[Federal Register Volume 89, Number 151 (Tuesday, August 6, 2024)]
[Notices]
[Pages 64003-64005]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-17276]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-100630; File No. SR-SAPPHIRE-2024-03]


Self-Regulatory Organizations; MIAX Sapphire, LLC; Notice of 
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend 
Exchange Rule 100, Definitions; Rule 518, Complex Orders; and Rule 530, 
Limit Up-Limit Down

July 31, 2024.
    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 24, 2024, MIAX
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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    Sapphire, LLC (``MIAX Sapphire'' or ``Exchange'') filed with the 
Securities and Exchange Commission (``Commission'') a 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.

I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Exchange Rule 100, Definitions; Rule 
518, Complex Orders; and Rule 530, Limit Up-Limit Down.
    The text of the proposed rule change is available on the Exchange's 
website at https://www.miaxglobal.com/markets/us-options/miax-sapphire/rule-filings, at the Exchange's principal office, 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 Exchange Rule 100 to adopt a 
definition for the term ``Professional Interest'' to mean, ``an order 
that is for the account of a person or entity that is not a Priority 
Customer, or, ``an order for the account of a Market Maker.'' \3\ This 
definition is substantively identical to the definition of 
``Professional Interest'' on the Exchange's affiliate, MIAX Emerald.\4\
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    \3\ The term ``Professional Interest'' is used in establishing 
complex order priority for stock-option orders. See Exchange Rule 
518(c)(3)(ii).
    \4\ The term ``Professional Interest'' means (i) an order that 
is for the account of a person or entity that is not a Priority 
Customer, or (ii) an order or non-priority quote for the account of 
a Market Maker. See MIAX Emerald Exchange Rule 100.
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    The Exchange proposes to update citations to Rule 600(b) of 
Regulation NMS in Exchange Rule 518, Complex Orders; Rule 530, Limit 
Up-Limit Down.
    In 2021, the Securities and Exchange Commission (the 
``Commission'') amended Regulation NMS under the Act in connection with 
the adoption of the Market Data Infrastructure Rules.\5\ As part of 
that initiative, the Commission adopted new definitions in Rule 600(b) 
of Regulation NMS and renumbered the remaining definitions, including 
the definitions of Trading Center (formerly Rule 600(b)(78)), NMS Stock 
(formerly

[[Page 64004]]

Rule 600(b)(47)), and Regular Trading Hours (formerly Rule 600(b)(64)).
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    \5\ See Securities Exchange Act Release No. 90610, 86 FR 18596 
(April 9, 2021) (S7-03-20).
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    The Exchange accordingly proposes to update the relevant citations 
to Rule 600(b) in its rules as follows:
     The citation to the definition of NMS Stock in Rule 518 
would be changed to Rule 600(b)(55).
     The citation to the definition of Trading Center in Rule 
518 would be changed to Rule 600(b)(95).
     The citation to the definition of Regular Trading Hours in 
Rule 530, Limit Up-Limit Down, would be changed to Rule 600(b)(77).
2. Statutory Basis
    The Exchange believes that its proposed rule change is consistent 
with the Act and the rules and regulations thereunder applicable to the 
Exchange and, in particular, the requirements of Section 6(b) of the 
Act.\6\ Specifically, the Exchange believes that its proposed rule 
change is consistent with Section 6(b)(5) \7\ requirements 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 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.
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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes the proposed change to adopt a definition for 
Professional Interest promotes just and equitable principles of trade 
and removes impediments to and perfects the mechanism of a free and 
open market and a national market system because the proposed change 
would provide greater clarity to investors and the public regarding the 
operation of the Exchange's Rules. It is in the public interest for 
rules to be clear and accurate so as to avoid the potential for 
confusion.
    Additionally, the Exchange believes that the proposed changes to 
its rules to correct citations to Rule 600(b) of Regulation NMS would 
remove impediments to and perfect the mechanism of a free and open 
market and a national market system because the proposed change is 
designed to update an external rule reference. The Exchange believes 
that Members \8\ would benefit from the increased clarity, thereby 
reducing potential confusion and ensuring that those subject to the 
Exchange's jurisdiction, regulators, and the investing public can more 
easily navigate and understand the Exchange's rules. The Exchange 
further believes that the proposed changes would not be inconsistent 
with the public interest and the protection of investors because 
investors will not be harmed and in fact would benefit from increased 
clarity, thereby reducing potential confusion.
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    \8\ The term ``Member'' means an individual or organization 
approved to exercise the trading rights associated with a Trading 
Permit. Members are deemed ``members'' under the Exchange Act. See 
Exchange Rule 100.
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange believes that the proposed rule changes would not 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act. The proposed rule changes 
are not intended to address competitive issues but rather would provide 
additional clarity in the Exchange's rule by adopting a definition for 
Professional Interest and by modifying Exchange rules to provide the 
correct citations to Rule 600(b) of Regulation NMS. Since the proposal 
does not substantively modify System \9\ functionality or processes on 
the Exchange, the proposed changes will not impose any burden on 
competition nor are they meant to affect competition among the 
exchanges.
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    \9\ The term ``System'' means the automated trading system used 
by the Exchange for the trading of securities. See Exchange Rule 
100.
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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

    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, if consistent with 
the protection of investors and the public interest, the proposed rule 
change has become effective pursuant to Section 19(b)(3)(A)(iii) of the 
Act \10\ and Rule 19b-4(f)(6) thereunder.\11\
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    \10\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \11\ 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, 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 pursuant to Rule 19b-4(f)(6) under the 
Act \12\ normally does not become operative for 30 days after the date 
of its filing. However, Rule 19b-4(f)(6)(iii) \13\ permits the 
Commission to designate a shorter time if such action is consistent 
with the protection of investors and the public interest. The Exchange 
has requested that the Commission waive the 30-day operative delay so 
that the proposal may become operative immediately upon filing. The 
Exchange states that a waiver of the operative delay would permit the 
Exchange to adopt a definition for Professional Interest and to 
promptly correct citations to Rule 600(b) of Regulation NMS in order to 
alleviate potential investor or public confusion and to add clarity to 
it rules. For these reasons, and because the proposed rule change does 
not raise any new or novel legal or regulatory issues, the Commission 
believes that waiver of the 30-day operative delay is consistent with 
the protection of investors and the public interest. Accordingly, the 
Commission hereby waives the 30-day operative delay and designates the 
proposed rule change operative upon filing.\14\
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    \12\ 17 CFR 240.19b-4(f)(6).
    \13\ 17 CFR 240.19b-4(f)(6)(iii).
    \14\ 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. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \15\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \15\ 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,

[[Page 64005]]

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-SAPPHIRE-2024-03 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-SAPPHIRE-2024-03. 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-SAPPHIRE-2024-03 and should 
be submitted on or before August 27, 2024.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\16\
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    \16\ 17 CFR 200.30-3(a)(12), (59).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-17276 Filed 8-5-24; 8:45 am]
BILLING CODE 8011-01-P