proposed Change to Section (c)(4)(B)
    The Exchange proposes to amend section (c)(4)(B)--the ``Adjust or 
Bust'' rule for Customer transactions in Obvious Error situations--to 
adjust rather than nullify such orders, provided the adjustment does 
not violate the Customer's limit price. Currently, the Rule provides 
that in Obvious Error situations, transactions involving non-Customers 
should be adjusted, while transactions involving Customers are 
nullified, unless a certain condition applies.\7\ The Industry Working 
Group has concluded that the treatment of these transactions should be 
harmonized under the Rule, such that transactions involving Customers 
may benefit from adjustment, just as non-Customer transactions 
currently do, except where such adjustment would violate the Customer's 
limit price; in that instance, the trade would be nullified.
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    \7\ Specifically, the current Rule provides at section (c)(4)(C) 
that if a Member has 200 or more Customer transactions under review 
concurrently and the orders resulting in such transactions were 
submitted during the course of 2 minutes or less, where at least one 
party to the Obvious Error is a non-Customer, then the Exchange will 
apply the non-Customer adjustment criteria found in section 
(c)(4)(A).
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    Specifically, the Exchange proposes to amend the text of section 
(c)(4)(B) to add that where at least one party to the Obvious Error is 
a Customer, ``the execution price of the transaction will be adjusted 
by the Official pursuant to the table immediately above. Any Customer 
Obvious Error exceeding 50 contracts will be subject to the Size 
Adjustment Modifier defined in sub-paragraph (a)(4) above. However, if 
such adjustment(s) would result in an execution price higher (for buy 
transactions) or lower (for sell transactions) than the Customer's 
limit price,'' the trade will be nullified. The ``table immediately 
above'' referenced in the proposed text refers to the table at current 
Section (c)(4)(A), which provides for the adjustment of prices a 
specified amount away from the Theoretical Price, rather than adjusting 
the Theoretical Price.
Implementation Date
    The proposed rule change will become operative no sooner than six 
months following the approval of the Arca proposal to coincide with 
implementation on other options exchanges.\8\ The Exchange will 
announce the effective date of the proposed changes in an alert 
distributed to all Members.
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    \8\ See supra note 3.
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\9\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\10\ in particular, in that it is designed to 
promote just and equitable principles of trade, to remove impediments 
to and perfect the mechanism of a free and open market and a national 
market system, and, in general to protect investors and the public 
interest and because it is not designed to permit unfair discrimination 
between customers, issuers, brokers, or dealers.
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    \9\ 15 U.S.C. 78f(b).
    \10\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes that the proposed change to section (b)(3) of 
the Rule would remove impediments to and perfect the mechanism of a 
free and open market and a national market system, and, in general, 
protect investors and the public interest because it provides a method 
for addressing Obvious Error Customer transactions that occur in a wide 
market at the opening of trading. Generally, a wide market is an 
indication of a lack of liquidity in the market such that the market is 
unreliable. Current section (b)(3) recognizes that a persistently wide 
quote (i.e., more than 10 seconds) should be considered the reliable 
market regardless of its width, but does not address transactions that 
occur in a wide market in the first seconds of trading, where there is 
no preceding 10-second period to reference. Accordingly, in the first 
10 seconds of trading, there is no opportunity for a wide quote to have 
persisted for a sufficiently lengthy period such that the market should 
consider it a reliable market for the purposes of determining an 
Obvious Error transaction.
    The proposed change would rectify this disparity and permit the 
Exchange to consider whether a narrow quote is present at any time 
during the 10-second period after an opening or re-opening. The 
presence of such a narrow quote would indicate that the market has 
gained sufficient liquidity and that the previous wide market was 
unreliable, such that it would be appropriate for the Exchange to 
determine the Theoretical Price of an Obvious Error transaction. In 
this way, the proposed rule harmonizes the treatment of Customer 
transactions that execute in an unreliable market at any point of the 
trading day, by making them uniformly subject to Exchange determination 
of the Theoretical Price.
    The Exchange believes that the proposed change to section (c)(4)(B) 
of the Rule would remove impediments to and perfect the mechanism of a 
free and open market and a national market system and enhance the 
protection of investors by harmonizing the treatment of non-Customer 
transactions and Customer transactions under the Rule. Under the 
current Rule, Obvious Error situations involving non-Customer 
transactions are adjusted, while those involving Customer transactions 
are generally nullified, unless they meet the additional requirements 
of section (c)(4)(C) (i.e., where a Member has 200 or more Customer 
transactions under review concurrently and the orders resulting in such 
transactions were submitted during the course of 2 minutes or less). 
The proposal would harmonize the treatment of non-Customer and Customer 
transactions by providing for the adjustment of all such transactions, 
except where such adjustment would violate the Customer's limit price.
    When it proposed the current rule in 2015, the Exchange believed 
there were sound reasons for treating non-Customer transactions and 
Customer transactions differently. At the time, the Exchange stated its 
belief that ``Customers are not necessarily immersed in the day-to-day 
trading of the markets, are less likely to be watching trading activity 
in a particular option throughout the day, and may have limited funds 
in their trading accounts,'' and that nullifying Obvious Error 
transactions involving Customers would give Customers ``greater 
protections'' than adjusting such transactions by eliminating the 
possibility that a Customer's order will be adjusted to a significantly 
different price. The Exchange also noted its belief that ``Customers 
are . . . less likely to have engaged in significant hedging or other 
trading activity based on earlier transactions, and thus, are less in 
need

