[Federal Register Volume 88, Number 226 (Monday, November 27, 2023)]
[Notices]
[Pages 82926-82929]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-26006]



[[Page 82926]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-98988; File No. SR-IEX-2023-13]


Self-Regulatory Organizations; Investors Exchange LLC; Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change To Introduce 
a New Post Only Order Parameter Instruction

November 20, 2023.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act''),\2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that on November 15, 2023, the Investors Exchange LLC (``IEX'' or 
the ``Exchange'') filed with the Securities and Exchange Commission 
(the ``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\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of the 
Substance of the Proposed Rule Change

    Pursuant to the provisions of Section 19(b)(1) under the Act,\4\ 
and Rule 19b-4 thereunder,\5\ the Exchange is filing with the 
Commission a proposed rule change to introduce a new Post Only order 
parameter instruction. The Exchange has designated this proposed rule 
change as ``non-controversial'' under Section 19(b)(3)(A) of the Act 
\6\ and provided the Commission with the notice required by Rule 19b-
4(f)(6) thereunder.\7\
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    \4\ 15 U.S.C. 78s(b)(1).
    \5\ 17 CFR 240.19b-4.
    \6\ 15 U.S.C. 78s(b)(3)(A).
    \7\ 17 CFR 240.19b-4.
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    The text of the proposed rule change is available at the Exchange's 
website at www.iextrading.com, 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 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 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The purpose of this proposed rule filing is to amend IEX Rule 
11.190 to introduce a new Post Only order parameter instruction.\8\ As 
proposed, a Post Only parameter instruction would be available for a 
displayable, non-routable order priced at or above $1.00 per share (a 
``Post Only order''). A Post Only order would not remove liquidity from 
the IEX Order Book \9\ except in specific circumstances as described 
below. The Post Only order is designed to incentivize the posting of 
displayed liquidity on the Exchange and to offer IEX Members \10\ 
greater determinism and flexibility in posting liquidity on the 
Exchange. IEX also proposes to introduce a new Trade Now \11\ order 
instruction, which would allow certain resting non-displayed orders 
(described below) to convert into an executable order that removes 
liquidity against an incoming Post Only order that would otherwise lock 
the resting order (a transaction in which the Post Only order would be 
the maker of liquidity and the Trade Now order would be the taker of 
liquidity). The Trade Now instruction, when paired with Post Only 
orders, is designed to encourage more executions of marketable orders 
at IEX. In addition, IEX proposes to make conforming edits to several 
order type definitions contained in IEX Rule 11.190 to specify which 
order types may be submitted as a Post Only order, and which order 
types will include the Trade Now instruction, either by default or 
optionally.
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    \8\ See Proposed IEX Rule 11.190(b)(20).
    \9\ See IEX Rule 1.160(p).
    \10\ See IEX Rule 1.160(s).
    \11\ See Proposed IEX Rule 11.190(b)(21).
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    IEX notes that every other national securities exchange that trades 
equities offers nearly identical post only order types \12\ and most 
also offer trade now functionality \13\ to their members. As proposed, 
IEX's Post Only order type is structured in a substantially similar 
manner, with minor differences (described below) limited to the orders 
for which the functionality is available rather than the manner in 
which is applied.\14\
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    \12\ See, e.g., Cboe BZX Exchange, Inc. (``BZX'') Rule 
11.9(c)(6); MEMX Rule 11.6(l)(2); NASDAQ Stock Market LLC 
(``Nasdaq'') Rule 4702(b)(4); MIAX Pearl Rule 2614(c); New York 
Stock Exchange (``NYSE'') Rule 7.31(e)(2).
    \13\ See, e.g., BZX Rule 11.9(c)(12); NYSE Rule 7.31(d)(2)(B); 
Nasdaq Rule 4703(m).
    \14\ See infra notes 20, 22.
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Post Only Orders
    As described in Proposed IEX Rule 11.190(b)(20), a Post Only order 
would be a displayed, non-routable limit \15\ or Discretionary Limit 
\16\ order that would not remove liquidity from the IEX Order Book 
other than in the following circumstances:
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    \15\ See IEX Rule 11.190(a)(1).
    \16\ See IEX Rule 11.190(b)(7).
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    First, a Post Only order will remove contra-side liquidity from the 
IEX Order Book if the value of such execution when removing liquidity 
equals or exceeds the value of such execution if the order instead 
posted to the IEX Order Book and subsequently provided liquidity, 
including the applicable fees charged or rebates provided (the ``Sum of 
Fees''). To determine at the time of a potential execution whether the 
Sum of Fees when removing liquidity equals or exceeds the value of such 
execution if the order instead posted to the IEX Order Book and 
subsequently provided liquidity, the Exchange will compare the price 
improvement (i.e., available execution price to trade on entry versus 
the limit price of the order) to the difference between the sum of the 
fees charged for such execution and the rebate that would be provided 
if the order posted to the IEX Order Book and subsequently provided 
liquidity.
    Post Only orders by default would be subject to display-price 
sliding as set forth in IEX Rule 11.190(h)(1), but the Member may 
provide an optional instruction to cancel any untraded quantity of a 
Post Only order that would otherwise be subject to display-price 
sliding. Thus, during Regular Market Hours, if the limit price of the 
Post Only order locked or crossed an order on the IEX Order Book, 
depending upon the Member's instructions, the Post Only order would 
either slide to a price one Minimum Price Variant (``MPV'') \17\ less 
aggressive than the current Protected Quotation,\18\ or be canceled 
back to the Member. This functionality is identical to that of several 
other equities exchanges.\19\
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    \17\ See IEX Rule 11.210.
    \18\ See IEX Rule 1.160(bb).
    \19\ See, e.g., BZX Rule 11.9(c)(6); MIAX Pearl Rule 
2614(c)(2)(A)(ii).
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    IEX is also proposing that Post Only orders must be at least a 
round or mixed lot sized order on entry and must be displayed. Because 
this proposal is designed to incentivize displayed liquidity in general 
and price discovery in particular, IEX believes that it is

