[Federal Register Volume 90, Number 73 (Thursday, April 17, 2025)]
[Notices]
[Pages 16410-16418]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-06524]


-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-102839; File No. SR-BOX-2025-07]


Self-Regulatory Organizations; BOX Exchange LLC; Notice of Filing 
of Proposed Rule Change To Amend Rule 5055 To Allow for Cash Settlement 
of Certain FLEX Equity Options

April 11, 2025.
    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 April 7, 2025, BOX Exchange LLC (the ``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.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78a.
    \2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

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

    The Exchange proposes to amend Rule 5055 (FLEX Equity Options). 
Specifically, the Exchange proposes to amend Rules 5055(e) and (i) to 
allow for cash settlement of certain FLEX Equity Options. The text of 
the proposed rule change is available from the principal office of the 
Exchange, at the Commission's Public Reference Room and also on the 
Exchange's internet website at https://rules.boxexchange.com/rulefilings.

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.

[[Page 16411]]

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 BOX Rules 5055(e) and (i) related to 
FLEX Equity Options. This is a competitive filing that is based on a 
proposal recently submitted by Cboe Exchange, Inc. (``CBOE'').\3\
---------------------------------------------------------------------------

    \3\ See Securities Exchange Act Release No. 98044 (August 2, 
2023), 88 FR 53548 (August 8, 2023) (SR-CBOE-2023-036) (Notice of 
Filing and Immediate Effectiveness of a Proposed Rule Change to 
Allow Certain Flexible Exchange Equity Options To Be Cash Settled). 
The Exchange notes that the CBOE proposal is based on a 2020 
proposal from NYSE American LLC (``NYSE American''). See Securities 
Exchange Act Release No. 88131 (February 5, 2020), 85 FR 7806 
(February 11, 2020) (SR-NYSEAMER-2019-38) (Notice of Filing of 
Amendment No. 1 and Order Granting Accelerated Approval of a 
Proposed Rule Change, as Modified by Amendment No. 1, To Allow 
Certain Flexible Equity Options To Be Cash Settled).
---------------------------------------------------------------------------

    FLEX Equity Options are customized equity contracts that allow 
investors to tailor contract terms for exchange-listed equity options. 
The Exchange proposes to amend Rule 5055(e) to allow for cash 
settlement of certain FLEX Equity Options.\4\ Generally, FLEX Equity 
Options are settled by physical delivery of the underlying security.\5\ 
As proposed, FLEX Equity Options where the underlying security is an 
Exchange-Traded Fund (``FLEX ETF Options'') would be permitted to be 
settled by delivery in cash if the underlying security meets prescribed 
criteria. The Exchange notes that cash-settled FLEX ETF Options will be 
subject to the same trading rules and procedures that currently govern 
the trading of other FLEX Equity Options on BOX, with the exception of 
the rules to accommodate the cash-settlement feature proposed in this 
rule filing.
---------------------------------------------------------------------------

    \4\ A ``FLEX Equity Option'' is an option on a specified 
underlying equity security that is subject to Rule 5055. See BOX 
Rule 5055(b)(1).
    \5\ See BOX Rule 5055(e)(3).
---------------------------------------------------------------------------

    To permit cash settlement of certain FLEX ETF Options, the Exchange 
proposes to add paragraph (i) to Rule 5055(e)(3). Proposed Rule 
5055(e)(3)(i) would provide that the exercise settlement for a FLEX ETF 
Option may be by physical delivery of the underlying Exchange-Traded 
Fund (``ETF'') or by delivery in cash if the underlying security, 
measured over the prior six-month period, has an average daily notional 
value of $500 million or more and a national average daily volume (ADV) 
of at least 4,680,000 shares.
    The Exchange also proposes to add the following language to Rule 
5055(e)(1), ``For the avoidance of doubt, a FLEX Equity Option 
overlying an ETF (cash- or physically settled) may not be the same type 
(put or call) and may not have the same exercise style, expiration 
date, and exercise price as a non-FLEX Equity Option overlying the same 
ETF.'' \6\ In other words, regardless of whether a FLEX Equity Option 
overlying an ETF is cash- or physically settled, at least one of the 
exercise style (i.e. American-style or European-style), expiration 
date, and exercise price of that FLEX Option must differ from those 
terms of a non-FLEX Option overlying the same ETF in order to list such 
a FLEX Equity Option. For example, suppose a non-FLEX SPY option (which 
is physically settled and American-style) with a September expiration 
and exercise price of 475 is listed for trading. A FLEX Trader could 
not submit an order to trade a FLEX SPY option that is cash-settled (or 
physically settled) and American-style with the same September 
expiration date and exercise price of 475.
---------------------------------------------------------------------------

    \6\ See proposed Rule 5055(e)(1). The Exchange reiterates that 
regardless of whether a FLEX Equity Option is cash- or physically 
settled, each will be subject to the same trading rules and 
procedures that currently govern the trading of FLEX Equity Options 
on BOX, with the exception of the rules to accommodate the cash-
settlement feature proposed in this rule filing.
---------------------------------------------------------------------------

    The Exchange also proposes new sub-paragraph (a) to Rule 
5055(e)(3)(i), which would provide that the Exchange will determine bi-
annually the underlying securities that satisfy the notional value and 
trading volume requirements in proposed Rule 5055(e)(3)(i) by using 
trading statistics for the previous six-months.\7\ The proposed rule 
would further provide that the Exchange will permit cash settlement as 
a contract term on no more than 50 underlying ETFs that meet the 
criteria in Rule 5055(e)(3)(i), and that if more than 50 underlying 
ETFs satisfy the notional value and trading volume requirements, the 
Exchange would select the top 50 ETFs that have the highest average 
daily volume.\8\ Proposed new sub-paragraph (b) to Rule 5055(e)(3)(i) 
would further provide that if the Exchange determines pursuant to the 
bi-annual review that an underlying ETF ceases to satisfy the 
requirements under Rule 5055(e)(3)(i), any new position overlying such 
ETF entered into will be required to have exercise settlement by 
physical delivery and any open cash-settled FLEX ETF Option positions 
may be traded only to close the position.\9\ The Exchange believes it 
is appropriate to introduce cash settlement as an alternative contract 
term to the select group of ETFs because they are among the most highly 
liquid and actively-traded securities. As described more fully below, 
the Exchange believes that the deep liquidity and robust trading 
activity in the ETFs identified by the Exchange as meeting the criteria 
mitigate against historic concerns regarding susceptibility to 
manipulation.
---------------------------------------------------------------------------

