[Federal Register Volume 82, Number 144 (Friday, July 28, 2017)]
[Notices]
[Pages 35250-35254]
[FR Doc No: 2017-15908]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-81195; File No. SR-IEX-2017-11]

Self-Regulatory Organizations; Investors Exchange LLC; Notice of
Filing of Amendment No. 3 and Order Granting Accelerated Approval of
Proposed Rule Change, as Modified by Amendment No. 3, To Modify the
Manner in Which the Exchange Opens Trading for Non-IEX-Listed
Securities

July 24, 2017.

I. Introduction

    On April 13, 2017, Investors Exchange LLC (``IEX'' or the
``Exchange'') filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities
Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ a
proposed rule change to: (i) Amend IEX Rule 11.231 to modify the manner
in which the Exchange opens trading for non-IEX-listed securities
beginning at the start of Regular Market Hours; and (ii) amend IEX
Rules 11.190 and 11.220 to specify the order types eligible to
participate in the proposed opening process for non-IEX listed
securities and priority of such orders. The proposed rule change was
published for comment in the Federal Register on April 28, 2017.\3\ On
May 19, 2017, IEX filed Amendment No. 1 to the proposal. On June 9,
2017, IEX consented to an extension of time for the Commission to act
on the proposal until July 5, 2017.\4\ On June 22, 2017, IEX filed
Amendment No. 2 to the proposal, which superseded and replaced
Amendment No. 1 in its entirety. On June 29, 2017, IEX filed Amendment
No. 3 to the proposal, which superseded and replaced Amendment No. 2 in
its entirety.\5\ Also on June 29, 2017, pursuant to Section 19(b)(2) of
the Act,\6\ the Commission designated a longer period within which to
approve the proposed rule change, disapprove the proposed rule change,
or institute proceedings to determine whether to approve or disapprove
the proposed rule change.\7\ The Commission received no comments on the
proposed rule change. The Commission is publishing this notice to
solicit comment on Amendment No. 3 to the proposed rule change from
interested persons, and is approving the proposed rule change, as
modified by Amendment No. 3, on an accelerated basis.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 80514 (April 24,
2017), 82 FR 19763 (``Notice'').
    \4\ See letter from Claudia Crowley, Chief Regulatory Officer,
IEX, to Richard Holley, Assistant Director, Division of Trading and
Markets, Commission, dated June 9, 2017.
    \5\ Amendment No. 3 revised the proposal to: (i) Provide
additional clarity regarding the process for determining the opening
match price; (ii) modify the definition of ``Cross Tie Breaker'' to
account for the requirement under the National Market System Plan to
Implement a Tick Size Pilot Program (``Tick Size Pilot'') that
certain securities be traded in nickel increments; and (iii) correct
certain typographical errors. Amendment No. 3 also revised the
proposal to fix an error in the proposed rule text in Amendment No.
2 and correct additional typographical errors. Amendment No. 3 is
available at: https://www.sec.gov/comments/sr-iex-2017-11/iex201711-1831518-154558.pdf.
    \6\ 15 U.S.C. 78s(b)(2).
    \7\ See Securities Exchange Act Release No. 81052 (June 29,
2017), 82 FR 31377 (July 6, 2017). The Commission designated July
27, 2017 as the date by which the Commission shall approve or
disapprove, or institute proceedings to determine whether to approve
or disapprove, the proposed rule change.

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II. Description of the Proposed Rule Change, as Modified by Amendment
No. 3

