[Federal Register Volume 74, Number 122 (Friday, June 26, 2009)]
[Notices]
[Page 30563]
[FR Doc No: E9-15206]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. ER09-1196-000]

Lost Creek Wind, LLC; Notice of Filing

June 22, 2009.
    Take notice that, on June 16, 2009, Lost Creek Wind, LLC filed a
supplement to its filing in the above captioned docket with information
required under the Commission's regulations. Such filing served to
reset the filing date in this proceeding.
    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.
Anyone filing a motion to intervene or protest must serve a copy of
that document on the Applicant and all the parties in this proceeding.
    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 July 7, 2009.

Kimberly D. Bose,
Secretary.
[FR Doc. E9-15206 Filed 6-25-09; 8:45 am]
BILLING CODE P


[Federal Register Volume 83, Number 150 (Friday, August 3, 2018)]
[Notices]
[Pages 38191-38195]
[FR Doc No: 2018-16597]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-83739; File No. SR-CboeEDGA-2018-013]

Self-Regulatory Organizations; Cboe EDGA Exchange, Inc.; Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change to
Exchange Rule 11.6, Definitions, To Amend the Operation of the Super
Aggressive Order Instruction

July 30, 2018.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19-4 thereunder,\2\ notice is hereby given that
on July 16, 2018, Cboe EDGA Exchange, Inc. (the ``Exchange'' or
``EDGA'') 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 Exchange
has designated this proposal as a ``non-controversial'' proposed rule
change pursuant to Section 19(b)(3)(A) of the Act \3\ and Rule 19b-
4(f)(6) thereunder,\4\ which renders it effective upon filing with the
Commission. 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.
    \3\ 15 U.S.C. 78s(b)(3)(A).
    \4\ 17 CFR 240.19b-4(f)(6).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange filed a proposed rule change to amend paragraph (n)(2)
of Exchange Rule 11.6 related to Super Aggressive order instructions.
    The text of the proposed rule change is available at the Exchange's
website at www.markets.cboe.com, at the principal office of the
Exchange, and at the Commission's Public Reference Room.

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

    In its filing with the Commission, the 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 parts 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 the description of the Super
Aggressive instruction under paragraph (n)(2) of Exchange Rule 11.6,
Routing/Posting Instructions to: (i) Specify that an incoming order
with a Post Only instruction that would lock a resting order with a
Super Aggressive instruction must include a Displayed instruction for
the order with a Super Aggressive instruction to engage in a liquidity
swap and execute against that incoming order; and (ii) modify language
from the description of the Super Aggressive instruction that states if
an order that does not contain a Super Aggressive instruction maintains
higher priority than one or more Super Aggressive eligible orders, the
Super Aggressive eligible order(s) with lower priority would not be
converted and the incoming order with a Post Only instruction would be
posted or cancelled in accordance with Exchange Rule 11.6(n)(4).\5\
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    \5\ The Exchange also proposes to remove the extraneous word
``solely'' from the second sentence of Rule 11.6(n)(2). The removal
of this word does not alter the operation of the Super Aggressive
order instruction.
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    At the outset, the Exchange notes that based on the Exchange's
current pricing schedule, because EDGA offers rebates to remove
liquidity and charges fees to add liquidity, orders with a Post Only
instruction remove liquidity on entry against resting interest and are
not booked/displayed if there is contra-side interest. As such, the
descriptions below of the changes to Rule 11.6(n)(2), including the
examples of the revised operation of the Super Aggressive functionality
are currently inapplicable because orders with a Post Only instruction
execute against resting liquidity first, before the logic discussed
below is triggered. However, consistent with its prior practice, the
Exchange is proposing the changes to Rule 11.6(n)(2) related to the
Super Aggressive instruction in this filing in order to retain
consistent rules and functionality with its affiliated exchanges \6\ to
the