[[Page 6924]]

of maintaining a position at an adjusted price than non-Customers.\11\
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    \11\ See Securities Exchange Act Release No. 74897 (May 7, 
2015), 80 FR 27415 (May 13, 2015) (SR-ISEGemini-2015-11).
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    Those assumptions about Customer trading and hedging activity no 
longer hold. The Exchange and the Industry Working Group believe that 
over the course of the last five years, Customers that use options have 
become more sophisticated, as retail broker-dealers have enhanced the 
trading tools available. Pursuant to OCC data, volumes clearing in the 
Customer range have expanded from 12,022,163 ADV in 2015 to 35,081,130 
ADV in 2021. This increase in trading activity underscores the greater 
understanding of options by Customers as a trading tool and its use in 
the markets. Customers who trade options today largely are more 
educated, have better trading tools, and have better access to 
financial news than any time prior.\12\ The proposed rule would extend 
the hedging protections currently enjoyed by non-Customers to 
Customers, by allowing them to maintain an option position at an 
adjusted price, which would in turn prevent a cascading effect by 
maintaining the hedge relationship between the option transaction and 
any other transactions in a related security.
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    \12\ See ``Retail Traders Adopt Options En Masse'' by Dan Raju, 
available at https://www.nasdaq.com/articles/retail-traders-adopt-options-en-masse-2020-12-08.
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    The Exchange believes that extending such hedging protections to 
Customer transactions would remove impediments to and perfect the 
mechanism of a free and open market and a national market system and 
enhance the protection of investors by providing greater certainty of 
execution for all participants to options transactions. Under the 
current Rule, a Customer that believes its transaction was executed 
pursuant to an Obvious Error may be disincentivized from submitting the 
transaction for review, since during the review process, the Customer 
would be uncertain whether the trade would be nullified, and if so, 
whether market conditions would still permit the opportunity to execute 
a related order at a better price after the nullification ruling is 
finalized. In contrast, under the proposed rule, the Customer would 
know that the only likely outcomes of submitting a trade to Obvious 
Error review would be that the trade would stand or be re-executed at a 
better price; the trade would only be nullified if the adjustment would 
violate the order's limit. Similarly, under the current Rule, during 
the review period, a market maker who traded contra to the Customer 
would be uncertain if it should retain any position executed to hedge 
the original trade, or attempt to unwind it, possibly at a significant 
loss. Under the proposed rule change, this uncertainty is largely 
eliminated, and the question would be whether the already-executed and 
hedged trade would be adjusted to a better price for the Customer, or 
if it would stand as originally executed. In this way, the proposed 
rule enhances the protection of investors and removes impediments to 
and perfects the mechanism of a free and open market and a national 
market system.
    The proposed rule also addresses the concern the Exchange cited in 
its 2015 filing that adjusting, rather than nullifying, Customer 
transactions could lead to a Customer's order being adjusted to a 
significantly different price. To address that concern, the proposed 
rule would prevent Customer transactions from being adjusted to a price 
that violates the order's limit; if the adjustment would violate a 
Customer's limit, the trade would instead be nullified. The Exchange 
believes it is in the best interest of investors to expand the 
availability of adjustments to Customer transactions in all Obvious 
Error situations except where the adjustment would violate the 
Customer's limit price.
    Further, the Exchange believes that, with respect to such proposed 
adjustments to Customer transactions, it is appropriate to use the same 
form of adjustment as is currently in place with respect to non-
Customer transactions as laid out in the table in section (c)(4)(A). 
That is, the Exchange believes that it is appropriate to adjust to 
prices a specified amount away from the Theoretical Price rather than 
to adjust the Theoretical Price, even though the Exchange has 
determined a given trade to be erroneous in nature, because the parties 
in question should have had some expectation of execution at the price 
or prices submitted. Also, it is common that by the time it is 
determined that an Obvious Error has occurred, additional hedging and 
trading activity has already occurred based on the executions that 
previously happened. The Exchange believes that providing an adjustment 
to the Theoretical Price in all cases would not appropriately 
incentivize market participants to maintain appropriate controls to 
avoid potential errors, while adjusting to prices a specified amount 
away from the Theoretical Price would incentivize such behavior.
    The Exchange believes that the proposal is not designed to permit 
unfair discrimination between customers, issuers, brokers, or dealers. 
The proposed change to section (b)(3) would apply to all instances of a 
wide market occurring within the first 10 seconds of trading followed 
by a narrow market at any point in the subsequent 10-second period, 
regardless of the types of market participants involved in such 
transactions. The proposed change to section (c)(4)(B) would harmonize 
the treatment of Obvious Error transactions involving Customers and 
non-Customers, no matter what type of market participants those parties 
may be.
    For these reasons, the Exchange believes that the proposal is 
consistent with the Act.

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. The Exchange anticipates that 
the other options exchanges will adopt substantively similar proposals, 
such that there would be no burden on intermarket competition from the 
Exchange's proposal. Accordingly, the proposed change is not meant to 
affect competition among the options exchanges. For these reasons, the 
Exchange believes that the proposed rule change reflects this 
competitive environment and does not impose any undue burden on 
intermarket competition.

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 foregoing 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)(iii) of the Act \13\ and 
subparagraph (f)(6) of Rule 19b-4 thereunder.\14\
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    \13\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \14\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6) 
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 Exchange has satisfied this requirement.

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[[Page 6925]]

    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 shall institute proceedings to 
determine whether the proposed rule should be approved or disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-GEMX-2022-04 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-GEMX-2022-04. 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-GEMX-2022-04 
and should be submitted on or before February 28, 2022.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\15\
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    \15\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-02431 Filed 2-4-22; 8:45 am]
BILLING CODE 8011-01-P