    \7\ See proposed Rule 5055(e)(3)(i). The Exchange plans to 
conduct the bi-annual review on January 1 and July 1 of each year. 
The results of the bi-annual review will be announced via a Notice 
and any new securities that qualify would be permitted to have cash 
settlement as a contract term beginning on February 1 and August 1 
of each year.
    \8\ See proposed Rule 5055(e)(3)(i)(a). The Exchange notes that, 
according to Rule 5055(e)(2)(i), it will not authorize for trading a 
FLEX Equity Option class (either cash-settled or physically-settled) 
on the iShares Bitcoin Trust, the Grayscale Bitcoin Trust, the 
Grayscale Bitcoin Mini Trust, the Bitwise Bitcoin ETF, the Fidelity 
Wise Origin Bitcoin Fund, or the ARK 21Shares Bitcoin ETF. If the 
Exchange determines to allow FLEX trading on such options at a later 
date, it will do so by submitting a 19b-4 rule filing with the 
Commission.
    \9\ See proposed Rule 5055(e)(3)(i)(b). A Participant that is 
acting as a Market Maker may enter into an opening transaction in 
order to facilitate closing transactions of another market 
participant in option series that are restricted to closing-only 
transactions. Consistent with a Market Maker's duty to maintain fair 
and orderly markets under Rule 8040, a Market Maker in cash-settled 
FLEX ETF Options can enter into an opening transaction to facilitate 
closing only transactions of another market participant in cash-
settled FLEX ETF Option series that are restricted to closing-only 
transactions.
---------------------------------------------------------------------------

Characteristics of ETFs
    ETFs are funds that have their value derived from assets owned. The 
net asset value (``NAV'') of an ETF is a daily calculation that is 
based off the most recent closing prices of the assets in the fund and 
an actual accounting of the total cash in the fund at the time of 
calculation. The NAV of an ETF is calculated by taking the sum of the 
assets in the fund, including any securities and cash, subtracting out 
any liabilities, and dividing that by the number of shares outstanding. 
Additionally, each ETF is subject to a creation and redemption 
mechanism to ensure the price of the ETF does not fluctuate too far 
away from its NAV, which mechanisms reduce the potential for 
manipulative activity. Each business day, ETFs are required to make 
publicly available a portfolio composition file that describes the 
makeup of their creation and redemption ``baskets'' (i.e., a specific 
list of names and quantities of securities or other assets designed to 
track the performance of the portfolio as a whole). ETF shares are 
created when an Authorized Participant, typically a market maker or 
other large institutional investor, deposits the daily creation basket 
or cash with the ETF issuer. In return for the creation basket or cash 
(or

[[Page 16412]]

both), the ETF issues to the Authorized Participant a ``creation unit'' 
that consists of a specified number of ETF shares. For instance, IWM is 
designed to track the performance of the Russell 2000 Index. An 
Authorized Participant will purchase all the Russell 2000 constituent 
securities in the exact same weight as the index prescribes, then 
deliver those shares to the ETF issuer. In exchange, the ETF issuer 
gives the Authorized Participant a block of equally valued ETF shares, 
on a one-for-one fair value basis. This process can also work in 
reverse. A redemption is achieved when the Authorized Participant 
accumulates a sufficient number of shares of the ETF to constitute a 
creation unit and then exchanges these ETF shares with the ETF issuer, 
thereby decreasing the supply of ETF shares in the market.
    The principal, and perhaps most important, feature of ETFs is their 
reliance on an ``arbitrage function'' performed by market participants 
that influences the supply and demand of ETF shares and, thus, trading 
prices relative to NAV. As noted above, new ETF shares can be created 
and existing shares redeemed based on investor demand; thus, ETF supply 
is open-ended. This arbitrage function helps to keep an ETF's price in 
line with the value of its underlying portfolio, i.e., it minimizes 
deviation from NAV. Generally, in the Exchange's view, the higher the 
liquidity and trading volume of an ETF, the more likely the price of 
the ETF will not deviate from the value of its underlying portfolio, 
making such ETFs less susceptible to price manipulation.
Trading Data for the ETFs Proposed for Cash Settlement
    The Exchange believes that average daily notional value is an 
appropriate proxy for selecting underlying securities that are not 
readily susceptible to manipulation for purposes of establishing a 
settlement price. Average daily notional value considers both the 
trading activity and the price of an underlying security. As a general 
matter, the more expensive an underlying security's price, the less 
cost-effective manipulation could become. Further, manipulation of the 
price of a security encounters greater difficulty the more volume that 
is traded. To calculate average daily notional value (provided in the 
table below), the Exchange summed the notional value of each trade for 
each symbol (i.e., the number of shares times the price for each 
execution in the security) and divided that total by the number of 
trading days in the six-month period (from July 1, 2024 through 
December 31, 2024) reviewed by the Exchange.
    Further, the Exchange proposes that qualifying ETFs also meet an 
ADV standard. The purpose for this second criteria is to prevent 
unusually expensive underlying securities from qualifying under the 
average daily notional value standard while not being one of the most 
actively traded securities. The Exchange believes an ADV requirement of 
4,680,000 shares a day is appropriate because it represents average 
trading in the underlying ETF of 200 shares per second. While no 
security is immune from all manipulation, the Exchange believes that 
the combination of average daily notional value and ADV as prerequisite 
requirements would limit cash settlement of FLEX ETF Options to those 
underlying ETFs that would be less susceptible to manipulation in order 
to establish a settlement price. The Exchange believes that the 
proposed objective criteria would ensure that only the most robustly 
traded and deeply liquid ETFs would qualify to have cash settlement as 
a contract term. As provided in the table below, as of February 1, 
2025, the Exchange would be able to provide cash settlement as a 
contract term for FLEX ETF Options on 43 underlying ETFs, as only this 
group of securities would currently meet the requirement of $500 
million or more average daily notional value and a minimum ADV of 
4,680,000 shares. The table below provides the list of the 43 ETFs 
that, as of February 1, 2025, would be eligible to have cash settlement 
as a contract term.\10\
---------------------------------------------------------------------------

    \10\ See also https://www.nyse.com/trader-update/history#110000946628 (NYSE American Options: Cash-Settled FLEX ETF 
Options Changes Beginning February 2025). The Exchange notes that 
for the period covering July 1, 2024, through December 31, 2024, the 
iShares Bitcoin Trust ETF met the requirements of $500 million or 
more average daily notional value and a minimum ADV of 4,680,000 
shares. This ETF is not listed in the above table because as 
discussed above, the Exchange is prohibiting FLEX trading in options 
on iShares Bitcoin Trust.

