[Federal Register Volume 88, Number 12 (Thursday, January 19, 2023)]
[Notices]
[Pages 3446-3448]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-00989]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-96662; File No. SR-CBOE-2023-004]


Self-Regulatory Organizations; Cboe Exchange, Inc.; Notice of 
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend 
Rule 5.6 Concerning All-or-None Orders With the Size of One Contract

January 13, 2023.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given 
that on January 5, 2023, Cboe Exchange, Inc. (the ``Exchange'' or 
``Cboe Options'') filed with the Securities and Exchange Commission 
(the ``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

Text of the Proposed Rule Change

    (a) Cboe Exchange, Inc. (the ``Exchange'' or ``Cboe Options'') 
proposes to amend Rule 5.6. The text of the proposed rule change is 
provided below.

(additions are italicized; deletions are [bracketed])
* * * * *
    Rules of Cboe Exchange, Inc.
* * * * *

Rule 5.6. Order Types, Order Instructions, and Times-in-Force

    (a)-(b) No change.
    (c) Order Instructions. An ``Order Instruction'' is a processing 
instruction a User may apply to an order (multiple instructions may 
apply to a single order), subject to the restrictions set forth in 
Rule 5.5(c) with respect to orders and bulk messages submitted 
through bulk ports and any other restrictions set forth in the 
Rules, when entering it into the System for electronic or open 
outcry processing and includes:

[[Page 3447]]

    All-or-None or AON
    An ``All-or-None'' or ``AON'' order is an order to be executed 
in its entirety or not at all. An AON order may be a market or limit 
order. Users may not designate an AON order as All Sessions or RTH 
and Curb.
    (1)-(6) No change.
    (7) The System disregards an AON instruction on an order with a 
size of one contract.
* * * * *
    The text of the proposed rule change is also available on the 
Exchange's website (http://www.cboe.com/AboutCBOE/CBOELegalRegulatoryHome.aspx), 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
    The Exchange proposes to amend Rule 5.6. Specifically, the proposed 
rule change codifies in new subparagraph (7) of the definition of an 
All-or-None (``AON'') order in Rule 5.6(c) that the System will 
disregard an AON instruction on an order with a size of one contract. 
An AON order is an order to be executed in its entirety or not at 
all.\3\ Any order for one contract (regardless of whether it has an AON 
instruction) may only be executed in its entirety or not at all, as the 
Exchange does not permit executions of partial contracts. Therefore, an 
AON instruction on such an order is unnecessary. If a market 
participant submits an order for one contract with an AON instruction, 
that order would execute in the same manner as an order for one 
contract without an AON instruction. However, in certain circumstances, 
the System handles orders with AON instructions differently than non-
AON orders. For example, pursuant to Rule 5.32(a)(3), AON orders are 
generally last in priority. Such provisions may prevent or delay 
executions of one-lot orders with AON instructions, despite the fact 
that they would otherwise execute in the same manner as one-lot orders 
without AON instructions. The Exchange believes it is appropriate to 
treat all one-lot orders (which are functionally like AON orders (as 
they can only execute in their entirety or not at all)) as non-AON 
orders so such orders that unnecessarily include an AON instruction, 
including AON orders from customers, do not lose otherwise lose 
priority.
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    \3\ Rule 5.6(c).
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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.\4\ Specifically, the 
Exchange believes the proposed rule change is consistent with the 
Section 6(b)(5) \5\ 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) \6\ requirement that the rules of an exchange not be 
designed to permit unfair discrimination between customers, issuers, 
brokers, or dealers.
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    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(5).
    \6\ Id.
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    The Exchange believes the proposed rule change will promote just 
and equitable principles of trade and remove impediments to and perfect 
the mechanism of a free and open market and a national market system, 
because the System will handle and prioritize all one-lot orders, which 
are functionally like AON orders (as they can only execute in their 
entirety or not at all), in the same manner. The Exchange believes it 
is equitable to treat all one-lot AON orders as non-AON orders so such 
orders do not lose priority despite inclusion of an instruction that 
has no practical impact on its execution. The Exchange believes the 
proposed rule change may benefit and protect market participants that 
submit one-lot orders with unnecessary AON instructions, as it may 
improve the priority (and possibly increase execution opportunities) of 
such orders. Additionally, because the proposed rule change codifies 
current System behavior, it adds transparency and clarity to the Rules, 
which ultimately benefits investors.

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 Exchange does not 
believe that the proposed rule change will impose any intramarket 
burden that is not necessary or appropriate in furtherance of the 
purposes of the Act because it applies to all orders for one contract 
with AON instructions in the same manner. Additionally, as described 
above, by disregarding an AON instruction on an order for one contract, 
the System handles and prioritizes all one-lot orders that may execute 
in their entirety or not at all (and thus all one-lot orders) in the 
same manner. The Exchange does not believe that the proposed rule 
change will impose any intermarket burden that is not necessary or 
appropriate in furtherance of the purposes of the Act because it only 
impacts how the System internally handles and prioritizes one-lot 
orders with AON instructions on the Exchange.

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: (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 \7\ and Rule 19b-
4(f)(6) thereunder.\8\
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    \7\ 15 U.S.C. 78s(b)(3)(A).
    \8\ 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 3448]]

    A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the 
Act normally does not become operative for 30 days after the date of 
its filing. However, Rule 19b-4(f)(6)(iii) \9\ permits the Commission 
to designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange requested 
that the Commission waive the 30-day operative delay so that the 
proposal may become operative immediately upon filing. The codification 
of the new System functionality to treat all one-lot AON orders as non-
AON orders, so that such orders do not lose priority, may benefit and 
protect investors sooner with the waiver of the operative delay. The 
Commission believes that waiver of the 30-day operative delay is 
consistent with the protection of investors and the public interest as 
the proposed rule change does not raise any new or novel issues. 
Accordingly, the Commission hereby waives the 30-day operative delay 
and designates the proposed rule change operative upon filing.\10\
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    \9\ 17 CFR 240.19b-4(f)(6)(iii).
    \10\ 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-CBOE-2023-004 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-CBOE-2023-004. 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-CBOE-2023-004 and should be submitted on 
or before February 9, 2023.
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    \11\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\11\
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-00989 Filed 1-18-23; 8:45 am]
BILLING CODE 8011-01-P