extent the Exchange decides to propose changes to its fee structure in
the future such that ``Post Only'' functionality is more relevant to
the operation of the Exchange.
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    \6\ The Exchange notes that its affiliates, Cboe BZX Exchange,
Inc. and Cboe EDGX Exchange, Inc., also recently filed to adopt the
functionality described in this filing and such functionality is
applicable on such exchanges because orders equivalent to orders
with a Post Only instruction can be entered on such exchanges and do
not always remove against contra-side interest on entry pursuant to
such exchanges' fee schedules. See SR-CboeBZX-2018-051 and SR-
CboeEDGX-2018-025, each filed July 11, 2018.
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    Super Aggressive is an optional order instruction that directs the
System \7\ to route an order when an away Trading Center locks or
crosses the limit price of the order resting on the EDGA Book.\8\ If an
order with a Super Aggressive instruction were to be locked by an
incoming order with a Post Only instruction that does not remove
liquidity pursuant to Rule 11.6(n)(4),\9\ the order with a Super
Aggressive instruction would be converted to an executable order and
would remove liquidity against such incoming order.
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    \7\ The term ``System'' is defined as ``the electronic
communications and trading facility designated by the Board through
which securities orders of Users are consolidated for ranking,
execution and, when applicable, routing away.'' See Exchange Rule
1.5(cc).
    \8\ See Exchange Rule 1.5(d).
    \9\ The Exchange will execute an order with a Post Only
instruction priced at or above $1.00 in certain circumstances where
the value of such execution when removing liquidity equals or
exceeds the value of such execution if the order instead posted to
the EDGA Book and subsequently provided liquidity, including the
applicable fees charged or rebates provided. See Exchange Rule
11.6(n)(4). As noted above, due to the current EDGA pricing
schedule, which offers rebates to remove liquidity, orders with a
Post Only instruction are not booked/displayed if there is contra-
side interest and instead remove liquidity against resting interest.
Accordingly, an order with a Super Aggressive instruction will not
be converted under the current fee schedule.
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    First, the Exchange proposes to modify the Super Aggressive
instruction to require that the incoming order with a Post Only
instruction that would lock a resting order with a Super Aggressive
instruction must include a Displayed instruction for an execution to
occur. The Super Aggressive instruction is generally utilized for best
execution purposes because it enables the order to immediately attempt
to access displayed liquidity on another Trading Center that is either
priced equal to or better than the order with a Super Aggressive
instruction's limit price. The Super Aggressive instruction would also
enable the order to execute against an equally priced incoming order
with a Post Only instruction that would otherwise not execute by being
willing to act as the liquidity remover in such a scenario.\10\ Under
EDGA Rules, the incoming order with a Post Only instruction could
include either a Displayed or Non-Displayed instruction for it to
engage in a liquidity swap with an order with a Super Aggressive
instruction resting on the EDGA Book.
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    \10\ But see supra note 9.
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    Consistent with the Super Aggressive instruction to access
liquidity displayed on other Trading Centers, the Exchange proposes to
amend the Super Aggressive instruction such that an order with such
instruction would execute against an equally priced incoming order with
a Post Only instruction only when such order would be displayed on the
EDGA Book. The order with a Super Aggressive instruction would act as a
liquidity remover in such a scenario. Should an equally priced incoming
order with a Post Only instruction not include a Displayed instruction,
the resting order with a Super Aggressive instruction would remain on
the EDGA Book and await an execution where it may act as a liquidity
provider. An incoming order with a Post Only instruction and a Non-
Displayed instruction would be posted to the EDGA Book at its limit
price, creating an internally locked non-displayed book. As is the case
today, an execution would continue to occur where an incoming order
with a Post Only instruction is priced more aggressively than the order
with a Super Aggressive instruction resting on the EDGA Book,
regardless of whether the incoming order included a Displayed or Non-
Displayed instruction.\11\
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    \11\ See id.
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    The Exchange notes that Users seeking to act as a liquidity remover
once resting on the EDGA Book in all cases (i.e., seeking to execute
against incoming Post Only orders regardless of the display
instruction) would be able to attach the Non-Displayed Swap (``NDS'')
instruction to their order.\12\ The NDS instruction is similar to the
Super Aggressive instruction, in that it also would be an optional
order instruction that a User may include on an order that directs the
Exchange to have such order, when resting on the EDGA Book, execute
against an incoming order with a Post Only instruction rather than have
it be locked by the incoming order. Under EDGA Rules, because orders
with either instruction (i.e., Super Aggressive and NDS) would execute
against incoming orders with a Post Only instruction regardless of
whether the order is to be displayed, the instructions are currently
identical with two exceptions. First, an order with a Super Aggressive
instruction would not convert into a liquidity removing order and
execute against an order with a Post Only instruction if there is an
order on the order book with priority over such order that does not
also contain a Super Aggressive instruction. As further described
below, the Exchange is proposing to modify this feature of the Super
Aggressive instruction. The second current distinction between the two
instructions, which would remain, is that an order with a Super
Aggressive instruction can be displayed on the Exchange whereas an
order with the NDS instruction must be non-displayed. As amended, the
additional distinction between the two instructions would be whether an
order would become a liquidity removing order against any order with a
Post Only instruction that would lock it (i.e., NDS) or only when the
order with a Post Only instruction that would lock it also contains a
Displayed instruction (i.e., Super Aggressive).
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    \12\ See Exchange Rule 11.6(n)(7).
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    The below examples illustrate the proposed behavior should the
Exchange propose to change its fee schedule such that ``Post Only''
functionality is more relevant to the operation of the Exchange.\13\
Assume the National Best Bid and Offer (``NBBO'') is $10.00 by $10.10.
An order to buy is displayed on the EDGA Book at $10.00 with a Super
Aggressive instruction. There are no other orders resting on the EDGA
Book. An order to sell at $10.00 with a Post Only and Displayed
instruction is entered. The incoming order to sell would execute
against the resting order to buy at $10.00, the locking price, because
the incoming order included a Displayed instruction. The order to buy
would act as the liquidity remover and the order to sell would act as
the liquidity adder. However, no execution would occur if the incoming
order to sell included a Non-Displayed instruction. Instead, the
incoming order to sell would be posted non-displayed to the EDGA Book
at $10.00, its limit price, causing the EDGA Book to be internally
locked.
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    \13\ See supra note 9.
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    Second, the Exchange proposes to enable an incoming order with a
Post Only instruction and Displayed instruction to execute against an
equally priced non-displayed order with a Super Aggressive instruction
where a non-displayed order without a Super Aggressive instruction
maintains time priority over the Super Aggressive eligible order at
that price. In such case, the non-displayed, non-Super Aggressive order
would seek to remain a liquidity provider and would cede time priority
to the order with a Super Aggressive instruction, which is willing to
act as a liquidity remover to facilitate the execution. The Exchange
proposes to effect this change by modifying language in the description
of the Super Aggressive instruction to state that if an order displayed
on the EDGA Book does