----------------------------------------------------------------------------------------------------------------
                                                                              Average daily      Average daily
                                                                              notional value       volume (in
                 Symbol                             Security name           (in dollars) (7/1/  shares) (7/1/24-
                                                                               24-12/31/24)        12/31/24)
----------------------------------------------------------------------------------------------------------------
AGG.....................................  iShares Core U.S. Aggregate Bond       $808,220,262          8,159,745
                                           ETF.
BIL.....................................  SPDR Bloomberg 1-3 Month T-Bill         668,203,827          7,295,621
                                           ETF.
EEM.....................................  iShares MSCI Emerging Markets         1,196,024,008         27,259,214
                                           ETF.
EFA.....................................  iShares MSCI EAFE ETF...........        913,096,285         11,503,196
EMB.....................................  iShares J.P. Morgan USD Emerging        519,974,363          5,703,325
                                           Markets Bond ETF.
EWZ.....................................  iShares MSCI Brazil ETF.........        574,345,566         20,807,973
FXI.....................................  iShares China Large-Cap ETF.....      1,539,214,623         50,493,373
GDX.....................................  VanEck Gold Miners ETF..........        746,385,541         19,509,726
GLD.....................................  SPDR Gold Shares................      1,541,762,884          6,490,082
HYG.....................................  iShares iBoxx $ High Yield            2,723,382,829         34,489,566
                                           Corporate Bond ETF.
IEF.....................................  iShares 7-10 Year Treasury Bond         693,172,798          7,236,293
                                           ETF.
IEFA*...................................  iShares Core MSCI EAFE ETF......        548,012,194          7,418,223
IVV.....................................  iShares Core S&P 500 ETF........      3,187,805,763          5,519,115
IWM.....................................  iShares Russell 2000 ETF........      6,488,405,961         29,367,233
IYR.....................................  iShares U.S. Real Estate ETF....        517,305,688          5,312,072
KRE.....................................  SPDR S&P Regional Banking ETF...        848,054,666         14,491,828
KWEB....................................  KraneShares CSI China Internet          662,017,572         21,406,472
                                           ETF.

[[Page 16413]]

 
LQD.....................................  iShares iBoxx $ Investment Grade      2,742,773,613         24,887,128
                                           Corporate Bond ETF.
MSTU....................................  T-Rex 2X Long MSTR Daily Target         682,380,233         55,483,821
                                           ETF.
NVDL....................................  GraniteShares 2x Long NVDA Daily      1,324,611,353         20,697,044
                                           ETF.
QQQ.....................................  Invesco QQQ Trust...............     16,158,297,875         33,284,939
RSP.....................................  Invesco S&P 500 Equal Weight ETF      1,079,579,663          6,151,579
SGOV *..................................  iShares 0-3 Month Treasury Bond         521,477,947          5,190,381
                                           ETF.
SLV.....................................  iShares Silver Trust............        548,247,483         19,612,186
SMH.....................................  VanEck Semiconductor ETF........      1,753,390,895          7,207,553
SOXL....................................  Direxion Daily Semiconductor          3,005,211,281         85,315,965
                                           Bull 3x Shares.
SOXS....................................  Direxion Daily Semiconductor          1,227,042,121         52,816,849
                                           Bear 3x Shares.
SPY.....................................  SPDR S&P 500 ETF Trust..........     27,835,471,406         48,952,050
SQQQ....................................  ProShares UltraPro Short QQQ....      1,353,454,852         35,703,643
TLT.....................................  iShares 20+ Year Treasury Bond        3,684,005,055         39,147,976
                                           ETF.
TNA.....................................  Direxion Daily Small Cap Bull 3X        740,036,853         16,703,440
                                           Shares.
TQQQ....................................  ProShares UltraPro QQQ..........      3,658,099,414         50,944,211
TSLL....................................  Direxion Daily TSLA Bull 2X           1,034,541,077         62,340,588
                                           Shares.
VCIT *..................................  Vanguard Intermediate-Term              514,518,195          6,272,369
                                           Corporate Bond ETF.
VOO.....................................  Vanguard S&P 500 ETF............      2,975,501,039          5,659,792
XBI.....................................  SPDR S&P Biotech ETF............        787,310,952          8,079,838
XLE.....................................  Energy Select Sector SPDR Fund..      1,229,602,416         13,670,997
XLF.....................................  Financial Select Sector SPDR          1,774,374,547         38,499,533
                                           Fund.
XLI.....................................  Industrial Select Sector SPDR         1,046,350,609          7,937,500
                                           Fund.
XLK.....................................  Technology Select Sector SPDR         1,057,040,276          4,719,573
                                           Fund.
XLP.....................................  Consumer Staples Select Sector          791,220,748          9,807,344
                                           SPDR Fund.
XLU.....................................  Utilities Select Sector SPDR            786,224,023         10,225,419
                                           Fund.
XLV.....................................  Health Care Select Sector SPDR        1,052,679,132          7,088,605
                                           Fund.
----------------------------------------------------------------------------------------------------------------
* BOX does not currently list options on VCIT, SGOV, and IEFA.