[[Page 82927]]

appropriate to limit Post Only orders to those that could become 
Protected Quotations. IEX notes that although other exchanges allow 
Post Only orders to be non-displayed or to be displayed odd lot sized 
orders, until 2022, NYSE also did not allow non-displayed or displayed 
odd lot sized orders to use its post only functionality.\20\ 
Additionally, IEX is proposing to not allow reserve \21\ orders be Post 
Only orders. IEX notes that although other exchanges allow Post Only 
orders to be reserve orders, until recently, NYSE also did not allow 
reserve orders to use its post only functionality.\22\ IEX believes its 
proposal to not allow reserve orders to be Post Only orders is 
consistent with its proposal to not allow non-displayed orders to be 
Post Only orders, because reserve orders have both a displayed and non-
displayed portion. IEX also notes that because it charges the same 
amount for adding or removing non-displayed liquidity, the economic 
benefits of a Post Only order would not apply to a non-displayed order 
submitted to IEX.
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    \20\ See Securities Exchange Act Release No. 95209 (July 7, 
2022), 87 FR 41832, 41835 (July 13, 2022) (SR-NYSE-2022-25).
    \21\ See IEX Rule 11.190(b)(2).
    \22\ See Securities Exchange Act Release No. 98891 (November 8, 
2023), 88 FR 78407, 78408 (November 15, 2023) (SR-NYSE-2023-40).
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    Further, Proposed IEX Rule 11.190(b)(20) specifies that Post Only 
orders must have a time-in-force (``TIF'') of DAY, GTX, SYS, or GTT 
because they will only trade during Regular Market Hours, and that they 
may not be an Intermarket Sweep Order, both because they are non-
routable orders and because ISOs are meant to take liquidity resting on 
the Exchange and away markets while Post Only orders are designed to 
add displayed liquidity to IEX's Order Book.
    Finally, the Post Only order parameter instruction would not be 
operative for orders to buy or sell a security priced below $1.00 per 
share. Thus, such orders that include the Post Only order parameter 
instruction would function in the same manner as regular displayed 
limit orders or D-Limit orders; they would remove contra-side liquidity 
from the IEX Order Book on entry without consideration of whether the 
Sum of Fees equals or exceeds the price improvement per share, and 
otherwise post to the IEX Order Book. IEX believes that this approach 
is appropriate in that IEX does not offer rebates for orders that add 
displayed liquidity priced below $1.00 so the economics for a Post Only 
order are less meaningful. IEX notes that this approach is similar to 
that of other exchanges with respect to securities priced below $1.00 
per share.\23\
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    \23\ See, e.g., BZX Rule 11.9(c)(6); MIAX Pearl Rule 
2614(c)(2)(i)(A).
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Trade Now Instruction
    IEX also proposes to add IEX Rule 11.190(b)(21), to introduce the 
``Trade Now'' order instruction. As proposed, Trade Now would be an 
instruction on an order resting on the IEX Order Book that, when locked 
by an incoming Post Only order that does not remove liquidity pursuant 
to Proposed IEX Rule 11.190(b)(20), causes such order to be converted 
to an executable order that removes liquidity against such incoming 
order. As proposed, non-displayed limit orders (including non-displayed 
portions of reserve \24\ orders and non-displayed Discretionary Limit 
orders) would always include a Trade Now order instruction, while for 
Midpoint Peg,\25\ Fixed Midpoint Peg,\26\ Offset Peg,\27\ and Market 
Peg \28\ orders the Trade Now instruction would be optional. IEX makes 
this proposal because the above four pegged order types are all able to 