not contain a Super Aggressive instruction and maintains higher
priority than one or more Super Aggressive eligible orders, the Super
Aggressive eligible order(s) with lower priority will not be converted
and the incoming order with a Post Only instruction will be posted or
cancelled in accordance with Exchange Rule 11.6(n)(4). Thus, an order
with a Super Aggressive instruction, whether displayed on the Exchange
or non-displayed, would never execute ahead of a displayed order that
maintains time priority.
    Should the Exchange determine to change its fee schedule, the
operation of the Super Aggressive instruction with respect to incoming
contra-side orders received by the Exchange, would be designed to
facilitate executions that would otherwise not occur due to the Post
Only instruction requirement to not remove liquidity. Users entering
orders with the Super Aggressive instruction tend to be fee agnostic
because an order with a Super Aggressive instruction is willing to
route to an away Trading Center displaying an equally or better priced
order (i.e., pay a fee at such Trading Center). Meanwhile, an order
without the Super Aggressive instruction elects to remain on the EDGA
Book as the liquidity provider until it may execute against an incoming
order that would act as the liquidity remover. Therefore, if the fee
schedule is changed in the future, the proposed change to enable the
Super Aggressive order to execute against an incoming order, regardless
of whether a non-displayed order without a Super Aggressive instruction
maintains priority, would be consistent with the User's intent for both
orders--one choses to remain the liquidity provider and forgo the
execution while the other is willing to execute irrespective of whether
it is the liquidity provider or remover. The Exchange notes that
similar behavior occurs for orders utilizing the NDS instruction,\14\
which also would seek to engage in a liquidity swap against incoming
orders with a Post Only instruction. The Exchange, however, has
proposed to retain the existing limitation with respect to orders
displayed on the EDGA Book.
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    \14\ See Exchange Rule 11.6(n)(7). See also Securities Exchange
Act Release No. 83521 (June 26, 2018) (SR-CboeEDGA-2018-011)
(including an example where an order cedes execution priority to an
order with an NDS instruction).
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    The following example illustrates the operation of an order with a
Super Aggressive instruction under the proposed rule change should the
Exchange propose to change its fee schedule such that ``Post Only''
functionality is more relevant to the operation of the Exchange.\15\
Assume the NBBO is $10.00 by $10.04. There is a non-displayed Limit
Order to buy resting on the EDGA Book at $10.03 (``Order A''). A second
non-displayed Limit Order to buy at $10.03 is then entered with a Super
Aggressive instruction and has time priority behind the first Limit
Order (``Order B''). An order to sell with a Post Only instruction
priced at $10.03 is entered. Under current behavior, the incoming sell
order with a Post Only instruction would not execute against Order A
and would post to the EDGA Book \16\ because the value of such
execution against the resting buy order when removing liquidity does
not equal or exceed the value of such execution if the order instead
posted to the EDGA Book and subsequently provided liquidity, including
the applicable fees charged or rebates provided. Further, the incoming
sell order with a Post Only instruction could not execute against Order
B because Order A is on the EDGA Book and maintains time priority over
Order B. Under the proposed change, the incoming sell order, if it
contained a Displayed instruction, would execute against Order B and
Order B would become the remover of liquidity while the incoming sell
order with a Post Only instruction would become the liquidity provider.
In such case, Order A cedes priority to Order B because Order A did not
also include a Super Aggressive instruction \17\ and thus the User that
submitted the order did not indicate the preference to be treated as
the remover of liquidity in favor of an execution; instead, by not
using Super Aggressive, a User indicates the preference to remain
posted on the EDGA Book as a liquidity provider. However, if the
incoming sell order was priced at $10.02, it would receive sufficient
price improvement to execute upon entry against all resting buy Limit
Orders in time priority at $10.03.\18\ Also, if Order A was displayed
on the EDGA Book, no execution would occur, as the proposed change
would only apply to non-displayed liquidity.
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    \15\ See supra note 9.
    \16\ Such order would be posted to the EDGA Book in accordance
with the Exchange's re-pricing instructions to comply with Rule
610(d) of Regulation NMS. See Exchange Rule 11.6(l)(1). See also 242
CFR 242.610(d).
    \17\ This behavior is consistent with the operation of the
Exchange's NDS instruction. See supra note 14.
    \18\ The execution occurs here because the value of the
execution against the buy order when removing liquidity exceeds the
value of such execution if the order instead posted to the EDGA Book
and subsequently provided liquidity, including the applicable fees
charged or rebates provided. See supra note 9.
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act \19\ in general, and furthers the objectives of Section
6(b)(5) of the Act \20\ in particular, in that it is designed 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.
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    \19\ 15 U.S.C. 78f(b).
    \20\ 15 U.S.C. 78f(b)(5).
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    The proposed changes to the Super Aggressive order instruction are
designed 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. The Super
Aggressive instruction is an optional feature that is intended to
reflect the order management practices of various market participants.
The proposal to limit the execution of an order with a Super Aggressive
instruction to execute against incoming orders with a Post Only
instruction that also contain a Displayed instruction promotes just and
equitable principles of trade because it would enable Users to elect an
order instruction consistent with their intent to execute only against
displayed orders, in part, for best execution purposes. The amended
Super Aggressive instruction would ensure executions at the best
available price displayed on another Trading Center or against an
incoming order that would have been displayed on the EDGA Book. Users
seeking to act as a liquidity remover once resting on the EDGA Book and
execute against an incoming order with a Post Only and Non-Displayed
instruction may attach the NDS instruction to their order.\21\
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    \21\ See Exchange Rule 11.6(n)(7).
---------------------------------------------------------------------------