    IEX has proposed to amend IEX Rule (``Rule'') 11.231 to modify the
manner in which the Exchange opens trading for non-IEX-listed
securities beginning at the start of Regular Market Hours (the
``Opening Process'').\8\ According to the Exchange, it will attempt to
perform the Opening Process in each non-IEX-listed security pursuant to
which eligible interest resting on the Exchange's Continuous Book in
the Pre-Market Session or queued for the Regular Market Session will be
matched, to the greatest extent possible, at a single price at the
start of the Regular Market Session.\9\ The Exchange explained that the
proposed Opening Process is designed to efficiently maximize the number
of shares executed at a single price that is reflective of the broader
market for the security.\10\
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    \8\ The Exchange also would retitle this rule as ``Regular
Market Session Opening Process for Non-IEX-Listed Securities.'' The
terms ``Regular Market Hours'' or ``Regular Market Session'' mean
the time between 9:30 a.m. and 4:00 p.m. Eastern Time. See Rule
1.160(gg). The terms ``Pre-Market Hours'' or ``Pre-Market Session''
mean the time between 8:00 a.m. and 9:30 a.m. Eastern Time. See Rule
1.160(z). The terms ``Post-Market Hours'' or ``Post-Market Session''
mean the time between 4:00 p.m. and 5:00 p.m. Eastern Time. See Rule
1.160(aa).
    \9\ See Notice, supra note 3, at 19764.
    \10\ See id.
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    Currently, at the beginning of the Pre-Market Session, the Exchange
begins accepting limit orders with certain time-in-force indicators
that are immediately eligible for execution.\11\ Separately, the
Exchange accepts during the Pre-Market Session limit orders that are
only eligible for execution starting with the Regular Market Session,
including orders with a time-in-force of DAY or Good `til Extended Day
(``GTX'') and pegged orders with a time-in-force of DAY. The Exchange
queues these orders in sequence until the start of the Regular Market
Session.\12\ Currently, at the start of Regular Market Hours, the
Exchange releases these queued orders in relative time priority, after
which they are eligible for trading in the Regular Market Session,
subject to User instructions and market conditions.\13\
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    \11\ See Rules 11.190(c)(1) (Immediate-or-Cancel), 11.190(c)(2)
(Fill or Kill), 11.190(c)(5) (System Session), and 11.190(c)(6)
(Good `til Time); see also Notice, supra note 3, at 19763.
    \12\ See Rules 11.190(c)(3) and(4) and 11.231(a); see also
Notice, supra note 3, at 19763.
    \13\ See Rule 11.231(c); see also Notice, supra note 3, at
19763. The term ``User'' has the meaning set forth in Rule
1.160(qq).
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    Under proposed Rule 11.231(a), IEX would maintain a separate
``Cross Book'' on which certain types of orders would queue prior to
Regular Market Hours.\14\ Orders on the new Cross Book, together with
orders resting on the Order Book during the Pre-Market Session (i.e.,
orders on the Continuous Book), would be eligible for execution in the
new Opening Process.\15\ Collectively, the orders eligible for
execution in the Opening Process would be ``Cross Eligible Orders.''
\16\ Orders on the Continuous Book and on the Cross Book would be
ranked and maintained for the Opening Process pursuant to Rule
11.220(a)(2), as described below.\17\
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    \14\ See proposed Rule 11.231(a). Specifically, orders with a
time-in-force of DAY and limit orders with a time-in-force of GTX
would queue on the Cross Book and be eligible for execution in the
proposed new Opening Process. See id.
    \15\ See id. The term ``Order Book'' has the meaning set forth
in Rule 1.160(p).
    \16\ See id. Orders with a Minimum Quantity as defined in Rule
11.190(b)(11) would not be eligible for execution in the Opening
Process and therefore would not be Cross Eligible Orders. See id.
The Exchange has proposed to amend Rule 11.190(b)(11)(F) to specify
that Minimum Quantity orders are not eligible to participate in the
Opening Process. See proposed Rule 11.190(b)(11)(F).
    \17\ See proposed Rule 11.231(a)(1). For additional detail
concerning the price at which pegged orders and limit orders would
be ranked and eligible for execution, see Notice, supra note 3, at
19764.
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    Currently, Users may only submit market orders during the Regular
Market Session and the System rejects market orders submitted during
the Pre-Market or Post-Market Sessions.\18\ By default, the System
