[Federal Register Volume 85, Number 52 (Tuesday, March 17, 2020)]
[Notices]
[Pages 15234-15238]
[FR Doc No: 2020-05377]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-88359; File No. SR-CboeBYX-2020-008]

Self-Regulatory Organizations; Cboe BYX Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change Relating
To Amend the Fee Schedule

March 11, 2020.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on March 2, 2020, Cboe BYX Exchange, Inc. (the ``Exchange'' or
``BYX'') 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\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    Cboe BYX Exchange, Inc. (the ``Exchange'' or ``BZX'') is filing
with the Securities and Exchange Commission (``Commission'') a proposed
rule change to amend the fee schedule. The text of the proposed rule
change is provided in Exhibit 5.
    The text of the proposed rule change is also available on the
Exchange's website (http://markets.cboe.com/us/equities/regulation/rule_filings/byx/), at the Exchange's Office of the Secretary, and at
the Commission's Public Reference Room.

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

    In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of

the most significant aspects of such statements.

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

1. Purpose
    The Exchange proposes to amend its fee schedule in connection with
its Remove Volume Tiers, effective March 2, 2020.
    The Exchange first notes that it operates in a highly-competitive
market in which market participants can readily direct order flow to
competing venues if they deem fee levels at a particular venue to be
excessive or incentives to be insufficient. More specifically, the
Exchange is only one of 13 registered equities exchanges, as well as a
number of alternative trading systems and other off-exchange venues
that do not have similar self-regulatory responsibilities under the
Exchange Act, to which market participants may direct their order flow.
Based on publicly available information,\3\ no single registered
equities exchange has more than 17% of the market share. Thus, in such
a low-concentrated and highly competitive market, no single equities
exchange possesses significant pricing power in the execution of order
flow. The Exchange in particular operates a ``Taker-Maker'' model
whereby it pays credits to members that remove liquidity and assesses
fees to those that add liquidity. The Exchange's Fees Schedule sets
forth the standard rebates and rates applied per share for orders that
provide and remove liquidity, respectively. Particularly, for
securities at or above $1.00, the Exchange provides a standard rebate
of $0.0005 per share for orders that remove liquidity and assesses a
fee of $0.0019 per share for orders that add liquidity. The Exchange
believes that the ever-shifting market share among the exchanges from
month to month demonstrates that market participants can shift order
flow, or discontinue to reduce use of certain categories of products,
in response to fee changes. Accordingly, competitive forces constrain
the Exchange's transaction fees, and market participants can readily
trade on competing venues if they deem pricing levels at those other
venues to be more favorable. In response to the competitive
environment, the Exchange also offers tiered pricing which provides
Members opportunities to qualify for higher rebates or reduced fees
where certain volume criteria and thresholds are met. Tiered pricing
provides incremental incentives for Members to strive for higher or
different tier levels by offering increasingly higher discounts or
enhanced benefits for satisfying increasingly more stringent criteria
or different criteria.
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    \3\ See Cboe Global Markets, U.S. Equities Market Volume
Summary, Month-to-Date (February 25, 2020), available at https://markets.cboe.com/us/equities/market_statistics/.
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    Pursuant to footnote 1 of the Fees Schedule, the Exchange currently
offers Remove Volume Tiers (tiers 6 through 9) that provide Members an
opportunity to receive an enhanced rebate from the standard fee
assessment for liquidity removing orders that yield fee codes
``BB'',\4\ ``N'' \5\ and ``W''.\6\ The Remove Volume Tiers currently
offer four different tiers that vary in levels of criteria difficulty
and incentive opportunities in which Members may qualify for enhanced
