[Federal Register Volume 86, Number 206 (Thursday, October 28, 2021)]
[Notices]
[Pages 59767-59771]
[FR Doc No: 2021-23435]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-93406; File No. SR-Phlx-2021-64]

Self-Regulatory Organizations; Nasdaq PHLX LLC; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Amend the
Exchange's Pricing Schedule at Equity 7, Section 3 To Modify the
Enhanced Market Quality Program

October 22, 2021.
    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 October 19, 2021, Nasdaq PHLX LLC (``Phlx'' or ``Exchange'') filed
with the Securities and Exchange Commission (``SEC'' or ``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

    The Exchange proposes to amend the Exchange's pricing schedule at
Equity 7, Section 3, to modify the Enhanced Market Quality Program, as
described further below. The text of the proposed rule change is
available on the Exchange's website at https://listingcenter.nasdaq.com/rulebook/phlx/rules, 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 aspects of such
statements.

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

1. Purpose
    The purpose of the proposed rule change is to amend Equity 7,
Section 3 to modify the Enhanced Market Quality Program, which the
Exchange established earlier this year.\3\
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    \3\ See Securities Exchange Act Release No. 34-92754 (August 25,
2021), 86 FR 48789 (August 31, 2021) (SR-Phlx-2021-47).
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The Existing Enhanced Market Quality Program
    The Enhanced Market Quality Program, as it presently exists on the
Exchange, provides supplemental incentives to member organizations that
meet certain quality standards in acting as market makers for
securities on the Exchange. It rewards member organizations that make a
significant contribution to market quality by providing liquidity at
the national best bid and offer (``NBBO'') in a large number of
securities for a significant portion of the day.\4\
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    \4\ For purposes of the Enhanced Market Quality Program, a
member organization is deemed to quote at the NBBO in a security if
it quotes a displayed order of at least 100 shares in the security
and prices the order at either the national best bid or the national
best offer or both the national best bid and offer for the security.
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    Specifically, the Exchange makes a lump sum payment at the end of
each month (a ``Fixed Payment'') to a member organization to the extent
that the member organization, through one or more of its MPIDs, quotes
at the NBBO for at least a threshold percentage of the time during
Market Hours in an average number of securities per day during the
month, as specified below (satisfying the ``NBBO requirement'').
    On a daily basis, the Exchange determines the number of securities
in which each of a member organization's MPIDs satisfies the NBBO
requirement. The Exchange aggregates all of a member organization's
MPIDs to determine the number of securities for purposes of the NBBO
requirement.
    The Program is open to all member organizations. A member
organization may, but is not required to be, a registered market maker
in any security; thus, the Program does not by itself impose a two-
sided quotation obligation or convey any of the benefits associated
with being a registered market maker. Accordingly, the Program is
designed to attract liquidity both from traditional market makers and
from other firms that are willing to commit capital to support
liquidity at the NBBO.
    The Exchange determines the amount of the Fixed Payment that it
pays to a qualifying member organization by multiplying the average
daily number of its qualifying securities during the month within the
range set forth in the highest qualifying Tier (rounded to the nearest
whole number) by the applicable amounts set forth in the tables below
and adding the specified lump sum, where applicable. For a particular
Tape A security to count towards the threshold for qualifying for the
Fixed Payment on a particular day, and receiving the Fixed Payment, a
member organization has to quote such security at the NBBO for at least
30% of the time during Market Hours on that day. For a particular Tape
B security to count towards the threshold for qualifying for the Fixed
Payment on a particular day, and receiving the Fixed Payment, a member
organization has to quote such security at the NBBO for at least 50% of
the time during Market Hours on that day. A member organization that
qualifies for the Fixed Payment for securities in each of Tapes A and B
receive Fixed Payments covering qualifying securities in both Tapes,
but within each Tape, a member organization may only qualify for one
Tier during a month. The Exchange notes that it makes the Fixed Payment
in addition to other rebates or fees provided under Equity 7, Sections
3 (a)-(c).
    The existing schedules of Tiers and Fixed Payments are as follows:

                            Tape A Securities
------------------------------------------------------------------------
                   Average daily number of
                   securities quoted at the
     Tiers         NBBO for at least 30% of          Fixed payment
                    the time during Market
                    Hours during the month
------------------------------------------------------------------------
1..............  0-199......................  $0 per qualified security
                                               per month.
2..............  200-299....................  $25 per qualified security
                                               over 199.
3..............  300-399....................  $2,500 + ($200 per
                                               qualified security over
                                               299).
4..............  400-499....................  $22,500 + ($300 per
                                               qualified security over
                                               399).
5..............  500 or greater.............  $52,500 + ($400 per
                                               qualified security over
                                               499).
------------------------------------------------------------------------

                            Tape B Securities
------------------------------------------------------------------------
                   Average daily number of
                   securities quoted at the
     Tiers         NBBO for at least 50% of          Fixed payment
                    the time during Market
                    Hours during the month
------------------------------------------------------------------------
1..............  0-299......................  $0 per qualified security
                                               per month.
2..............  300-399....................  $100 per qualified
                                               security over 299.
3..............  400-499....................  $10,000 + ($200 per
                                               qualified security over
                                               399).
4..............  500 or greater.............  $30,000 + ($300 per
                                               qualified security over
                                               499).
------------------------------------------------------------------------

    In establishing this Program, the Exchange hoped to provide
improved trading conditions for all market participants through
narrower bid-ask spreads and increased depth of liquidity available at
the inside market. In addition, the Program reflected an effort by the
Exchange to use financial incentives to encourage a wider variety of
member organizations to make positive commitments to promote market
quality. The Exchange believes that different member organizations may
respond to different incentives, and therefore the Enhanced Market
Quality Program was designed to promote market quality through quoting
activity. The Exchange recognized that while generally market
participants will provide quotes with the intention of trading, market
makers and liquidity providers cannot control when counterparties
choose to interact with those quotes; as such, the Exchange believed
that it would be beneficial to the market to offer this incentive based
on quoting activity directly.
Proposed Amendments to the Existing Enhanced Market Quality Program
    The Exchange remains committed to achieving the objectives of the
Enhanced Market Quality Program insofar as it believes that the Program
will facilitate the growth and strengthening of its market. However,
the Exchange has determined that the existing design of the Program
requires modification to improve its effectiveness. As presently
designed, the Enhanced Market Quality Program provides incentives to
those member organizations that meet the NBBO requirement for all
securities in Tapes A and B, without consideration for the extent to
which such securities actually trade. As a result, the Exchange has
observed that it has paid much of its Fixed Payments to member
organizations for quoting at the NBBO in securities that trade
scarcely, if at all. Paying incentives in this way has done little to
raise the profile and attractiveness of the Exchange. The Exchange
believes that it would be better positioned to meet its objectives by
reallocating incentives so that they reward member organizations that
meet the NBBO requirement for securities in Tapes A and B that are in
demand among market participants and trade extensively. To this end,
the Exchange proposes the following amendments to the Enhanced Market
Quality Program.
    First, rather than pay Fixed Payments to member organizations that
meet the NBBO requirements for any Tape A or B security, the Exchange
proposes to limit payments each month to the top 1,500 securities in
each of these Tapes, as determined by their total value traded during
the second month prior to the current month. The Exchange would then
divide these 1,500 securities into three equal groups (or ``Classes'')
for each Tape, with the top 500 ranked securities placed in Class 3,
the middle 500 ranked securities placed in Class 2, and the lowest
ranked 500 securities placed in Class 1. The Exchange would assign
Fixed Payment amounts to each of the three Classes in each Tape and in
each of five Tiers,\5\ with these amounts generally increasing from
Class 1 to Class 3, and from Tiers 1-5. Generally speaking (with
exceptions set forth in the schedules below), this proposed structure
would provide the largest Fixed Payments to those member organizations
that meet the NBBO requirement in the greatest number of qualifying
securities and those that trade most extensively, and the lowest
incentives to those member organizations that meet the NBBO requirement
in the fewest number of qualifying securities and those that trade
least extensively.
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    \5\ For securities in Tape B, the Exchange proposes to increase
the number of Tiers from 4 to 5. For securities in both Tapes A and
B, the Exchange proposes to modify the numbers of securities for
which a member organization must meet the NBBO requirement during
Market Hours during the month to qualify for each of these Tiers.
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    The proposed amended schedules are as follows:

                                                Tape A Securities
----------------------------------------------------------------------------------------------------------------
                                     Average daily
                                       number of
                                   securities quoted
                                  at the NBBO for at   Fixed payment for   Fixed payment for   Fixed payment for
              Tiers                least 30% of the   securities in Tape  securities in Tape  securities in Tape
                                  time during Market     A in Class 1        A in Class 2        A in Class 3.
                                   Hours during the
                                         month
----------------------------------------------------------------------------------------------------------------
1...............................  0-24..............  $0 per qualified    $0 per qualified    $0 per qualified
                                                       security per        security per        security per
                                                       month.              month.              month.
2...............................  25-49.............  $0 per qualified    $0 per qualified    $200 per qualified
                                                       security per        security per        security over 24
                                                       month.              month.              per month.
3...............................  50-149............  $50 per qualified   $200 per qualified  $5,000 + ($450 per
                                                       security per        security over 49    qualified
                                                       month [sic].        per month.          security over 49)
                                                                                per month.
4...............................  150-249...........  $5,000 + ($100 per  $20,000 + ($300     $50,000 + ($600
                                                       qualified           per qualified       per qualified
                                                       security over       security over       security over
                                                       149) per month.     149) per month.     149) per month.
5...............................  250 or greater....  $15,000 + ($150     $50,000 + ($350     $50,000 + ($600
                                                       per qualified       per qualified       per qualified
                                                       security over       security over       security over
                                                       249) per month.     249) per month.     149) per month.
----------------------------------------------------------------------------------------------------------------

                                                Tape B Securities
----------------------------------------------------------------------------------------------------------------
                                     Average daily
                                       number of
                                   securities quoted
                                  at the NBBO for at   Fixed payment for   Fixed payment for   Fixed payment for
              Tiers                least 50% of the   securities in Tape  securities in Tape  securities in Tape
                                  time during Market     B in Class 1        B in Class 2        B in Class 3.
                                   Hours during the
                                         month
----------------------------------------------------------------------------------------------------------------
1...............................  0-24..............  $0 per qualified    $0 per qualified    $0 per qualified
                                                       security per        security per        security per
                                                       month.              month.              month.
2...............................  25-49.............  $0 per qualified    $0 per qualified    $100 per qualified
                                                       security per        security per        security over 24
                                                       month.              month.              per month.
3...............................  50-149............  $0 per qualified    $25 per qualified   $2,500 + ($150 per
                                                       security per        security over 49    qualified
                                                       month.              per month.          security over 49)
                                                                                per month.
4...............................  150-249...........  $50 per qualified   $2,500 + ($50 per   $17,500 + ($300
                                                       security over 149   qualified           per qualified
                                                       per month.          security over       security over
                                                                           149) per month.     149) per month.
5...............................  250 or greater....  $5,000 + ($75 per   $7,500 + ($150 per  $17,500 + ($300
                                                       qualified           qualified           per qualified
                                                       security over       security over       security over
                                                       249) per month.     249) per month.     149) per month.
----------------------------------------------------------------------------------------------------------------