currently rejects market orders with a time-in-force of DAY.\19\ Under
proposed Rule 11.190(a)(2)(E), the Exchange will allow non-routable DAY
market orders submitted in the Pre-Market Session to queue for the
Opening Process.\20\
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    \18\ See Rule 11.190(a)(2)(E). The term ``System'' has the
meaning set forth in Rule 1.160(nn).
    \19\ See Rule 11.190(a)(2)(E)(iii). The Exchange permits a User
to elect for its market orders with a time-in-force of DAY to be
accepted and eligible to trade or route during the Regular Market
Session. Pursuant to this election, the System treats market orders
marked DAY as having a time-in-force of IOC. See id.
    \20\ See proposed Rule 11.190(a)(2)(E). The Exchange explained
that market orders with a time-in-force of DAY that are entered
during the Pre-Market Session and are designated to route pursuant
to Rule 11.230(c) would be rejected upon entry. See Notice, supra
note 3, at 19764 n. 6. Additionally, the Exchange noted that orders
with a time-in-force of IOC or FOK do not rest on the Order Book and
therefore would be ineligible to participate in the Opening Process.
See Notice, supra note 3, at 19764.
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    Orders resting on the Order Book will be ranked and maintained for
the Opening Process based on price-display-time priority.\21\ Once
booked, a Cross Eligible Order would maintain its time priority until
one of the following occur, at which time the order would receive a new
timestamp: (i) It is incremented or re-priced, in the case of an order
on the Cross Book; (ii) it is re-priced by the System in response to
changes in the NBBO, in the case of a pegged order on the Cross Book;
or (iii) it experiences an event specified in Rule 11.220(a)(1)(C), in
the case of an order on the Continuous Book.\22\
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    \21\ See proposed Rule 11.220(a)(2). Market orders would have
precedence over limit orders. Cross Eligible Orders resting on the
Continuous Book would be ranked by the price at which they are
resting on the Continuous Book. Cross Eligible Orders resting on the
Cross Book would be ranked by their limit price, if any, except for
pegged orders, which would be ranked by their current booked price.
See proposed Rule 11.220(a)(2)(A). Displayed orders and displayed
portions of Cross Eligible Orders would have precedence over non-
displayed orders and non-displayed portions of Cross Eligible Orders
at a given price. See proposed Rule 11.220(a)(2)(B).
    \22\ See proposed Rule 11.220(a)(2)(C). Pursuant to proposed
Rule 11.231(a)(1)(ii) and (iii), respectively, when exercising price
discretion, primary peg and discretionary peg orders would maintain
time priority at their resting price, but would be prioritized
behind any non-displayed interest at the Opening Match Price for the
duration of the Opening Process. See proposed Rule
11.220(a)(2)(C)(v). In addition, an order from which a Minimum
Quantity instruction is removed, therefore causing the order to
become a Cross Eligible Order, would also receive a new timestamp.
See proposed Rule 11.220(a)(2)(C)(iii).
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    Under proposed Rule 11.231(b), at the start of Regular Market
Hours, the Exchange will perform the Opening Process in which it
matches buy and sell Cross Eligible Orders that are executable at the
single price determined by IEX (the ``Opening Match Price''), as
described further below.\23\ First, market orders would execute at the
Opening Match Price in time priority. Second, remaining Cross Eligible
Orders priced more aggressively than the Opening Match Price would
execute in price-display-time priority at the Opening Match Price.
Finally, remaining Cross Eligible Orders priced equal to the Opening
Match Price would execute in display-time priority at the Opening Match
Price. This process, called the ``Opening Match,'' would continue until
either there is no remaining volume or there is an imbalance of Cross
Eligible Orders.\24\
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    \23\ See proposed Rule 11.231(b).
    \24\ See proposed Rule 11.231(b)(1). AGID modifiers, as defined
in Rule 11.190(e), would not be supported for executions in the
Opening Match, but would be enforced on all unexecuted shares
released to the Order Book following the Opening Match. See id.
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    Proposed Rule 11.231(c) details the Exchange's process for
determining the Opening Match Price, and will take into consideration
the current pricing at away markets.\25\ The Opening Match