    The Exchange believes that permitting cash settlement as a contract 
term for FLEX ETF Options for the ETFs in the above table would broaden 
the base of investors that use FLEX Equity Options to manage their 
trading and investment risk, including investors that currently trade 
in the over-the-counter (``OTC'') market for customized options, where 
settlement restrictions do not apply.
    Today, equity options are settled physically at The Options 
Clearing Corporation (``OCC''), i.e., upon exercise, shares of the 
underlying security must be assumed or delivered. Physical settlement 
may possess certain risks with respect to volatility and movement of 
the underlying security at expiration against which market participants 
may need to hedge. The Exchange believes cash settlement may be 
preferable to physical delivery in some circumstances as it does not 
present the same risk. If an issue with the delivery of the underlying 
security arises, it may become more expensive (and time consuming) to 
reverse the delivery because the price of the underlying security would 
almost certainly have changed. Reversing a cash payment, on the other 
hand, would not involve any such issue because reversing a cash 
delivery would simply involve the exchange of cash. Additionally, with 
physical settlement, market participants that have a need to generate 
cash would have to sell the underlying security while incurring the 
costs associated with liquidating their position as well as the risk of 
an adverse movement in the price of the underlying security.
    The Exchange notes that the Securities and Exchange Commission (the 
``Commission'') has previously approved or noticed as immediately 
effective rule filings of other exchanges that allowed for the trading 
of cash-settled options \11\ and, specifically, cash-settled FLEX ETF 
Options.\12\
---------------------------------------------------------------------------

    \11\ See, e.g., PHLX FX Options traded on Nasdaq PHLX LLC and 
S&P 500[supreg] Index Options traded on CBOE. The Commission noticed 
as immediately effective, on a pilot basis, the listing and trading 
of RealDayTM Options on the SPDR S&P 500 Trust on BOX. 
See Securities Exchange Act Release No. 79936 (February 2, 2017), 82 
FR 9886 (February 8, 2017) (``RealDay Pilot Program''). The RealDay 
Pilot Program was extended until February 2, 2019. See Securities 
Exchange Act Release No. 82414 (December 28, 2017), 83 FR 577 
(January 4, 2018) (SR-BOX-2017-38). The RealDay Pilot Program was 
never implemented and RealDayTM Options on the SPDR S&P 
500 Trust never traded on BOX. See also Securities Exchange Act 
Release Nos. 56251 (August 14, 2007), 72 FR 46523 (August 20, 2007) 
(SR Amex 2004-27) (Order approving listing of cash-settled Fixed 
Return Options (``FROs'')); and 71957 (April 16, 2014), 79 FR 22563 
(April 22, 2014) (SR-NYSEMKT-2014-06) (Order approving name change 
from FROs to ByRDs and re-launch of these products, with certain 
modifications).
    \12\ See Securities Exchange Act Release No. 98044 (August 2, 
2023), 88 FR 53548 (August 8, 2023) (SR-CBOE-2023-036) (Notice of 
Filing and Immediate Effectiveness of a Proposed Rule Change to 
Allow Certain Flexible Exchange Equity Options To Be Cash Settled) 
and Securities Exchange Act Release No. 101720 (November 22, 2024), 
89 FR 94986 (November 29, 2024) (SR-ISE-2024-12) (Notice of 
Amendment No. 1 and Order Granting Accelerated Approval of a 
Proposed Rule Change, as Modified by Amendment No. 1, To Adopt Rules 
To List and Trade FLEX Options). See also Securities Exchange Act 
Release Nos. 88131 (February 5, 2020), 85 FR 7806 (February 11, 
2020) (SR-NYSEAMER-2019-38) (Order Approving a Proposed Rule Change, 
as Modified by Amendment No. 1, to Allow Certain Flexible Equity 
Options To Be Cash Settled); and 97231 (March 31, 2023), 88 FR 20587 
(April 6, 2023) (SR-NYSEAMER-2023-22) (Notice of Filing and 
Immediate Effectiveness of Proposed Change to Make a Clarifying 
Change to the Term Settlement Style Applicable to Flexible Exchange 
Options).
---------------------------------------------------------------------------

    With respect to position and exercise limits, cash-settled FLEX ETF 
Options would be subject to the position limits set forth in Rule 3120. 
Accordingly, the Exchange proposes new Rule 5055(i)(3), which would 
provide that a position in FLEX Equity Options where the underlying 
security is an ETF and that is settled in cash pursuant to Rule 
5055(e)(3) would be subject to the position limits set forth in Rule 
3120, and subject to the exercise limits set forth in Rule 3140. The 
proposed rule further states that positions in such cash-settled FLEX 
Equity Options shall be aggregated with positions in physically settled 
options on the same underlying ETF for the purpose of calculating the 
position limits set forth in Rule 3120, and the exercise limits set

[[Page 16414]]

forth in Rule 3140.\13\ Given that each of the underlying ETFs that 
would currently be eligible to have cash-settlement as a contract term 
have established position and exercise limits applicable to physically 
settled options, the Exchange believes it is appropriate for the same 
position and exercise limits to also apply to cash-settled options. 
Accordingly, of the 43 underlying securities that would currently be 
eligible to have cash settlement as a FLEX contract term, 28 would have 
a position limit of 250,000 contracts pursuant to Rule 3120(d).\14\ 
Further, pursuant to IM-3120-2, seven would have a position limit of 
500,000 contracts; four (EEM, FXI, IWM, and EFA) would have a position 
limit of 1,000,000 contracts; one (QQQ) would have a position limit of 
1,800,000 contracts; and one (SPY) would have a position limit of 
3,600,000.\15\
---------------------------------------------------------------------------