rebates for such orders. For example, Tier 6 currently provides an
enhanced rebate of $0.0015 for Members who have an ADV \7\ of greater
than or equal to 0.08% of the TCV,\8\ and an ADAV \9\ of greater than
or equal to 500,000 shares. The Exchange notes that these tiers are
designed to encourage Members to increase their order flow, adding and/
or removing orders, in order to receive an enhanced rebate on their
liquidity removing orders.
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    \4\ Appended to displayed orders that removes liquidity from BYX
(Tape B), and offered a rebate of $0.00050.
    \5\ Appended to displayed orders that remove liquidity from BYX
(Tape C), and offered a rebate of $0.00050.
    \6\ Appended to displayed orders that remove liquidity from BYX
(Tape A), and assessed a fee of $0.00050.
    \7\ ``ADV'' means average daily volume calculated as the number
of shares added or removed, combined, per day. ADV is calculated on
a monthly basis.
    \8\ ``TCV'' means total consolidated volume calculated as the
volume reported by all exchanges and trade reporting facilities to a
consolidated transaction reporting plan for the month for which the
fees apply.
    \9\ ``ADAV'' means average daily volume calculated as the number
of shares added per day. ADAV is calculated on a monthly basis.
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    Specifically, the Exchange proposes to amend Remove Volume Tier 8.
Pursuant to current Tier 8, a Member may receive an enhanced rebate of
$0.0017 for qualifying, liquidity removing orders (i.e. yielding fee
code BB, N, or W) if that Member has a Step-Up Remove TCV \10\ from
December 2017 >= 0.10%, and has an ADAV >= 0.30% of the TCV. The
Exchange proposes to amend Tier 8 so that a Member may receive an
enhanced rebate of $0.0018 for qualifying, liquidity removing orders if
that Member has a Step-Up Remove TCV from February 2020 that is greater
than or equal to 0.05%. The proposed criteria change is designed to
incentivize Members to increase their relative liquidity taking order
flow each month over a predetermined baseline (as proposed, from
February 2020) in order to receive an enhanced rebate on their
liquidity removing orders, by making Tier 8 criteria easier to achieve
and increasing the enhanced rebate provided under such tier. Instead of
meeting two unique criteria to receive the enhanced rebate, the
proposed change narrows Tier 8 to just one criterion with a lower Step-
Up Remove TCV threshold (as well as updates the month from which this
criterion is measured). As a result of the proposed ease in criteria
coupled with the increased enhanced rebate, Members will have an
additional opportunity to receive an enhanced rebate by submitting
liquidity removing order and will be further incentivized to submit
liquidity removing order flow. An increase in liquidity executing
orders would, in turn, incentivize liquidity adding order flow to take
advantage of the increase in execution opportunities, thereby
contributing to deeper, more liquid markets and price discovery. The
Exchange believes that this would overall benefit all Members by
contributing towards a robust and well-balanced market ecosystem. The
Exchange notes that Tier 8, as amended, will continue to be available
to all Members and is competitively achievable for all Members that
submit liquidity removing order flow, in that, all firms that submit
the requisite order flow could compete to meet the tier.
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    \10\ ``Step-Up Remove TCV'' means remove ADV as a percentage of
TCV in the relevant baseline month subtracted from current remove
ADV as a percentage of TCV.
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    The Exchange also proposes to eliminate Remove Volume Tier 9, which
currently provides that a Member may receive an enhanced rebate of
$0.0017 for qualifying, liquidity removing orders if that Member has a
Step-Up Remove TCV from January 2018 >= 0.30%, and has a remove ADV >=
0.70% of the TCV. The Exchange proposes to eliminate Tier 9 because no
Members have achieved this tier in some months.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with the objectives of Section 6 of the Act,\11\ in general, and
furthers the objectives of Section 6(b)(4),\12\ in particular, as it is
designed to provide for the equitable allocation of reasonable dues,
fees and other charges among its Members and issuers and other persons
using its