    Should the Exchange determine to change its fee schedule such that
``Post Only'' functionality is more relevant to the operation of the
Exchange, the proposed change to the Super Aggressive instruction would
also remove impediments to and perfect the mechanism of a free and open
market and a national market system because it would be designed to
facilitate

executions that would otherwise not occur due to the Post Only
instruction requirement to not remove liquidity under such amended fee
schedule.\22\ The proposal enables non-displayed Super Aggressive
orders to execute against an incoming order, regardless of whether
another non-displayed order without a Super Aggressive instruction
maintains priority consistent with the User's intent for both orders--
one chooses to remain the liquidity provider and forgo the execution
while the other is willing to execute irrespective of whether it is the
liquidity provider or remover. The non-Super Aggressive order would
seek to remain a liquidity provider and would cede its time priority to
the order with a Super Aggressive instruction, which would be willing
to act as a liquidity remover to facilitate the execution. It also
would enable an order without the Super Aggressive instruction to
remain on the EDGA Book as a liquidity provider, consistent with the
expected operation of their resting order. The Exchange notes that
similar behavior occurs for orders utilizing the NDS \23\ instruction,
which also seeks to engage in a liquidity swap against incoming orders
with a Post Only instruction. Finally, by limiting the proposed change
to non-displayed orders, the proposal would remain consistent with NDS
and also would retain existing functionality with respect to the
handling of displayed orders.
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    \22\ See supra note 9.
    \23\ See supra note 14.
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    For the reasons set forth above, the Exchange believes the proposal
removes impediments to and perfects the mechanism of a free and open
market and a national market system, and, in general, protects
investors and the public interest.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange notes that there will be no burden on competition
based on the Exchange's current fee schedule, because as described
above, Post Only Orders remove against resting contra-side interest on
entry, and thus, the revised functionality is inapplicable.\24\
Further, in the event the Exchange modifies its fee schedule, the
Exchange does not believe that the proposed rule change will result in
any burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act, as amended. On the contrary,
the proposed changes to the Super Aggressive order instruction are
intended to improve the usefulness of the instruction and to align its
operation with the intention of the User, resulting in enhanced
competition through increased usage and execution quality on the
Exchange. Thus, to the extent the change is intended to improve
functionality on the Exchange to encourage Users to direct their orders
to the Exchange, the change is competitive, but the Exchange does not
believe the proposed change will result in any burden on intermarket
competition as it is a minor change to available functionality. The
proposed changes to the Super Aggressive order instruction also promote
intramarket competition because they will facilitate the execution of
orders that would otherwise remain unexecuted consistent with the
intent of the User entering the order, thereby increasing the efficient
functioning of the Exchange. Further, the Super Aggressive order
instruction will remain available to all Users in the same way it is
today. Thus, Users can continue to choose between various optional
order instructions, including Super Aggressive, NDS, and others,
depending on the order handling they prefer the Exchange to utilize.
Therefore, the Exchange does not believe the proposed rule change will
result in any burden on intramarket competition that is not necessary
or appropriate in furtherance of the purposes of the Act.
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    \24\ See supra note 9.
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C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