    Under these proposed amended schedules, a member organization that
meets the NBBO requirement for a requisite number of qualifying
securities during a month to qualify for a particular Tier will be
entitled to receive the Fixed Payment that corresponds to the
combination of: (i) That Tier; and (ii) the Class in which the Exchange
has placed the qualifying securities for that month.
    Generally speaking, the Tier qualification calculation methodology
will not change under the proposal,\6\ except that the numbers of
securities for which a member organization must meet the NBBO
requirement to qualify for each Tier will be different. Also, the
universe of qualifying securities that count towards the Tier
requirement will be limited to the Exchange's list of the top 1,500
securities for each Tape by total value traded during the second month
prior to the current month (e.g., for October 2021, the measurement
period for determining the list will be August 2021). The Exchange
notes that a symbol that did not trade during the measurement month
will not be eligible for inclusion in the list.
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    \6\ The amended Program will continue to be open to all member
organizations. As in the existing Program, a member organization
may, but is not required to be, a registered market maker in any
security.
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    Under the proposal, a member organization that qualifies for a
Fixed Payment for securities in each of Tapes A and B and in multiple
Classes within each Tape will receive Fixed Payments covering
qualifying securities in both Tapes, and within each Tape, for the each
of the applicable Classes, but within each Tape and Class, a member
organization may only qualify for one Tier during a month. The Exchange
will continue to pay the Fixed Payment in addition to other rebates or
fees provided under Equity 7, Sections 3(a)-(c).
    As of the outset of every month, the Exchange will reevaluate and,
as applicable, update its lists of the securities that it places in
each Class, and it will publish its updated lists on its website as of
the outset of the month in which they will apply.
    The following are examples of the operation of the proposed amended
Enhanced Market Quality Program.
    Example 1: A member organization quotes an average of 200 symbols a
day in Tape A, Class 2 in excess of the 30% NBBO requirement to qualify
for a Tier during the month. Under the proposal, the member
organization would qualify for a Fixed Payment equal to the combination
of Tier 4, Class 2. The Fixed Payment due to such member organization
is calculated as follows: 51 (the number of symbols over 149) times
$300, which equals $15,300, plus $20,000, for a total of $35,300 for
the month.
    Example 2: A member organization meets the NBBO requirements for an
average of 200 symbols a day in Tape A, Class 2, 26 symbols a day in
securities in Tape A, Class 3, and 51 securities in Tape B, Class 2. In
this scenario, the member organization would qualify for three Fixed
Payments.
     First, for the 200 Tape A, Class 2 securities for which
the member organization meets the NBBO requirement during the month,
the member organization would receive a Fixed Payment equal to the
combination of Tier 4, Class 2. The Fixed Payment due to such member
organization is calculated as follows: 51 (the number of symbols over
149) times $300, which equals $15,300, plus $20,000, for a total of
$35,300 for the month.
     Second, for the 26 Tape A, Class 3 securities for which
the member organization meets the NBBO requirement during the month,
the member organization would receive a Fixed Payment equal to the
combination of Tier 2, Class 3. The Fixed Payment due to such member
organization is calculated as follows: 2 (the number of symbols over
24) times $200, which equals $400 for the month.
     Third, for the 51 Tape B, Class 2 securities for which the
member organization meets the NBBO requirement during the month, the
member organization would receive a Fixed Payment equal to the
combination of Tier 3, Class 2. The Fixed Payment due to such member
organization is calculated as follows: 2 (the number of symbols over
49) times $25, which equals $50 for the month.
    The total of all Fixed Payments due to the member organization for
the month will be $35,750 ($35,300 + $400 + $50).
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\7\ in general, and furthers the objectives of Sections
6(b)(4) and 6(b)(5) of the Act,\8\ in particular, in that it provides
for the equitable allocation of reasonable dues, fees and other charges
among member organizations and issuers and other persons using any
facility, and is not designed to permit unfair discrimination between
customers, issuers, brokers, or dealers.
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    \7\ 15 U.S.C. 78f(b).
    \8\ 15 U.S.C. 78f(b)(4) and (5).
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    The Commission and the courts have repeatedly expressed their
preference for competition over regulatory intervention in determining
prices, products, and services in the securities markets. In Regulation
NMS, while adopting a series of steps to improve the current market
model, 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.'' \9\