book at prices between the NBB and the NBO, which means they all could 
match with (or be locked by) an incoming Post Only order. As proposed, 
a resting pegged order with the optional Trade Now instruction would be 
the taker of liquidity and the Post Only order would be the maker of 
liquidity (unless the Sum of Fees calculation caused the Post Only 
order to take liquidity on entry). IEX also has pegged order types that 
book one MPV less aggressive than the Primary Quotation, and it is not 
proposing to allow these orders to have a Trade Now instruction because 
they will not be able to match with (or be locked by) an incoming Post 
Only order.\29\ Similarly, IEX is not proposing to allow resting Retail 
Liquidity Provider orders to have a Trade Now feature, because they are 
not eligible to trade with a Post Only order.\30\
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    \24\ See IEX Rule 11.190(b)(2).
    \25\ See IEX Rule 11.190(b)(9).
    \26\ See IEX Rule 11.190(b)(19).
    \27\ See IEX Rule 11.190(b)(13).
    \28\ See IEX Rule 11.190(b)(18).
    \29\ See IEX Rules 11.190(b)(8) (Primary Peg order), 
11.190(b)(10) (Discretionary Peg order), and 11.190(b)(16) 
(Corporate Discretionary Peg order).
    \30\ See IEX Rule 11.190(b)(14).
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    The Trade Now instruction would provide non-displayed orders 
resting on the IEX Order Book with a greater ability to receive an 
execution when that resting order is locked by an incoming Post Only 
order, rather than creating the possibility of the incoming Post Only 
order locking the resting non-displayed order. Thus, the proposed Trade 
Now instruction assists in the avoidance of an internally locked IEX 
Order Book (notwithstanding that such lock would not be displayed by 
the Exchange) by facilitating the execution of orders that would 
otherwise lock each other.
    If an incoming Post Only order matches with a resting non-displayed 
order on entry with the Trade Now instruction, the Post Only order 
would be treated as a displayed order and would receive a rebate of 
$0.0004 per share. The order with the Trade Now instruction, having 
become an executable taking order, would be charged $0.0010 per share, 
which is the same fee IEX charges for both non-displayed liquidity-
adding and taking orders. Thus, the order with the Trade Now 
instruction is able to get an execution with no change to the fees it 
would be charged, while the Post Only order would also get an execution 
with the rebate the Member expects to receive when submitting a 
displayed order.
Conforming Changes
    As described above, only certain order types are eligible to be 
Post Only orders. Therefore, IEX proposes to amend IEX Rules 
11.190(b)(1) (``Displayed Order'') and 11.190(b)(7) (``Discretionary 
Limit Order''), to specify that a displayed, non-routable, round or 
mixed lot limit or Discretionary Limit order may include a Post Only 
instruction, as defined in Proposed IEX Rule 11.190(b)(20).
    Similarly, as described above, only certain order types are 
eligible to have a Take Now instruction. Therefore, IEX proposes to 
amend IEX Rules 11.190(a)(1), 11.190(b)(2), and 11.190(b)(7), to 
specify that non-displayed limit orders, non-displayed portions of 
reserve orders, and non-displayed Discretionary Limit orders will 
include a Trade Now instruction as defined in Proposed IEX Rule 
11.190(b)(21). Because IEX proposes to allow Members to include a Trade 
Now instruction on pegged orders that could interact with a Post Only 
order, IEX is proposing to amend IEX Rules 11.190(b)(9), 11.190(b)(19), 
11.190(b)(13), and 11.190(b)(18) to specify that a Member may include a 
Trade Now instruction with Midpoint Peg, Fixed Midpoint Peg, Offset 
Peg, and Market Peg orders, respectively.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with