    No comments were solicited or received 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)(iii) of the Act \25\ and
subparagraph (f)(6) of Rule 19b-4 thereunder.\26\
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    \25\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \26\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
requires a self-regulatory organization to give the Commission
written notice of its intent to file the proposed rule change at
least five business days prior to the date of filing of the proposed
rule change, or such shorter time as designated by the Commission.
The Exchange has satisfied this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) normally does
not become operative for 30 days after the date of the filing. However,
Rule 19b-4(f)(6)(iii) \27\ permits the Commission to designate a
shorter time if such action is consistent with the protection of
investors and the public interest. In its filing, EDGA requested that
the Commission waive the 30-day operative delay so that the Exchange
can implement the proposed rule change promptly after filing. The
proposed changes to the Super Aggressive instruction would not impact
trading under the current pricing schedule, but the Exchange noted that
it intends to update its systems to implement the proposed changes on a
similar schedule to its affiliates.\28\ EDGA indicated its desire to
maintain rules and functionality similar to its affiliated exchanges
and noted that the proposed rule changes would be relevant if the
Exchange decides to alter its pricing.
---------------------------------------------------------------------------

    \27\ 17 CFR 240.19b-4(f)(6)(iii).
    \28\ See note 6 supra.
---------------------------------------------------------------------------

    Should EDGA determine to change its fee schedule such that the Post
Only functionality is more relevant to the operation of the Exchange,
EDGA stated that the proposal to allow an order with a Super Aggressive
instruction to execute against an incoming Post Only order only if the
Post Only order is displayable would be consistent with the use of the
Super Aggressive instruction to access liquidity displayed on other
Trading Centers. Further, according to the Exchange, users seeking to
execute against incoming non-displayable Post Only orders would
continue to be able to attach the NDS order instruction, as well as
other order instructions that may permit such executions. In addition,
the Exchange stated that the proposed priority change where non-
displayed orders without a Super Aggressive instruction would cede
priority to non-displayed orders with a Super Aggressive instruction is
similar to, and consistent with, the Exchange's priority ceding
functionality for orders with an NDS instruction and would facilitate
executions that would otherwise not occur due to an incoming Post Only
order's requirement not to remove liquidity.
    The Commission believes that waiver of the 30-day operative delay
is consistent with the protection of investors and the public interest,
as such waiver will permit the Exchange to promptly update its rules
and systems to maintain consistency with its affiliate exchanges. The
Commission also notes that the proposed rule change relates to optional
functionality that is consistent with existing functionality and, if
selected by Exchange users, may enable

them to better manage their orders and may increase order interaction
on the Exchange in the event the Exchange changes its fee schedule such
that the Post Only functionality is more relevant to the operation of
the Exchange. Accordingly, the Commission hereby waives the 30-day
operative delay and designates the proposed rule change operative upon
filing.\29\
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    \29\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
---------------------------------------------------------------------------

    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: (i)
Necessary or appropriate in the public interest; (ii) for the
protection of investors; or (iii) 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 (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include
File Number SR-CboeEDGA-2018-013 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-CboeEDGA-2018-013. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's internet website (http://www.sec.gov/rules/sro.shtml).
Copies of the submission, all subsequent amendments, all written
statements with respect to the proposed rule change that are filed with
the Commission, and all written communications relating to the proposed
rule change between the Commission and any person, other than those
that may be withheld from the public in accordance with the provisions
of 5 U.S.C. 552, will be available for website viewing and printing in
the Commission's Public Reference Room, 100 F Street NE, Washington, DC
20549, on official business days between the hours of 10:00 a.m. and
3:00 p.m. Copies of the filing also will be available for inspection
and copying at the principal office of the Exchange. All comments
received will be posted without change. Persons submitting comments are
cautioned that we do not redact or edit personal identifying
information from comment submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File Number SR-CboeEDGA-2018-013, and should be
submitted on or before August 24, 2018.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\30\
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    \30\ 17 CFR 200.30-3(a)(12) and (59).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2018-16597 Filed 8-2-18; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 79, Number 44 (Thursday, March 6, 2014)]
[Notices]
[Pages 12721-12724]
[FR Doc No: 2014-04921]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-71635; File No. SR-NYSEArca-2014-18]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Reflect Changes
to the Means of Achieving the Investment Objective Applicable to the
Newfleet Multi-Sector Income ETF

February 28, 2014.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that, on February 26, 2014, NYSE Arca, Inc. (the ``Exchange'' or
``NYSE Arca'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and II
below, which Items have been prepared by the Exchange. The Commission
is publishing this notice to solicit comments on the proposed rule
change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to reflect changes to the means of achieving
the investment objective applicable to the Newfleet Multi-Sector Income
ETF (the ``Fund''). The shares of the Fund are currently listed and
traded on the Exchange under NYSE Arca Equities Rule 8.600. The text of
the proposed rule change is available on the Exchange's Web site at
www.nyse.com, at the principal office of the Exchange, and at the
Commission's Public Reference Room.