    \13\ See proposed Rule 5055(i)(3). The aggregation of position 
and exercise limits would include all positions on physically 
settled FLEX Equity Options and Non-FLEX Equity Options on the same 
underlying ETFs.
    \14\ BOX Rule 3120(d)(5) provides that the position limit shall 
be 250,000 contracts for options: (i) on an underlying security that 
had trading volume of at least 100,000,000 shares during the most 
recent six-month trading period; or (ii) on an underlying security 
that had trading volume of at least 75,000,000 shares during the 
most recent six-month trading period and has at least 300,000,000 
shares currently outstanding. Twenty-eight of the forty-three 
underlying ETFs currently meet the requirements under Rule 
3120(d)(5). The Exchange notes that SMH position limits are 
temporarily 500,000 due to a stock split and will revert to 250,000 
on June 20, 2025, and MSTU position limits are temporarily 2,500,000 
due to a stock split and will revert to 250,000 on June 20, 2025, 
according to OCC. The Exchange also notes that SGOV is not currently 
available for trading in options.
    \15\ These were based on position limits as of January 30, 2025. 
Position limits are available at OCC--Position Limits (theocc.com). 
Position limits for ETFs are determined in accordance with the 
Exchange's Rules regarding position limits.
---------------------------------------------------------------------------

    The Exchange understands that cash-settled ETF options are 
currently traded in the OTC market by a variety of market participants, 
e.g., hedge funds, proprietary trading firms, and pension funds.\16\ 
These options are not fungible with the exchange listed options. The 
Exchange believes some of these market participants would prefer to 
trade comparable instruments on an exchange, where they would be 
cleared and settled through a regulated clearing agency. The Exchange 
expects that users of these OTC products would be among the primary 
users of exchange-traded cash-settled FLEX ETF Options. The Exchange 
also believes that the trading of cash-settled FLEX ETF Options would 
allow these same market participants to better manage the risk 
associated with the volatility of underlying equity positions given the 
enhanced liquidity that an exchange-traded product would bring.
---------------------------------------------------------------------------

    \16\ As noted above, another options exchange recently received 
approval to list certain cash-settled FLEX ETF Options. See supra 
note 3.
---------------------------------------------------------------------------

    In the Exchange's view, cash-settled FLEX ETF Options traded on BOX 
would have three important advantages over the contracts that are 
traded in the OTC market. First, as a result of greater standardization 
of contract terms, exchange-traded contracts should develop more 
liquidity. Second, counter-party credit risk would be mitigated by the 
fact that the contracts are issued and guaranteed by OCC. Finally, the 
price discovery and dissemination provided by BOX and its Participants 
would lead to more transparent markets. The Exchange believes that its 
ability to offer cash-settled FLEX ETF Options would aid it in 
competing with the OTC market and at the same time expand the universe 
of products available to interested market participants. The Exchange 
believes that an exchange-traded alternative may provide a useful risk 
management and trading vehicle for market participants and their 
customers. Further, the Exchange believes listing cash-settled FLEX ETF 
Options would provide investors with competition on an exchange 
platform, as another exchange recently listed the same options.\17\
---------------------------------------------------------------------------

    \17\ Id.
---------------------------------------------------------------------------

    The Exchange notes that OCC has received approval from the 
Commission for rule changes that will accommodate the clearance and 
settlement of cash-settled ETF Options.\18\ BOX has also analyzed its 
capacity and represents that it and The Options Price Reporting 
Authority (OPRA) have the necessary systems capacity to handle the 
additional traffic associated with the listing of cash-settled FLEX ETF 
Options. BOX believes any additional traffic that would be generated 
from the introduction of cash-settled FLEX ETF Options would be 
manageable. BOX expects that Participants will not have a capacity 
issue as a result of this proposed rule change. The Exchange also does 
not believe this proposed rule change will cause fragmentation of 
liquidity. The Exchange will monitor the trading volume associated with 
the additional options series listed as a result of this proposed rule 
change and the effect (if any) of these additional series on market 
fragmentation and on the capacity of the Exchange's automated systems.
---------------------------------------------------------------------------

    \18\ See Securities Exchange Act Release No. 94910 (May 13, 
2022), 87 FR 30531 (May 19, 2022) (SR-OCC-2022-003).
---------------------------------------------------------------------------

    The Exchange does not believe that allowing cash settlement as a 
contract term would render the marketplace for equity options more 
susceptible to manipulative practices. The Exchange believes that 
manipulating the settlement price of cash-settled FLEX ETF Options 
would be difficult based on the size of the market for the underlying 
ETFs that are the subject of this proposed rule change. The Exchange 
notes that each underlying ETF in the table above is sufficiently 
active to alleviate concerns about potential manipulative activity. 
Further, in the Exchange's view, the vast liquidity in the underlying 
ETFs that would currently be eligible to be traded as cash-settled FLEX 
options under the proposal ensures a multitude of market participants 
at any given time. Moreover, given the high level of participation 
among market participants that enter quotes and/or orders in physically 
settled options on these ETFs, the Exchange believes it would be very 
difficult for a single participant to alter the price of the underlying 
ETF or options overlying such ETF in any significant way without 
exposing the would-be manipulator to regulatory scrutiny. The Exchange 
further believes any attempt to manipulate the price of the underlying 
ETF or options overlying such ETF would also be cost prohibitive. As a 
result, the Exchange believes there is significant participation among 
market participants to prevent manipulation of cash-settled FLEX ETF 
Options.
    Still, the Exchange believes it has an adequate surveillance 
program in place and intends to apply the same program procedures to 
cash-settled FLEX ETF Options that it applies to options currently 
trading BOX.\19\ FLEX Equity Options, including FLEX ETF Options, and 
their respective symbols are integrated into the Exchange's existing 
surveillance system architecture and are thus subject to the relevant 
surveillance processes. The Exchange believes that the existing 
surveillance procedures at the Exchange are capable of properly 
identifying unusual and/or illegal trading activity, which procedures 
the Exchange would utilize to surveil for aberrant trading in cash-
settled FLEX ETF Options.
---------------------------------------------------------------------------

    \19\ For example, the regulatory program for the Exchange 
includes surveillance designed to identify manipulative and other 
improper options trading, including, spoofing, marking the close, 
front running, wash sales, etc.
---------------------------------------------------------------------------

    With respect to regulatory scrutiny, the Exchange believes its 
existing surveillance technologies and procedures adequately address 
potential concerns regarding possible