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    \9\ Securities Exchange Act Release No. 51808 (June 9, 2005), 70
FR 37496, 37499 (June 29, 2005) (``Regulation NMS Adopting
Release'').
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    Likewise, in NetCoalition v. Securities and Exchange Commission
\10\ (``NetCoalition'') 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'. . . .'' \11\
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    \10\ NetCoalition v. SEC, 615 F.3d 525 (D.C. Cir. 2010).
    \11\ Id. at 539 (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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    The Exchange believes that the proposed amended Enhanced Market
Quality Program is reasonable because it is similar to other incentive
programs offered by the Exchange for displayed orders that provide
liquidity, like the Qualified Market Maker Program set forth in Equity
7, Sections 3(c). The proposed amended Fixed Payment will provide an
opportunity to member organizations to receive an additional credit in
return for certain levels of participation on the Exchange as measured
by quoting at the NBBO for a significant portion of the day each month.
The proposed Fixed Payment is set at a level that reflects the
beneficial contributions of market participants that quote
significantly at the NBBO in certain qualifying securities. The
Exchange believes that it is reasonable to amend the Program to limit
the universe of qualifying securities to a list of 1,500 symbols that
traded most extensively on the Exchange in Tapes A and B during the
second month prior to the current month, and to vary the amount of
Fixed Payments in relation to the relative extent to which symbols on
that list trade, because improving the quality of quotes for more
popular symbols will do more to enhance the attractiveness of the
Exchange than will improving quote quality for thinly-traded symbols.
Given that the Exchange has finite resources to allocate to incentive
programs, it is reasonable to allocate (or reallocate) those resources
in a manner that is most likely to achieve its intended objectives. The
Exchange notes that a competing exchange which operates a similar
incentive program also targets its incentives to a select list of
symbols.\12\
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    \12\ Securities Exchange Act Release No. 34-92150 (June 10,
2021), 86 FR 32090, 32091 n.9 (June 16, 2021) (``SR-MEMX-2021-07'')
(``As proposed, the term `DLI Target Securities' means a list of
securities designated as such, the universe of which will be
determined by the Exchange and published on the Exchange's website.
The Exchange anticipates that the initial DLI Target Securities list
will include between 275 and 300 securities. The DLI Target
Securities list will always include at least 75 securities and may
be periodically updated by the Exchange, provided that the Exchange
will not remove a security from the DLI Target Securities list
without at least 30 days' prior notice to Members as published on
the Exchange's website (unless the security is no longer eligible
for trading on the Exchange).''
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    The Exchange believes that it remains reasonable to limit
applicability of the proposed Fixed Payments to securities in Tapes A
and B, and to set the credits higher for the Tape A securities, insofar
as the Exchange seeks to incentivize member organizations to quote at
the NBBO on the Exchange in such securities and improve the market
therefor.
    The Exchange believes that the proposed amended Fixed Payments set
forth by the Enhanced Market Quality Program are an equitable
allocation and are not unfairly discriminatory because the Exchange
will offer the same Fixed Payment rates to all similarly situated
member organizations. Moreover, the proposed qualification criteria
requires a member organization to quote significantly at the NBBO in
securities that trade extensively, therefore contributing to market
quality in a meaningful way on the Exchange. Any member organization
may quote at the NBBO at the level required by the qualification
criteria of the Enhanced Market Quality Program. The Exchange notes
that it has a similar Qualified Market Maker Program in which member
organizations are required to quote at the NBBO more than a certain
amount of time during regular market hours.\13\ For these reasons, the
Exchange believes that the proposed amended Enhanced Market Quality
Program Fixed Payments and qualification criteria are an equitable
allocation and are not unfairly discriminatory.
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    \13\ See Qualified Market Maker Program, Equity 7, Section 3(c).
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    The Exchange also believes that it is equitable and not unfairly
discriminatory to apply the Enhanced Market Quality Program only to
Tape A and Tape B securities, and then only to the top 1,500 symbols in
each Tape by total value traded during the second month prior to the
current month, and to set the Fixed Payment rates higher for the Tape A
securities than Tape B securities, because the Exchange has limited
resources available to it for incentive programs and the Exchange
believes that the most effective application of such limited resources
is to improve the market quality for the most actively traded Tape A
and Tape B securities, as proposed.