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

    In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those 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 parts of such statements.

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

1. Purpose
    The Commission has approved listing and trading on the Exchange of
shares (``Shares'') of the Newfleet Multi-Sector Income ETF, which are
offered by AdvisorShares Trust (the ``Trust''),\4\ under NYSE Arca
Equities Rule 8.600, which governs the listing and trading of Managed
Fund Shares. The Shares of the Fund are currently listed and traded on
the Exchange under NYSE Arca Equities Rule 8.600.
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    \4\ See Securities Exchange Act Release No. 69061 (March 7,
2013), 78 FR 15990 (March 13, 2013) (SR-NYSEArca-2013-01) (order
approving listing and trading on the Exchange of the Newfleet Multi-
Sector Income ETF) (``Prior Order''). See also Securities Exchange
Act Release No. 68666 (January 16, 2013), 78 FR 4960 (January 23,
2013) (SR-NYSEArca-2013-01) (``Prior Notice,'' and together with the
Prior Order, the ``Prior Release''). The Fund and the Shares are
currently in compliance with the listing standards and other rules
of the Exchange and the requirements set forth in the Prior Release.
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    The Shares are offered by the Trust, a statutory trust organized
under the laws of the State of Delaware and registered with the
Commission as an

open-end management investment company.\5\ The investment manager to
the Fund is AdvisorShares Investments LLC (the ``Adviser''). Newfleet
Asset Management, LLC is the sub-adviser to the Fund (``Sub-Adviser'').
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    \5\ The Trust is registered under the Investment Company Act of
1940 (15 U.S.C. 80a-1) (``1940 Act''). On June 25, 2012 the Trust
filed with the Commission an amendment to its registration statement
on Form N-1A under the Securities Act of 1933 (15 U.S.C. 77a)
(``Securities Act''), and under the 1940 Act relating to the ] [sic]
Fund (File Nos. 333-157876 and 811-22110) (``Registration
Statement''). The description of the operation of the Trust and the
Fund herein is based, in part, on the Registration Statement. In
addition, the Commission has issued an order granting certain
exemptive relief to the Trust under the1940 Act. See Investment
Company Act Release No. 29291 (File No. 812-13677) (``Exemptive
Order'').
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    In this proposed rule change, the Exchange proposes to reflect
changes to the description of the measures the Adviser and Sub-Adviser
will utilize to implement the Fund's investment objective, as described
below.\6\
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    \6\ The changes described herein will be effective upon filing
with the Commission of another amendment to the Trust's Registration
Statement. See note 4 [sic], supra. The Adviser represents that the
Adviser and Sub-Adviser have managed and will continue to manage the
Fund in the manner described in the Prior Release, and will not
implement the changes described herein until the instant proposed
rule change is operative.
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    The Prior Release stated that the Fund may hold up to an aggregate
amount of 15% of its net assets in illiquid securities (calculated at
the time of investment), including Rule 144A securities and loan
participation interests (e.g., bank loans). Going forward, the Fund
proposes that the Fund may hold up to an aggregate amount of 15% of its
net assets in illiquid assets (calculated at the time of investment),
including Rule 144A securities and loan participation interests,
including bank loans, that are deemed illiquid by the Adviser,
consistent with Commission guidance.\7\ Thus, only those Rule 144A
securities and loan participation interests, including bank loans, that
are deemed illiquid by the Adviser would be included in the limitation
of 15% of net assets in illiquid assets.\8\
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    \7\ See note 24 of the Prior Notice.
    \8\ Currently, Rule 144A securities and loan participation
interests, including bank loans, are subject to the Fund's 15%
limitation on holdings in illiquid assets, whether or not such loan
participation interests are deemed illiquid by the Adviser.
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    The Adviser has represented that it will invest generally in loan
participation interests, including bank loans, that it deems highly
liquid, with readily available prices.\9\
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    \9\ The Exchange notes that the Commission has previously
approved listing and trading on the Exchange of the SPDR Blackstone/
GSO Senior Loan ETF which principally holds senior loans, including
bank loans. See Securities Exchange Act Release No. 69244 (March 27,
2013), 78 FR 19766 (April 2, 2013) (SR-NYSEArca-2013-08). The
Commission also has recently issued a notice of filing and immediate
effectiveness of a proposed rule change relating to investments in
leveraged loans by the Peritus High Yield ETF. See Securities
Exchange Act Release No. 70284 (August 29, 2013), 78 FR 54715
(September 5, 2013) (SR-NYSEArca-2013-83). In each case, loans
deemed illiquid by the respective fund adviser are subject to the
respective fund's 15% limitation on holdings in illiquid assets.
However, the funds may otherwise hold loans not deemed illiquid by
the respective fund adviser.
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    In reaching liquidity decisions relating to Rule 144A securities
and loan participation interests, the Adviser may consider the
following factors: The frequency of trades and quotes for the security;
the number of dealers wishing to purchase or sell the security and the
number of other potential purchasers; dealer undertakings to make a
market in the security; and the nature of the security and the nature
of the marketplace trades (e.g., the time needed to dispose of the
security, the method of soliciting offers, and the mechanics of
transfer.)
    The Exchange notes that the Commission has approved similar
representations relating to issues of Managed Fund Shares proposed to
be listed and traded on the Exchange.\10\ The Adviser represents that
the Adviser and the Trust's Board of Trustees will continue to evaluate
each 144A security and loan participation interest based on the Fund's
valuation procedures to oversee liquidity and valuation concerns.\11\
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    \10\ See, e.g., Securities Exchange Act Release No. 70282
(August 29, 2013), 78 FR 54700 (September 5, 2013) (order approving
listing and trading on the Exchange of First Trust Inflation Managed
Fund).
    \11\ As noted in the Prior Release, the Fund may invest up to
20% of its total assets in fixed-income securities that are rated
below investment grade at the time of purchase. Such securities
include bank loans and other securities enumerated in the Prior
Release.
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    The Fund will invest in loan participation interests, including
bank loans, rated C or higher by a nationally recognized statistical
rating organization (``NRSRO'') or is unrated but considered to be of
comparable quality by the Adviser or Sub-Adviser.\12\ The Fund will not
invest in loan participation interests that are in default at time of
purchase. The Fund will only invest in U.S. dollar-denominated loan
participation interests. In addition, for investment purposes, a loan
participation interest must have a par amount outstanding of U.S. $150
million or greater at the time it is originally issued.
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    \12\ In determining whether a security is of ``comparable
quality'', the Sub-Adviser will consider, for example, whether the
issuer of the security has issued other rated securities; whether
the obligations under the security are guaranteed by another entity
and the rating of such guarantor (if any); whether and (if
applicable) how the security is collateralized; other forms of
credit enhancement (if any); the security's maturity date; liquidity
features (if any); relevant cash flow(s); valuation features; other
structural analysis; macroeconomic analysis and sector or industry
analysis.
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    In computing the Fund's net asset value per Share, Rule 144A
securities and loan participation interests will be valued based on
price quotations and other equivalent indications of value provided by
a third party pricing service.
    Intra-day and closing price information for Rule 144A securities
and loan participation interests is available from major market data
vendors.
    The Adviser represents that there is no change to the Fund's
investment objective. The Fund will continue to comply with all initial
and continued listing requirements under NYSE Arca Equities Rule 8.600.
    Except for the changes noted above, all other facts presented and
representations made in the Prior Release remain unchanged.
    All terms referenced but not defined herein are defined in the
Prior Release.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the
requirement under Section 6(b)(5) \13\ that an exchange have rules that
are designed to prevent fraudulent and manipulative acts and practices,
to promote just and equitable principles of trade, to remove
impediments to, and perfect the mechanism of a free and open market
and, in general, to protect investors and the public interest.
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    \13\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes that the proposed rule change is designed to
prevent fraudulent and manipulative acts and practices in that the
Shares will continue to be listed and traded on the Exchange pursuant
to the initial and continued listing criteria in NYSE Arca Equities
Rule 8.600. With respect to the 15% limitation on investments in
illiquid securities, the Exchange notes that the Commission has
approved similar representations relating to issues of Managed Fund
Shares proposed to be listed and traded on the Exchange.\14\ The
Adviser represents that the Adviser and the Trust's Board of Trustees
will continue to evaluate each 144A security based on the Fund's
valuation procedures to oversee liquidity and valuation concerns. With
respect to the proposal that loan participation interests, including
bank loans, that are deemed illiquid by the Adviser be