[[Page 82928]]

Section 6(b) of the Act,\31\ in general, and furthers the objectives of 
Section 6(b)(5),\32\ 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, and 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. Specifically, the Exchange believes 
that the proposed rule change is consistent with the protection of 
investors and the public interest because it is designed to provide 
more flexibility and opportunities for Members to add displayed 
liquidity to the Exchange. As noted in the Purpose section, Post Only 
orders, particularly when coupled with Trade Now functionality for some 
non-displayed orders, would provide fee determinism for Members seeking 
to add liquidity to the Exchange. This in turn is designed to encourage 
the posting of more displayed liquidity on the Exchange, and to the 
extent that such incentive is successful in increasing the overall 
liquidity pool available at IEX, all market participants, including 
takers of liquidity, will benefit. Thus, IEX believes this proposal 
supports the purposes of the Act 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.
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    \31\ 15 U.S.C. 78f(b).
    \32\ 15 U.S.C. 78f(b)(5).
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    IEX also believes it is consistent with the Act to adjust the price 
of Post Only orders as needed to post to the Order Book in compliance 
with Rule 610(d) of Regulation NMS by avoiding the display of 
quotations that lock or cross any Protected Quotation, or to execute 
against locking or crossing quotations in circumstances where 
economically beneficial to the Member entering the Post Only order. 
Post Only orders are thus designed to allow Members to achieve fee 
determinism, while also providing displayed liquidity to the market and 
thereby contribute to public price discovery in a manner that is 
consistent with the Act.
    IEX also believes that the proposal to give Members the option of 
having Post Only orders be subject to display price sliding or cancel 
promotes price discovery and provision of greater liquidity by 
facilitating the display of an order at its chosen limit price. Because 
this flexibility will further encourage Members to submit Post Only 
orders to IEX, which will in turn increase the displayed liquidity on 
the Exchange, IEX believes that this proposal supports the purposes of 
the Act 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, IEX believes that its proposed approach to inclusion 
of the Trade Now instruction (as described in the Purpose section) is 
consistent with the purposes of the Act because it is designed to avoid 
internally locking the IEX Order Book by facilitating the execution of 
orders that would otherwise post, or remain posted, to the IEX Order 
Book at prices that would otherwise lock. Additionally, the Trade Now 
instruction would result in more executions of otherwise marketable 
orders, which benefits both parties to the transaction as well as the 
market as a whole by providing relevant price discovery. Thus, IEX 
believes this proposal supports the purposes of the Act 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.
    In addition, as noted in the Purpose section, every aspect of IEX's 
proposal is already available on at least one other equities exchange, 
with the exception that IEX will not allow a non-displayed, reserve, or 
displayed odd lot order to be a Post Only order.\33\ As discussed in 
the Purpose section, that functionality is identical to functionality 
that was offered by the New York Stock Exchange until 2022. IEX notes 
that these minor differences are limited to the orders for which the 
functionality is available rather than the manner in which is applied. 
Because these minor differences from other exchanges' functionality are 
not based on competitive considerations but rather simply to provide 
for reasonably predictable outcomes in a manner consistent with IEX's 
system design, IEX believes that this proposal supports the purposes of 
the Act 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.
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    \33\ See supra notes 20, 22.
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    And IEX believes that the proposed conforming changes further the 
purposes of the Act because they provide greater clarity and 
consistency to the IEX Rule Book thereby reducing the potential for 
confusion by market participants.
    Finally, IEX does not believe that the proposed changes raise any 
new or novel material issues that have not already been considered by 
the Commission in connection with existing order types offered by other 
national securities exchanges, which supports the purposes of the Act 
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.