[[Page 16415]]

manipulation of the settlement value at or near the close of the 
market. The Exchange notes that the regulatory program operated by and 
overseen by the Exchange \20\ includes cross-market surveillance 
designed to identify manipulative and other improper trading, including 
spoofing, algorithm gaming, marking the close and open, as well as more 
general, abusive behavior related to front running, wash sales, 
quoting/routing, and Reg SHO violations, that may occur on the Exchange 
or other markets. These cross-market patterns incorporate relevant data 
from various markets beyond the Exchange. The Exchange represents that 
its existing trading surveillances are adequate to monitor trading in 
the underlying ETFs and subsequent trading of options on those 
securities on BOX, including cash-settled FLEX ETF Options.\21\
---------------------------------------------------------------------------

    \20\ The Exchange maintains regulatory services agreements with 
Financial Industry Regulatory Authority, Inc. (``FINRA'') whereby 
FINRA provides certain regulatory services to the exchanges, 
including cross-market surveillance, investigation, and enforcement 
services.
    \21\ Such surveillance procedures generally focus on detecting 
securities trading subject to opening price manipulation, closing 
price manipulation, layering, spoofing or other unlawful activity 
impacting an underlying security, the option, or both. The Exchange 
has price movement alerts, unusual market activity and order book 
alerts active for all trading symbols.
---------------------------------------------------------------------------

    Additionally, for options, the Exchange utilizes an array of 
patterns that monitor manipulation of options, or manipulation of 
equity securities (regardless of venue) for the purpose of impacting 
options prices on the Exchange (i.e., mini-manipulation strategies). 
That surveillance coverage is initiated once options begin trading on 
BOX. Accordingly, the Exchange believes that the cross-market 
surveillance performed by the Exchange or FINRA, on behalf of the 
Exchange, coupled with the Exchange's own monitoring for violative 
activity on BOX comprise a comprehensive surveillance program that is 
adequate to monitor for manipulation of the underlying ETF and 
overlying option. Furthermore, the Exchange believes that the existing 
surveillance procedures at the Exchange are capable of properly 
identifying unusual and/or illegal trading activity, which the Exchange 
would utilize to surveil for aberrant trading in cash-settled FLEX ETF 
Options.
    In addition to the surveillance procedures and processes described 
above, improvements in audit trails (i.e., the Consolidated Audit 
Trail), recordkeeping practices, and inter-exchange cooperation over 
the last two decades have greatly increased the Exchange's ability to 
detect and punish attempted manipulative activities. In addition, the 
Exchange is a member of the Intermarket Surveillance Group 
(``ISG'').\22\ The ISG members work together to coordinate surveillance 
and investigative information sharing in the stock and options markets. 
For surveillance purposes, the Exchange would therefore have access to 
information regarding trading activity in the pertinent underlying 
securities. The Exchange will monitor and adjust its surveillance 
procedures as needed for the cash settlement of FLEX ETF Options.
---------------------------------------------------------------------------

    \22\ ISG is an industry organization formed in 1983 to 
coordinate intermarket surveillance among the SROs by cooperatively 
sharing regulatory information pursuant to a written agreement 
between the parties. The goal of the ISG's information sharing is to 
coordinate regulatory efforts to address potential intermarket 
trading abuses and manipulations.
---------------------------------------------------------------------------

    The proposed rule change is designed to allow investors seeking to 
effect cash-settled FLEX ETF Options with the opportunity for a 
different method of settling option contracts at expiration if they 
choose to do so. As noted above, market participants may choose cash 
settlement because physical settlement possesses certain risks with 
respect to volatility and movement of the underlying security at 
expiration that market participants may need to hedge against. The 
Exchange believes that offering innovative products flows to the 
benefit of the investing public. A robust and competitive market 
requires that exchanges respond to Participants' evolving needs by 
constantly improving their offerings. Such efforts would be stymied if 
exchanges were prohibited from offering innovative products for reasons 
that are generally debated in academic literature. The Exchange 
believes that introducing cash-settled FLEX ETF Options would further 
broaden the base of investors that use FLEX Equity Options to manage 
their trading and investment risk, including investors that currently 
trade in the OTC market for customized options, where settlement 
restrictions do not apply. The proposed rule change is also designed to 
encourage market makers to shift liquidity from the OTC market onto 
BOX, which, it believes, would enhance the process of price discovery 
conducted on BOX through increased order flow. The Exchange also 
believes that this may open up cash-settled FLEX ETF Options to more 
retail investors. The Exchange does not believe that this proposed rule 
change raises any unique regulatory concerns because existing 
safeguards--such as position limits (and the aggregation of cash-
settled positions with physically-settled positions), exercise limits 
(and the aggregation of cash-settled positions with physically-settled 
positions), and reporting requirements--would continue to apply. The 
Exchange believes the proposed position and exercise limits may further 
help mitigate the concerns that the limits are designed to address 
about the potential for manipulation and market disruption in the 
options and the underlying securities.\23\
---------------------------------------------------------------------------

    \23\ See supra note 13.
---------------------------------------------------------------------------

    Given the novel characteristics of cash-settled FLEX ETF Options, 
the Exchange will conduct a review of the trading in cash-settled FLEX 
ETF Options over an initial five-year period. The Exchange will furnish 
five reports to the Commission based on this review, the first of which 
would be provided within 60 days after the first anniversary of the 
initial listing date of the first cash-settled FLEX ETF Option under 
the proposed rule and each subsequent annual report to be provided 
within 60 days after the second, third, fourth and fifth anniversary of 
such initial listing. At a minimum, each report will provide a 
comparison between the trading volume of all cash-settled FLEX ETF 
Options listed under the proposed rule and physically settled options 
on the same underlying security, the liquidity of the market for such 
options products and the underlying ETF, and any manipulation concerns 
arising in connection with the trading of cash-settled FLEX ETF Options 
under the proposed rule. The Exchange will also provide additional data 
as requested by the Commission during this five-year period. The 
reports will also discuss any recommendations the Exchange may have for 
enhancements to the listing standards based on its review. The Exchange 
believes these reports will allow the Commission and the Exchange to 
evaluate, among other things, the impact such options have, and any 
potential adverse effects, on price volatility and the market for the 
underlying ETFs, the component securities underlying the ETFs, and the 
options on the same underlying ETFs and make appropriate 
recommendations, if any, in response to the reports.
    The Exchange notes that it will issue a notice to Participants via 
Notice announcing the implementation date of the proposal.
2. Statutory Basis
    The Exchange believes that the proposal is consistent with the 
requirements of Section 6(b) of the Securities Exchange Act of 1934 
(the