facilities. The Exchange also believes that the proposed rule change is
consistent with the objectives of Section 6(b)(5) \13\ requirements
that the rules of an exchange be designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in regulating, clearing, settling, processing
information with respect to, and facilitating transactions in
securities, to remove impediments to and perfect the mechanism of a
free and open market and a national market system, and, in general, to
protect investors and the public interest, and, particularly, is not
designed to permit unfair discrimination between customers, issuers,
brokers, or dealers.
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    \11\ 15 U.S.C. 78f.
    \12\ 15 U.S.C. 78f(b)(4).
    \13\ 15 U.S.C. 78f.(b)(5).
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    The Exchange operates in a highly-competitive market in which
market participants can readily direct order flow to competing venues
if they deem fee levels at a particular venue to be excessive or
incentives to be insufficient. The proposed rule change reflects a
competitive pricing structure designed to incentivize market
participants to direct their order flow to the Exchange, which the
Exchange believes would enhance market quality to the benefit of all
Members.
    In particular, the Exchange believes the proposed tier is
reasonable because it restructures an opportunity for Members to
receive an enhanced rebate by making it easier to reach the proposed
threshold by means of liquidity removing orders. The Exchange notes
that relative volume-based incentives and discounts have been widely
adopted by exchanges,\14\ including the Exchange,\15\ and are
reasonable, equitable and non-discriminatory because they are open to
all members on an equal basis and provide additional benefits or
discounts that are reasonably related to (i) the value to an exchange's
market quality and (ii) associated higher levels of market activity,
such as higher levels of liquidity provision and/or growth patterns.
Additionally, as noted above, the Exchange operates in highly
competitive market. The Exchange is only one of several equity venues
to which market participants may direct their order flow, and it
represents a small percentage of the overall market. It is also only
one of several taker-maker exchanges. Competing equity exchanges offer
similar tiered pricing structures to that of the Exchange, including
schedules of rebates and fees that apply based upon members achieving
certain volume and/or growth thresholds. These competing pricing
schedules, moreover, are presently comparable to those that the
Exchange provides, including the pricing of comparable tiers.\16\
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    \14\ See e.g., The Nasdaq BX, Inc. Rules, Equity 7 Pricing
Schedule, Sec. 118(a), which generally provides credits to members
for adding and/or removing liquidity that reaches certain thresholds
of Consolidated Volume; and Cboe EDGA U.S. Equities Exchange Fee
Schedule, Footnote 7, Add/Remove Volume Tiers, which provides
similar incentives for liquidity removing orders.
    \15\ See generally, Cboe BYX U.S. Equities Exchange Fee
Schedule, Footnotes 1 and 2, Add/Remove Volume and Step-Up tiers
provide incentives for volume adding and/or removing orders and for
criteria based on Step-Up Add TCV, respectively.
    \16\ See supra note 14. BX offers credits between $0.0029 and
$0.0014 per share for liquidity removing orders (substantially
similar to those rebates which the Exchange proposes) depending on
different criteria levels achieved.
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    Moreover, the Exchange believes the proposed modification to
increase the enhanced rebate and ease the criteria under Remove Volume
Tier 8, by removing the ADAV as a percentage of TCV threshold component
and decreasing the Step-Up Remove TCV threshold (the proposed change
also updates the month by which the Step-Up component is measured), is
a reasonable means to further incentivize Members to increase their
remove volume order flow to the Exchange by encouraging those Members
who could not achieve the tier previously to increase their remove
volume by a modest amount since February 2020 to receive the tier's
increased rebate. As such, adopting criteria based on a Member's
removing orders will encourage Members executing on the Exchange to
increase transactions and provide increased execution opportunities, in
turn, incentivizing liquidity providing Members to take such increase
execution opportunities and provide increased liquidity and price
transparency on the Exchange. The Exchange believes that these
increases benefit all Members by enhancing market quality and
contributing towards a robust and well-balanced market ecosystem.
Increased overall order flow benefits all investors by deepening the
Exchange's liquidity pool, potentially providing even greater execution
incentives and opportunities, offering additional flexibility for all
investors to enjoy cost savings, supporting the quality of price
discovery, promoting market transparency and improving investor
protection. The proposed increased enhanced rebate amount also does not
represent a significant departure from the enhanced rebates currently
offered under the Exchange's existing Remove Volume Tiers (tier 6
offers an enhanced rebate of $0.0015 and tier 7 an enhanced rebate of
$0.0018). The proposed amended tier merely provides and additional
opportunity for Members submitting liquidity taking orders to achieve
an enhanced rebate. In addition to this, the Exchange believes it is
reasonable to remove Tier 9 from the Fee Schedule as no Members have
achieved such tier in recent months. If the Exchange wishes to
implement additional opportunities to meet different tier criteria
within the Remove Volume Tiers it may seek to do so by submitting a
rule filing at a later date.
    The Exchange believes that the proposal represents an equitable
allocation of rebates and is not unfairly discriminatory because all
Members will continue to be eligible for Remove Volume Tier 8 as
amended, and will have the opportunity to meet the tier's criteria and
would receive the proposed increased enhanced rebate if such criteria
is met. Without having a view of activity on other markets and off-
exchange venues, the Exchange has no way of knowing whether this
proposed rule change would definitely result in any Members qualifying
for this tier. While the Exchange has no way of predicting with
certainty how the proposed tier will impact Member activity, the
Exchange anticipates that at least four Members will be able to compete
for and reach the proposed tier. Accordingly, the Exchange believes the
proposed criteria modification is reasonably designed as an incentive
to any and all Members interested in meeting the tier criteria to
submit additional displayed order flow to achieve the proposed
discount. The Exchange anticipates that these will include multiple
Member types, including wholesale firms (i.e., broker-dealers that
function to primarily make markets for retail orders) as well as
proprietary firms, each providing distinct types of order flow to the
Exchange to the benefit of all market participants. For example,
increased wholesale firm order flow provides more trading opportunities
for retail customers, which in turn attracts Market Makers. Increased
Market Maker activity facilitates tighter spreads which potentially
increases order flow from other market participants.
    Further, the proposed elimination of Tier 9 represents an equitable
allocation of fees and is not unfairly discriminatory because it will
equally remove the enhanced rebate opportunity in Tier 9 for all
Members. The Exchange also notes that the proposed elimination of Tier
9 will not adversely impact any Member's pricing or their ability to