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 burden on intermarket competition that is not necessary or 
appropriate in furtherance of the purposes of the Act. To the contrary, 
the proposal is designed to enhance IEX's competitiveness with other 
markets by further incentivizing the posting of displayed liquidity on 
the Exchange. As noted above, the Exchange believes the proposed rule 
changes would generally align order handling on IEX with trading 
functionality on other equity exchanges and thus would promote 
competition among exchanges by offering member organizations similar 
functionality and order handling options available on other exchanges. 
The Exchange also believes that, to the extent the proposed changes 
would increase opportunities for order execution, the proposed change 
would promote competition by making the Exchange a more attractive 
venue for order flow and enhance market quality for all market 
participants. Moreover, competing exchanges have and can continue to 
adopt the same functionality contained in this proposal, subject to the 
SEC rule change process, as discussed in the Purpose and section.
    The Exchange also does not believe that the proposed rule change 
will impose any burden on intramarket competition that is not necessary 
or appropriate in furtherance of the purposes of the Act. All Members 
would be eligible to submit Post Only orders and to include Trade Now 
instructions on eligible pegged orders in the same manner. Moreover, 
the proposal would provide potential benefits to all Members, as 
discussed in the Statutory Basis section, to the extent that allowing 
Post Only orders incentivizes the

[[Page 82929]]

provision of more displayed liquidity on IEX.

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

    Written comments were neither solicited nor received.

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

    The Exchange has designated this rule filing as non-controversial 
under Section 19(b)(3)(A) \34\ of the Act and Rule 19b-4(f)(6) \35\ 
thereunder. 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 and Rule 19b-
4(f)(6) thereunder. In addition, the Exchange provided the Commission 
with 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.\36\
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    \34\ 15 U.S.C. 78s(b)(3)(A).
    \35\ 17 CFR 240.19b-4(f)(6).
    \36\ 17 CFR 240.19b-4(f)(6)(iii).
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    The Exchange believes that the proposed rule change meets the 
criteria of subparagraph (f)(6) of Rule 19b-4 \37\ because it would not 
significantly affect the protection of investors or the public 
interest. Rather, the proposed rule change neither significantly 
affects the protection of investors or the public interest, nor does it 
impose any burden on competition because it would merely combine the 
attributes of functionality currently offered by many other equities 
exchanges, as discussed in the Purpose section, and does not raise any 
new or novel material issues that have not already been considered by 
the Commission. Accordingly, IEX has designated this rule filing as 
non-controversial under Section 19(b)(3)(A) of the Act \38\ and 
paragraph (f)(6) of Rule 19b-4 thereunder.\39\
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    \37\ 17 CFR 240.19b-4(f)(6).
    \38\ 15 U.S.C. 78s(b)(3)(A).
    \39\ 17 CFR 240.19b-4(f)(6).
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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. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \40\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \40\ 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:

Electronic Comments

     Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
file number SR-IEX-2023-13 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-IEX-2023-13. 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 (https://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 
a.m. and 3 p.m. Copies of the filing also will be available for 
inspection and copying at the principal office of the Exchange. Do not 
include personal identifiable information in submissions; you should 
submit only information that you wish to make available publicly. We 
may redact in part or withhold entirely from publication submitted 
material that is obscene or subject to copyright protection. All 
submissions should refer to file number SR-IEX-2023-13 and should be 
submitted on or before December 18, 2023.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\41\
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    \41\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-26006 Filed 11-24-23; 8:45 am]
BILLING CODE 8011-01-P