included in the limitation of 15% of net assets in illiquid assets, the
Adviser has represented that it will invest generally in participation
interests, including bank loans, that it deems highly liquid, with
readily available prices. In reaching liquidity decisions relating to
Rule 144A securities and loan participation interests, the Adviser may
consider the following factors: the frequency of trades and quotes for
the security; the number of dealers wishing to purchase or sell the
security and the number of other potential purchasers; dealer
undertakings to make a market in the security; and the nature of the
security and the nature of the marketplace trades (e.g., the time
needed to dispose of the security, the method of soliciting offers, and
the mechanics of transfer). In computing the Fund's net asset value per
Share, Rule 144A securities and loan participation interests will be
valued based on price quotations and other equivalent indications of
value provided by a third party pricing service. Intra-day and closing
price information for Rule 144A securities and loan participation
interests is available from major market data vendors. The Commission
has previously approved or published notice of effectiveness of
proposed rule changes for actively-managed exchange-traded funds with
respect to which loans are subject to the respective fund's 15%
limitation on holdings in illiquid assets.\15\
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    \14\ See note 10, supra.
    \15\ See note 9, supra.
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    The proposed rule change is designed to promote just and equitable
principles of trade and to protect investors and the public interest in
that the Adviser represents that there is no change to the Fund's
investment objective. The Fund will continue to comply with all initial
and continued listing requirements under NYSE Arca Equities Rule 8.600.
The Adviser represents that the purpose of this change is to provide
additional flexibility to the Adviser to meet the Fund's investment
objective, as discussed above.
    The proposed rule change is designed to perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest in that the Fund will continue to comply with all
initial and continued listing requirements under NYSE Arca Equities
Rule 8.600. The Adviser represents that the purpose of this change is
to provide additional flexibility to the Adviser to meet the Fund's
investment objective, as discussed above. The Adviser represents that
there is no change to the Fund's investment objective. Except for the
changes noted above, all other representations made in the Prior
Release remain unchanged.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. The proposed changes to the
Fund's means of achieving the investment objective will permit the Fund
to adjust its portfolio to allow the Fund to continue to meet its
investment objectives by investing in illiquid assets and bank loans in
a manner consistent with other actively-managed exchange-traded funds
and will enhance competition among issues of Managed Fund Shares that
invest in fixed income securities.