qualify for existing enhanced rebates (note that, the proposed enhanced
rebate in Tier 8 will be higher than the rebate offered by Tier 9) or
reduced fee tiers. Likewise, should a Member not meet the proposed
criteria in Tier 8, the Member will merely not receive the enhanced
rebate proposed in Tier 8 and still would have the opportunity to meet
other criteria for enhanced rebates and reduced fees. Furthermore, the
proposed rate in Tier 8 would uniformly apply to all Members that meet
the required criteria under the modified tier.

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 intramarket or intermarket competition that is not
necessary or appropriate in furtherance of the purposes of the Act.
Rather, as discussed above, the Exchange believes that the proposed
change would encourage the submission of additional order flow to a
public exchange, thereby promoting market depth, execution incentives
and enhanced execution opportunities, as well as price discovery and
transparency for all Members. As a result, the Exchange believes that
the proposed change furthers the Commission's goal in adopting
Regulation NMS of fostering competition among orders, which promotes
``more efficient pricing of individual stocks for all types of orders,
large and small.'' \17\
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    \17\ Securities Exchange Act Release No. 51808, 70 FR 37495,
37498-99 (June 29, 2005) (S7-10-04) (Final Rule).
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    The Exchange believes the proposed rule change does not impose any
burden on intramarket competition that is not necessary or appropriate
in furtherance of the purposes of the Act. Particularly, the proposed
change applies to all Members equally in that all Members are eligible
for the proposed tier, have a reasonable opportunity to meet the tier's
criteria and will all receive the proposed fee rate if such criteria is
met. Additionally the proposed change is designed to attract additional
order flow to the Exchange. The Exchange believes that the modified
tier criteria would incentivize market participants to direct liquidity
removing order flow to the Exchange and, as a result, increase
execution opportunities, which would further incentivize the provision
of liquidity and continued order flow and improve price transparency on
the Exchange. Greater overall order flow and pricing transparency
benefits all market participants on the Exchange by generally providing
more trading opportunities, enhancing market quality, and continuing to
encourage Members to send orders, thereby contributing towards a robust
and well-balanced market ecosystem, which benefits all market
participants.
    Next, the Exchange believes the proposed rule change does not
impose any burden on intermarket competition that is not necessary or
appropriate in furtherance of the purposes of the Act. As previously
discussed, the Exchange operates in a highly competitive market.
Members have numerous alternative venues that they may participate on
and direct their order flow, including 12 other equities exchanges and
off-exchange venues and alternative trading systems. Additionally, the
Exchange represents a small percentage of the overall market. Based on
publicly available information, no single equities exchange has more
than 17% of the market share.\18\ Therefore, no exchange possesses
significant pricing power in the execution of order flow. Indeed,
participants can readily choose to send their orders to other exchange
and off-exchange venues if they deem fee levels at those other venues
to be more favorable. Moreover, the Commission has repeatedly expressed
its preference for competition over regulatory intervention in
determining prices, products, and services in the securities markets.
Specifically, in Regulation NMS, the Commission highlighted the
importance of market forces in determining prices and SRO revenues and,
also, recognized that current regulation of the market system ``has
been remarkably successful in promoting market competition in its
broader forms that are most important to investors and listed
companies.'' \19\ The fact that this market is competitive has also
long been recognized by the courts. In NetCoalition v. Securities and
Exchange Commission, the D.C. Circuit stated as follows: ``[n]o one
disputes that competition for order flow is `fierce.' . . . As the SEC
explained, `[i]n the U.S. national market system, buyers and sellers of
securities, and the broker-dealers that act as their order-routing
agents, have a wide range of choices of where to route orders for
execution'; [and] `no exchange can afford to take its market share
percentages for granted' because `no exchange possesses a monopoly,
regulatory or otherwise, in the execution of order flow from broker
dealers'. . . .''. \20\ Accordingly, the Exchange does not believe its
proposed fee change imposes any burden on competition that is not
necessary or appropriate in furtherance of the purposes of the Act.
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    \18\ See supra note 3.
    \19\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496, 37499 (June 29, 2005).
    \20\ NetCoalition v. SEC, 615 F.3d 525, 539 (DC Cir. 2010)
(quoting Securities Exchange Act Release No. 59039 (December 2,
2008), 73 FR 74770, 74782-83 (December 9, 2008) (SR-NYSEArca-2006-
21)).
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C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