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. In terms of inter-market
competition, the Exchange notes that it operates in a highly
competitive market in which market participants can readily favor
competing venues if they deem fee levels at a particular venue to be
excessive, or rebate opportunities available at other venues to be more
favorable. In such an environment, the Exchange must continually adjust
its fees to remain competitive with other exchanges and with
alternative trading systems that have been exempted from compliance
with the statutory standards applicable to exchanges. Because
competitors are free to modify their own fees in response, and because
market participants may readily adjust their order routing practices,
the Exchange believes that the degree to which fee changes in this
market may impose any burden on competition is extremely limited.
    In this instance, the proposed changes to the Exchange's Program do
not impose a burden on competition because the Exchange's execution
services are completely voluntary and subject to extensive competition
both from other exchanges and from off-exchange venues. The proposed
amended Program will continue to provide member organizations with the
opportunity to receive incentive payments if they improve the market by
providing significant quoting at the NBBO in a large number of
securities, while limiting the universe of such securities to those
which the Exchange believes will do most to improve market quality.
    In terms of intra-market 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
because the program

is open to all member organizations on the same terms.
    In sum, the proposed amendments to the Program are designed to
render it more effective in improving the quality of the Exchange for
securities that are likely to attract the greatest trading interest;
however, if the changes proposed herein are unattractive to market
participants, it is likely that the Exchange will lose market share as
a result. Accordingly, the Exchange does not believe that the proposed
changes will impair the ability of member organizations or competing
order execution venues to maintain their competitive standing in the
financial markets.

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

    No written comments were either solicited or received.

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)(ii) of the Act.\14\
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    \14\ 15 U.S.C. 78s(b)(3)(A)(ii).
---------------------------------------------------------------------------

    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-Phlx-2021-64 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-Phlx-2021-64. 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-Phlx-2021-64 and should be submitted on
or before November 18, 2021.
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    \15\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\15\
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-23435 Filed 10-27-21; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register: November 14, 2007 (Volume 72, Number 219)]
[Notices]
[Page 64098-64099]
[DOCID:fr14no07-86]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-56751; File No. SR-FINRA-2007-019]

Self-Regulatory Organizations; Financial Industry Regulatory
Authority, Inc.; Notice of Filing and Order Granting Accelerated
Approval of Proposed Rule Change Relating to NYSE Rule 2

November 6, 2007.
    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 October 25, 2007, the Financial Industry Regulatory Authority, Inc.
(``FINRA'') (f/k/a National Association of Securities Dealers, Inc.
(``NASD'')) filed with the Securities and Exchange Commission (``SEC''
or ``Commission'') the proposed rule change as described in Items I and
II below, which Items have been substantially prepared by FINRA.\3\ The
Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons and is simultaneously
approving the proposal on an accelerated basis.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ On July 26, 2007, the Commission approved a proposed rule
change filed by NASD to amend NASD's Certificate of Incorporation to
reflect its name change to the Financial Industry Regulatory
Authority, Inc., or FINRA, in connection with the consolidation of
the member firm regulatory functions of NASD and NYSE Regulation,
Inc. (``NYSE Regulation''). See Securities Exchange Act Release No.
56146 (July 26, 2007), 72 FR 42190 (August 1, 2007).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    FINRA is proposing to amend the definition of ``member
organization'' in FINRA's NYSE Rule 2(b)\4\ to reflect that FINRA
membership is a condition of being an NYSE member organization. The
proposed rule change conforms FINRA's NYSE Rule 2(b) to a recently
approved rule change by the NYSE to its version of Rule 2(b).\5\ The
text of the proposed rule change is available at FINRA, the
Commission's Public Reference Room, and http://www.finra.org.