[[Page 16416]]

``Act''),\24\ in general, and Section 6(b)(5) of the Act,\25\ 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, 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 particular, the Exchange believes that introducing 
cash-settled FLEX ETF Options will increase order flow to BOX, increase 
the variety of options products available for trading, and provide a 
valuable tool for investors to manage risk.
---------------------------------------------------------------------------

    \24\ 15 U.S.C. 78f(b).
    \25\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposal to permit cash settlement 
as a contract term for options on the specified group of equity 
securities would remove impediments to and perfect the mechanism of a 
free and open market as cash-settled FLEX ETF Options would enable 
market participants to receive cash in lieu of shares of the underlying 
security, which would, in turn, provide greater opportunities for 
market participants to manage risk through the use of a cash-settled 
product to the benefit of investors and the public interest. The 
Exchange does not believe that allowing cash settlement as a contract 
term for options on the specified group of equity securities would 
render the marketplace for equity options more susceptible to 
manipulative practices. As illustrated in the table above, each of the 
qualifying underlying securities is actively traded and highly liquid 
and thus would not be susceptible to manipulation because, over a six-
month period, each security had an average daily notional value of at 
least $500 million and an ADV of at least 4,680,000 shares, which 
indicates that there is substantial liquidity present in the trading of 
these securities, and that there is significant depth and breadth of 
market participants providing liquidity and of investor interest. The 
Exchange believes the proposed bi-annual review to determine 
eligibility for an underlying ETF to have cash settlement as a contract 
term would remove impediments to and perfect the mechanism of a free 
and open market as it would permit the Exchange to select only those 
underlying ETFs that are actively traded and have robust liquidity as 
each qualifying ETF would be required to meet the average daily 
notional value and average daily volume requirements, as well as to 
select the same underlying ETFs on which other exchanges may list cash-
settled FLEX ETF Options.\26\
---------------------------------------------------------------------------

    \26\ See supra note 12.
---------------------------------------------------------------------------

    The Exchange believes that the data provided by the Exchange 
supports the supposition that permitting cash settlement as a FLEX term 
for the 43 underlying ETFs that would currently qualify to have cash 
settlement as a contract term would broaden the base of investors that 
use FLEX Equity Options to manage their trading and investment risk, 
including investors that currently trade in the OTC market for 
customized options, where settlement restrictions do not apply.
    The Exchange believes that the proposal to permit cash settlement 
for certain FLEX ETF options would remove impediments to and perfect 
the mechanism of a free and open market because the proposed rule 
change would provide Participants with enhanced methods to manage risk 
by receiving cash if they choose to do so instead of the underlying 
security. In addition, this proposal would promote just and equitable 
principles of trade and protect investors and the general public 
because cash settlement would provide investors with an additional tool 
to manage their risk. Further, the Exchange notes that other exchanges 
have previously received approval that allow for the trading of cash-
settled options \27\ and, specifically, cash-settled FLEX ETF Options 
in an identical manner as the Exchange proposes to list them pursuant 
to this rule filing.\28\ The proposed rule change therefore should not 
raise issues for the Commission that it has not previously addressed.
---------------------------------------------------------------------------

    \27\ See supra note 11.
    \28\ See supra note 3.
---------------------------------------------------------------------------

    The proposed rule change to permit cash settlement as a contract 
term for options on up to 50 ETFs is designed to promote just and 
equitable principles of trade in that the availability of cash 
settlement as a contract term would give market participants an 
alternative to trading similar products in the OTC market. By trading a 
product in an exchange-traded environment (that is currently traded in 
the OTC market), BOX would be able to compete more effectively with the 
OTC market. The Exchange believes the proposed rule change is designed 
to prevent fraudulent and manipulative acts and practices in that it 
would lead to the migration of options currently trading in the OTC 
market to trading on the Exchange. Also, any migration to BOX from the 
OTC market would result in increased market transparency. Additionally, 
the Exchange believes the proposed rule change is designed to remove 
impediments to and to perfect the mechanism for a free and open market 
and a national market system, and, in general, to protect investors and 
the public interest in that it should create greater trading and 
hedging opportunities and flexibility. The proposed rule change should 
also result in enhanced efficiency in initiating and closing out 
positions and heightened contra-party creditworthiness due to the role 
of OCC as issuer and guarantor of the proposed cash-settled options. 
Further, the proposed rule change would result in increased competition 
by permitting the Exchange to offer products that are currently 
available for trading only in the OTC market and are approved to trade 
on other options exchanges.
    The Exchange believes that establishing position limits for cash-
settled FLEX ETF Options to be the same as physically settled options 
on the same underlying security, and aggregating positions in cash-
settled FLEX ETF Options with physically settled options on the same 
underlying security for purposes of calculating position limits is 
reasonable and consistent with the Act. By establishing the same 
position limits for cash-settled FLEX ETF Options as for physically 
settled options on the same underlying security and, importantly, 
aggregating such positions, the Exchange believes that the position 
limit requirements for cash-settled FLEX ETF Options should help to 
ensure that the trading of cash-settled FLEX ETF Options would not 
increase the potential for manipulation or market disruption and could 
help to minimize such incentives. For the same reasons, the Exchange 
believes the proposed exercise limits are reasonable and consistent 
with the Act.
    Finally, the Exchange represents that it has an adequate 
surveillance program in place to detect manipulative trading in cash-
settled FLEX ETF Options and the underlying ETFs. Regarding the 
proposed cash settlement, the Exchange would use the same surveillance 
procedures currently utilized for the Exchange's other FLEX Equity 
Options. For surveillance purposes, the Exchange would have access to 
information regarding trading activity in the pertinent underlying 
ETFs. The Exchange believes that limiting cash settlement to no more 
than 50 underlying ETFs (currently, 43 ETFs would be eligible to have 
cash-settlement as a contract term) would minimize the possibility of 
manipulation due to the robust liquidity in both the equities and 
options markets.