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

    No written comments were solicited or received with respect to 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, if consistent with
the protection of investors and the public interest, the proposed rule
change has become effective pursuant to Section 19(b)(3)(A) of the Act
\16\ and Rule 19b-4(f)(6) thereunder.\17\
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    \16\ 15 U.S.C. 78s(b)(3)(A).
    \17\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
requires a self-regulatory organization to give the Commission
written notice of its intent to file the proposed rule change at
least five business days prior to the date of filing of the proposed
rule change, or such shorter time as designated by the Commission.
The Exchange has satisfied this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) normally does
not become operative for 30 days after the date of filing. However,
Rule 19b-4(f)(6)(iii) permits the Commission to designate a shorter
time if such action is consistent with the protection of investors and
the public interest. The Exchange requests that the Commission waive
the 30-day operative delay to accommodate certain investments by the
Fund and Exchange trading of the Shares of the Fund without delay. The
Commission believes that waiving the 30-day operative delay is
consistent with the protection of investors and the public
interest.\18\ As stated in the proposal, the proposed changes do not
alter the Fund's investment objective. Under the proposal, the Fund
seeks to hold up to an aggregate amount of 15% of its net assets in
illiquid assets (calculated at the time of investment), including Rule
144A securities and loan participation interests, including bank loans,
that are deemed illiquid by the Adviser, consistent with Commission
guidance. Thus, under the proposal only those Rule 144A securities and
loan participation interests, including bank loans, that are deemed
illiquid by the Adviser would be included in the limitation of 15% of
net assets in illiquid assets, rather than all Rule 144A securities and
loan participation interests, as is currently the case. According to
the Exchange, the Adviser will invest generally in loan participation
interests, including bank loans, that it deems highly liquid, with
readily available prices. In addition, the Exchange states that in
reaching liquidity decisions relating to Rule 144A securities and loan
participation interests, the Adviser may consider the following
factors: the frequency of trades and quotes for the security; the
number of dealers wishing to purchase or sell the security and the
number of other potential purchasers; dealer undertakings to make a
market in the security; and the nature of the security and the nature
of the marketplace trades (e.g., the time needed to dispose of the
security, the method of soliciting offers, and the mechanics of
transfer). Furthermore, according to the Exchange, the Adviser and the
Trust's Board of Trustees will continue to evaluate each 144A security
and loan participation interest based on the Fund's valuation
procedures to oversee liquidity and valuation concerns. The Exchange
represents that, except for the changes in the proposal, all other
facts and representations made in the Prior Release remain unchanged
and that the Fund will continue to comply with all initial and
continued listing requirements under NYSE Arca Equities Rule 8.600. The
Commission notes that it has approved the listing and trading of shares
of other actively managed exchange-traded funds that are permitted to
similarly invest in Rule 144A securities and loan participation

interests.\19\ Because the proposed changes do not alter the Fund's
investment objective and do not raise any novel or unique regulatory
issues, the Commission designates the proposed rule change as operative
upon filing.
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    \18\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
    \19\ See, e.g., Securities Exchange Act Release No. 69244 (March
27, 2013), 78 FR 19766 (April 2, 2013) (SR-NYSEArca-2013-08) (order
granting approval of proposed rule change to list and trade shares
of the SPDR Blackstone/GSO Senior Loan ETF).
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    At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml ); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-NYSEArca-2014-18 on the subject line.

Paper Comments

     Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSEArca-2014-18. 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 Web site (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 Web site 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 such filing will also be available for inspection
and copying at the principal office of the Exchange. All comments
received will be posted without change; the Commission does not edit
personal identifying information from submissions. You should submit
only information that you wish to make available publicly. All
submissions should refer to File Number SR-NYSEArca-2014-18 and should
be submitted on or before March 27, 2014.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\20\
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    \20\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2014-04921 Filed 3-5-14; 8:45 am]
BILLING CODE 8011-01-P