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    \4\ FINRA has incorporated into its rulebook certain rules of
the New York Stock Exchange, LLC (``NYSE''), including NYSE Rule 2.
This incorporated NYSE rule applies solely to those members of FINRA
that are also members of NYSE on or after July 30, 2007 (``Dual
Members''), until such time as FINRA adopts a consolidated rulebook
applicable to all of its members. The incorporated NYSE rules apply
to the same categories of persons to which they applied as of July
30, 2007. In applying the incorporated NYSE rules to Dual Members,
FINRA also has incorporated the related interpretive positions set
forth in the NYSE Rule Interpretations Handbook and NYSE Information
Memos.
    \5\ See Securities Exchange Act Release No. 56654 (October 12,
2007), 72 FR 59129 (October 18, 2007) (Order Approving Proposed Rule
Change Relating to NYSE Rule 2; File No. SR-NYSE-2007-67) (``Release
No. 34-56654'').
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II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, FINRA 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 III below. FINRA 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
    On July 30, 2007, NASD and NYSE Regulation consolidated their
member firm regulation operations into a combined organization, FINRA.
To enable FINRA to meet its new regulatory responsibilities, the NYSE
amended NYSE Rule 2(b) to require FINRA membership as a condition of
being an NYSE member organization. The proposed rule change would make
a conforming change to FINRA's NYSE Rule 2(b).\6\
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    \6\ Pursuant to Rule 17d-2 under the Act, 17 CFR 240.17d-2,
NASD, NYSE, and NYSE Regulation, Inc. entered into an agreement
(``Agreement'') to reduce regulatory duplication for firms that are
Dual Members by allocating certain regulatory responsibilities for
selected NYSE rules from NYSE Regulation to FINRA. The Agreement
includes a list of all of those rules (``Common Rules'') for which
FINRA has assumed examination, enforcement and surveillance
responsibilities under the Agreement relating to compliance by Dual
Members to the extent that such responsibilities involve member firm
regulation. See Securities Exchange Act Release No. 56148 (July 26,
2007) 72 FR 42146 (August 1, 2007) (Notice of Filing and Order
Approving and Declaring Effective a Plan for the Allocation of
Regulatory Responsibilities). The Common Rules are the same NYSE
rules that FINRA has incorporated into its rulebook. See Securities
Exchange Act Release No. 56147 (July 26, 2007), 72 FR 42166 (August
1, 2007) (Notice of Filing and Order Granting Accelerated Approval
of Proposed Rule Change to Incorporate Certain NYSE Rules Relating
to Member Firm Conduct) (File No. SR-NASD-2007-054). Paragraph 2(b)
of the Agreement sets forth procedures regarding proposed changes by
either NYSE or FINRA to the substance of any of the Common Rules.
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    The effective date of the proposed rule change is October 12, 2007,
which is the effective date of the NYSE's identical amendments to NYSE
Rule 2(b), as recently approved by the Commission.\7\
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    \7\ See Release No. 34-56654, supra note 5. The Commission notes
that, under the recent amendment to NYSE Rule 2(b), NYSE-only member
organizations are provided a 60-day grace period within which they
must apply for and be approved for FINRA membership.
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2. Statutory Basis
    FINRA believes that the proposed rule change is consistent with the
provisions of section 15A(b)(6) of the Act,\8\ which requires, among
other things, that FINRA rules must be designed to prevent fraudulent
and manipulative acts and practices, to promote just and equitable
principles of trade, and, in general, to protect investors and the
public interest. FINRA believes that the proposed rule change serves to
further the consolidation of the member firm regulation functions of
NASD and NYSE Regulation.
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    \8\ 15 U.S.C. 78o-3(b)(6).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    FINRA 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.

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

    Written comments were neither solicited nor received.

III. 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 e-mail to<EMAIL_ADDRESS>Please include

File Number SR-FINRA-2007-019 on the subject line.

Paper Comments

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

All submissions should refer to File Number SR-FINRA-2007-019. This
file number should be included on the subject line if e-mail 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 inspection and copying 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 such filing also will be available for inspection and
copying at the principal office of FINRA. 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-FINRA-2007-019 and should be submitted
on or before December 5, 2007.