[[Page 16417]]

    As a self-regulatory organization, the Exchange recognizes the 
importance of surveillance, among other things, to detect and deter 
fraudulent and manipulative trading activity as well as other 
violations of Exchange rules and the federal securities laws. As 
discussed above, the Exchange has adequate surveillance procedures in 
place to monitor trading in cash-settled FLEX ETF Options and the 
underlying securities, including to detect manipulative trading 
activity in both the options and the underlying ETF.\29\ The Exchange 
further notes the liquidity and active markets in the underlying ETFs, 
and the high number of market participants in both the underlying ETFs 
and existing options on the ETFs, helps to minimize the possibility of 
manipulation. The Exchange further notes that under Section 19(g) of 
the Act, the Exchange, as a self-regulatory organization, is required 
to enforce compliance by its members and persons associated with its 
members with the Act, the rules and regulations thereunder, and the 
rules of the Exchange.\30\ The Exchange believes its surveillance, 
along with the liquidity criteria and position and exercise limits 
requirements, are reasonably designed to mitigate manipulation and 
market disruption concerns and will permit it to enforce compliance 
with the proposed rules and other Exchange rules in accordance with 
Section 19(g) of the Act. The Exchange performs ongoing evaluations of 
its surveillance program to ensure its continued effectiveness and will 
continue to review its surveillance procedures on an ongoing basis and 
make any necessary enhancements and/or modifications that may be needed 
for the cash settlement of FLEX ETF Options.
---------------------------------------------------------------------------

    \29\ Among other things, the Exchange's regulatory program 
includes cross-market surveillance designed to identify manipulative 
and other improper trading, including spoofing, algorithm gaming, 
marking the close and open, as well as more general abusive behavior 
related to front running, wash sales, quoting/routing, and Reg SHO 
violations, that may occur on the Exchange and other markets. 
Furthermore, the Exchange stated that it has access to information 
regarding trading activity in the pertinent underlying securities as 
a member of ISG.
    \30\ 15 U.S.C. 78s(g).
---------------------------------------------------------------------------

    Additionally, the Exchange will monitor any effect additional 
options series listed under the proposed rule change will have on 
market fragmentation and the capacity of BOX's automated systems. The 
Exchange will take prompt action, including timely communication with 
the Commission and with other self-regulatory organizations responsible 
for oversight of trading in options, the underlying ETFs, and the ETFs' 
component securities, should any unanticipated adverse market effects 
develop.

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 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, as all Floor Brokers and FLEX Market Makers that 
are authorized to trade FLEX Equity Options in accordance with the 
Exchange's Rules will be able to trade cash-settled FLEX ETF Options in 
the same manner. This includes that, for all FLEX Equity Options, 
including FLEX ETF Options, at least one of exercise style, expiration 
date, and exercise price must differ from options in the non-FLEX 
market. Additionally, positions in cash-settled FLEX ETF Options of all 
Participants will be subject to the same position limits, and such 
positions will be aggregated with positions in physically settled 
options on the same underlying in the same manner.
    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, as the proposal 
is designed to increase competition for order flow on BOX in a manner 
that is beneficial to investors because it is designed to provide 
investors seeking to transact in FLEX ETF Options with the opportunity 
for an alternative method of settling their option contracts at 
expiration. The Exchange believes the proposed rule change will 
encourage competition, as it may broaden the base of investors that use 
FLEX Equity Options to manage their trading and investment risk, 
including investors that currently trade in the OTC market for 
customized options, where settlement restrictions do not apply. The 
proposed rule change would give market participants an alternative to 
trading similar products in the OTC market. By trading a product in an 
exchange-traded environment (that is currently traded in the OTC 
market), BOX would be able to compete more effectively with the OTC 
market. The Exchange believes the proposed rule change may increase 
competition as it may lead to the migration of options currently 
trading in the OTC market to trading on BOX. Also, any migration to BOX 
from the OTC market would result in increased market transparency and 
thus increased price competition.
    The Exchange further notes that it operates in a highly competitive 
market in which market participants can readily direct order flow to 
competing venues who offer similar functionality. The Exchange believes 
the proposed rule change encourages competition amongst market 
participants to provide tailored cash-settled FLEX ETF Option 
contracts, as other exchanges have received approval to list these 
contracts (subject to the same position and exercise limits as 
proposed).\31\ Therefore, the Exchange believes the proposed rule 
change will enhance intermarket competition by providing investors with 
a choice of exchange venues on which to trade cash-settled FLEX ETF 
Options.
---------------------------------------------------------------------------

    \31\ See supra note 3.
---------------------------------------------------------------------------

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

    The Exchange has 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 \32\ and 
Rule 19b-4(f)(6) \33\ thereunder.
---------------------------------------------------------------------------

    \32\ 15 U.S.C. 78s(b)(3)(A).
    \33\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------

    A proposed rule change filed under Rule 19b-4(f)(6) \34\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\35\ the Commission 
may 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

[[Page 16418]]

filing. The Commission believes that waiver of the 30-day operative 
delay would allow the Exchange to offer the cash-settled FLEX ETF 
Options that are the subject of this proposal following the issuance of 
a notice to participants announcing the implementation date of the 
proposal. The Commission further notes that other exchanges have 
already received approval to offer cash-settled FLEX ETF Options 
subject to the same parameters and limitations as set forth in this 
proposal. The Commission therefore believes that the proposed rule 
change presents no novel issues and 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 as operative 
upon filing.\36\
---------------------------------------------------------------------------

    \34\ 17 CFR 240.19b-4(f)(6).
    \35\ 17 CFR 240.19b-4(f)(6)(iii). 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.
    \36\ For purposes only of waiving the 30-day operative delay, 
the Commission also has considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
---------------------------------------------------------------------------

    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 (https://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
file number SR-BOX-2025-07 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-BOX-2025-07. 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-BOX-2025-07 and should be 
submitted on or before May 8, 2025.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\37\
---------------------------------------------------------------------------

    \37\ 17 CFR 200.30-3(a)(12), (59).
---------------------------------------------------------------------------

Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-06524 Filed 4-16-25; 8:45 am]
BILLING CODE 8011-01-P