    The Exchange has not solicited, and does not intend to solicit,
comments on this proposed rule change. The Exchange has not received
any unsolicited written comments From Members or other interested
parties.

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

    The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \21\ and paragraph (f) of Rule 19b-4 \22\
thereunder. 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 will institute proceedings to
determine whether the proposed rule change should be approved or
disapproved.
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    \21\ 15 U.S.C. 78s(b)(3)(A).
    \22\ 17 CFR 240.19b-4(f).
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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 (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-CboeBYX-2020-008 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-CboeBYX-2020-008. This
file number should be included on the subject line if email is used. To
help the Commission process and review your

comments more efficiently, please use only one method. The Commission
will post all comments on the Commission's internet website (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent
amendments, all written statements with respect to the proposed rule
change that are filed with the Commission, and all written
communications relating to the proposed rule change between the
Commission and any person, other than those that may be withheld from
the public in accordance with the provisions of 5 U.S.C. 552, will be
available for website viewing and printing in the Commission's Public
Reference Room, 100 F Street NE, Washington, DC 20549 on official
business days between the hours of 10:00 a.m. and 3:00 p.m. Copies of
the filing also will be available for inspection and copying at the
principal office of the Exchange. All comments received will be posted
without change. Persons submitting comments are cautioned that we do
not redact or edit personal identifying information from comment
submissions. All submissions should refer to File Number SR-CboeBYX-
2020-008 and should be submitted on or before April 7, 2020.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\23\
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    \23\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-05377 Filed 3-16-20; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register: September 24, 2008 (Volume 73, Number 186)]
[Notices]
[Page 55065]
[DOCID:fr24se08-66]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. ER08-1530-000]

Central Hudson Gas and Electric Corporation; Notice of Filing

September 17, 2008.
    Take notice that on September 12, 2008, Central Hudson Gas and
Electric Corporation filed a notice of termination of its FERC Electric
Rate Schedule 68, an agreement dated July 11, 1985 with the New York
Power Authority, pursuant to 18 CFR 35.15 and 131.53.
    Any person desiring to intervene or to protest this filing must
file in accordance with Rules 211 and 214 of the Commission's Rules of
Practice and Procedure (18 CFR 385.211, 385.214). Protests will be
considered by the Commission in determining the appropriate action to
be taken, but will not serve to make protestants parties to the
proceeding. Any person wishing to become a party must file a notice of
intervention or motion to intervene, as appropriate. Such notices,
motions, or protests must be filed on or before the comment date. On or
before the comment date, it is not necessary to serve motions to
intervene or protests on persons other than the Applicant.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper using the ``eFiling'' link at http://
www.ferc.gov. Persons unable to file electronically should submit an
original and 14 copies of the protest or intervention to the Federal
Energy Regulatory Commission, 888 First Street, NE., Washington, DC
20426.
    This filing is accessible on-line at http://www.ferc.gov, using the
``eLibrary'' link and is available for review in the Commission's
Public Reference Room in Washington, DC. There is an ``eSubscription''
link on the Web site that enables subscribers to receive e-mail
notification when a document is added to a subscribed docket(s). For
assistance with any FERC Online service, please e-mail
<EMAIL_ADDRESS>or call<PHONE_NUMBER> (toll free). For
TTY, call<PHONE_NUMBER>.
    Comment Date: 5 p.m. Eastern Time on October 3, 2008.

Kimberly D. Bose,
Secretary.
[FR Doc. E8-22280 Filed 9-23-08; 8:45 am]

BILLING CODE 6717-01-P