IV. Commission Findings

    After careful consideration, the Commission finds that the proposed
rule change is consistent with the Act and the rules and regulations
thereunder applicable to a national securities association.\9\
Specifically, the Commission believes that the proposed rule change is
consistent with section 15A(b)(6) of the Act \10\ in that it is
designed to prevent fraudulent and manipulative acts and practices, to
promote just and equitable principles of trade, and, in general, to
protect investors and the public interest.
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    \9\ In approving this proposed rule change, the Commission has
considered the proposed rule's impact on efficiency, competition,
and capital formation. 15 U.S.C. 78c(f).
    \10\ 15 U.S.C. 78o-3(b)(6).
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    The proposed rule change amends the version of NYSE Rule 2(b) that
was incorporated into FINRA's rulebook as part of the consolidation of
the member firm regulatory consolidation between NASD and NYSE. The
Commission notes that the proposed rule change would make FINRA's NYSE
Rule 2(b) identical to the version of NYSE Rule 2(b) in the NYSE
rulebook that recently was amended and approved by the Commission.\11\
In addition, the Commission believes that the proposed rule change
comports with the provision of the 17d-2 Agreement, as approved by the
Commission, in which FINRA and NYSE agreed to promptly propose
conforming changes, absent a disagreement about the substance of a
proposed rule change to one of the Common Rules, to ensure that such
rules continue to be Common Rules under the Agreement. In this regard,
the Commission believes that it is appropriate for the proposed rule to
be effective retroactively as of October 12, 2007, which is the date
NYSE's amendment to NYSE Rule 2(b) was approved by the Commission.\12\
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    \11\ See Release No. 34-56654, supra note 5.
    \12\ Id.
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    The Commission finds good cause to approve the proposal prior to
the thirtieth day after the proposal was published for comment in the
Federal Register. This approval allows the proposed rule change to take
effect without delay. The NYSE's proposed revision to NYSE Rule 2(b)
was published for comment and approved by the Commission.\13\
Therefore, interested persons were provided the opportunity to submit
comments on rule text that is identical to FINRA's proposal. For this
reason, the Commission finds good cause, consistent with section
19(b)(2) of the Act, to grant accelerated approval to the proposed rule
change.
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    \13\ Id.
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V. Conclusion

    It is therefore ordered, pursuant to section 19(b)(2) of the Act,
that the proposed rule change (SR-FINRA-2007-019) is hereby approved on
an accelerated basis.
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    \14\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Market Regulation,
pursuant to delegated authority.\14\
Florence E. Harmon,
Deputy Secretary.
 [FR Doc. E7-22161 Filed 11-13-07; 8:45 am]

BILLING CODE 8011-01-P


[Federal Register Volume 82, Number 235 (Friday, December 8, 2017)]
[Rules and Regulations]
[Page 57836]
[FR Doc No: 2017-26407]

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ENVIRONMENTAL PROTECTION AGENCY

40 CFR Part 52

[EPA-R05-OAR-2017-0157; FRL-9971-75-Region 5]

Air Plan Approval; Wisconsin; Regional Haze Progress Report;
Withdrawal of Direct Final Rule

AGENCY: Environmental Protection Agency (EPA).

ACTION: Withdrawal of direct final rule.

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SUMMARY: Due to the receipt of an adverse comment, the Environmental
Protection Agency (EPA) is withdrawing the October 20, 2017, direct
final rule approving the Wisconsin regional haze progress report under
the Clean Air Act as a revision to the Wisconsin State Implementation
Plan (SIP).

DATES: The direct final rule published at 82 FR 48766 on October 20,
2017, is withdrawn effective December 8, 2017.

FOR FURTHER INFORMATION CONTACT: Gilberto Alvarez, Environmental
Scientist, Attainment Planning and Maintenance Section, Air Programs
Branch (AR-18J), Environmental Protection Agency, Region 5, 77 West
Jackson Boulevard, Chicago, Illinois 60604,<PHONE_NUMBER>,
[email protected].

SUPPLEMENTARY INFORMATION: In the direct final rule, EPA stated that if
adverse comments were submitted by November 20, 2017, the rule would be
withdrawn and not take effect. EPA received an adverse comment prior to
the close of the comment period and, therefore, is withdrawing the
direct final rule. EPA will address the comment in a subsequent final
action based upon the proposed action also published on October 20,
2017 (82 FR 48780). EPA will not institute a second comment period on
this action.

List of Subjects in 40 CFR Part 52

    Environmental protection, Air pollution control, Incorporation by
reference, Intergovernmental relations, Nitrogen dioxide, Particulate
matter, Reporting and recordkeeping requirements, Sulfur oxides,
Volatile organic compounds.

    Authority: 42 U.S.C. 7401 et seq.

    Dated: November 27, 2017.
Robert A. Kaplan,
Acting Regional Administrator, Region 5.

PART 52--APPROVAL AND PROMULGATION OF IMPLEMENTATION PLANS

0
Accordingly, the amendment to 40 CFR part 52, Subpart YY--Wisconsin
published in the Federal Register on October 20, 2017 (82 FR 48766), on
page 48769 is withdrawn effective December 8, 2017.

[FR Doc. 2017-26407 Filed 12-7-17; 8:45 am]
 BILLING CODE 6560-50-P