would be ``collared'' in that it generally will have to occur within
specified upper and lower threshold prices, known as the ``Cross Price
Constraint,'' which will generally be set at the Away Protected NBB and
Away Protected NBO.\26\ If, at the time of the Opening Process, there
is a crossed market in a particular security and the upper threshold
price of the Cross Price Constraint is below the lower threshold price,
no Opening Match would occur for that security, orders eligible to post
on the Order Book would price slide in accordance with the price
sliding process in IEX Rule 11.190(h), and the security would open for
trading on the Exchange in accordance with prevailing market session
rules.\27\
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    \25\ ``Away Protected NBB'' and ``Away Protected NBO'' would be
defined as the national best bid or offer, respectively, that is a
Protected Quotation and not a quotation of the Exchange. See
proposed Rule 11.231(c)(1)(i). ``Away Protected Bid'' and ``Away
Protected Offer'' would be defined as a Protected Bid or Protected
Offer, respectively, that is not a quotation of the Exchange. See
proposed Rule 11.231(c)(1)(ii). ``Protected Bid,'' ``Protected
Offer,'' and ``Protected Quotation'' have the meaning set forth in
Rule 1.160(bb).
    \26\ Specifically, the upper threshold price of the Cross Price
Constraint would be equal to the Away Protected NBO, except that if
an Away Protected Bid is crossing an Away Protected Offer, the upper
threshold price would be equal to the greater of five cents ($0.05)
or one half of a percent (0.5%) higher than the lowest Away
Protected Offer. Similarly, the lower threshold price of the Cross
Price Constraint would be equal to the Away Protected NBB, except if
an Away Protected Bid is crossing an Away Protected Offer, the lower
threshold price would be equal to the greater of five cents ($0.05)
or one half of a percent (0.5%) lower than the highest Away
Protected Bid. See proposed Rule 11.231(c)(1)(iii)(A) and (B).
    \27\ See proposed Rule 11.231(c)(1)(iii).
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    As described further below, in certain circumstances when needed to
help determine the Opening Match Price, the Exchange will consider the
price of the most current Order Collar Reference Price pursuant to Rule
11.190(f),\28\ rounded to the nearest minimum price variant (``MPV'')
or Midpoint Price \29\ at the start of the Opening Process, whichever
is closer (the ``Cross Tie Breaker'').\30\ The Exchange explained that
it included the rounding approach for the Cross Tie Breaker to avoid a
potential inconsistency with the Tick Size Pilot if a Cross Tie Breaker
in a non-nickel increment were to set the Opening Match Price for a
pilot security required to be traded in nickel increments.\31\
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    \28\ The ``Order Collar Reference Price'' is equal to the most
current of: (i) The consolidated last sale price disseminated during
the Regular Market Session on the trade date; (ii) the last trade
price disseminated outside of the Regular Market Session (Form T) by
the SIP, which other than for the Form T designation would have been
considered a valid last sale price; or (iii) if no such price
exists, the prior day's official closing price from the listing
exchange. See Rule 11.190(f)(1)(A).
    \29\ ``Midpoint Price'' is defined as the midpoint of the NBBO.
See Rule 1.160(t).
    \30\ See proposed Rule 11.231(c)(1)(iv); see also Amendment No.
3, supra note 5, at 27. In its proposal, the Exchange explained that
if there have been no Pre-Market Session trades that qualify to
update the Order Collar Reference Price and no previous official
closing price is available for the security, in the interest of
maintaining a fair and orderly market, the Exchange will prevent
trading in the security, pursuant to Rule 11.190(f)(1)(B), by
rejecting orders beginning at the start of the Pre-Market Session
and will not conduct an Opening Match. See Notice, supra note 3, at
19765 n. 7. The Exchange further explained that trading would begin
upon receipt of the first Order Collar Reference Price for the
security. See id.
    \31\ See Amendment No. 3, supra note 5, at 9-11. According to
the Exchange, it proposed to apply this rounding logic to all non-
IEX-listed securities, and not solely to the Tick Size Pilot
securities required to trade in nickel increments, to maintain
continuity in how the Exchange handles securities during the Opening
Process and avoid introducing technical complexities into the
System. See Amendment No. 3, supra note 5, at 11. The Exchange
explained that non-pilot securities priced above $1.00 would be
rounded to the nearest Midpoint Price or one-penny MPV, whichever is
closer. See id.
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    Proposed Rule 11.231(c)(2) provides the Exchange's process for
determining the Opening Match Price when both an Away Protected Bid and
Away Protected Offer exist for the subject security (i.e., a two-sided
market).\32\ In general, the Opening Match will occur at the price that
maximizes the number of shares of Cross Eligible Orders to be
executed.\33\ If multiple prices are possible, resulting in a cross
price range, IEX's rule provides a series of steps it would follow to
determine the Opening Match Price.\34\
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    \32\ See proposed Rule 11.231(c)(2).
    \33\ See proposed Rule 11.231(c)(2)(i).
    \34\ See proposed Rule 11.231(c)(2)(ii)-(iv); see also Amendment
No. 3, supra note 5, at 27. For examples of the process for
determining the Opening Match Price in a two-sided market, see
Examples 1 through 4 on pages 15 to 17 of Amendment No. 3, supra
note 5. For additional examples of the process for determining the
Opening Match Price in a two-sided market when there are non-
displayed orders on the Cross Book, see Example 1 on pages 17-18 of
Amendment No. 3, supra note 5, and Examples 2 through 4 in the
Notice, supra note 3, at 19766-67. For examples of how the Exchange
would round the Cross Tie Breaker in a two-sided market, see
Examples 3 and 6 on pages 13 and 14, respectively, of Amendment No.
3, supra note 5.
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    Alternatively, proposed Rule 11.231(c)(3) provides the Exchange's
process for determining the Opening Match Price if there is a lack of
an Away Protected Bid, Away Protected Offer, or both, for the subject
security at the time of the Opening Process (i.e., a one-sided or zero-
sided market).\35\ In such cases, the Opening Match generally will
occur at the price of the Cross Tie Breaker, subject to the Cross Price
Constraint.\36\
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    \35\ See proposed Rule 11.231(c)(3).
    \36\ See proposed Rule 11.231(c)(3)(i)-(ii). In its proposal,
the Exchange noted that in a one-sided market where there is no Away
Protected NBB or no Away Protected NBO, the Cross Tie Breaker would
be compared to the available threshold price of the Cross Price
Constraint (i.e., the Opening Match Price would be at or above the
lower threshold price, or at or below the upper threshold price of
the Cross Price Constraint, as applicable). However, in a zero-sided
market, the Opening Match Price would be the Cross Tie Breaker. See
Notice, supra note 3, at 19767 n. 9. For examples of the process for
determining the Opening Match Price in a one-sided or zero-sided
market, see Examples 1 through 3 on pages 18 to 19 of Amendment No.
3, supra note 5. For examples of how the Exchange would round the
Cross Tie Breaker in a one-sided or zero-sided market, see Examples
1, 2, 4, and 5 on pages 12 to 14 of Amendment No. 3, supra note 5.
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    After the Opening Process, all remaining unexecuted interest would
be released to the Order Book for continuous trading or cancelled in
accordance with the terms of the order.\37\ Routable orders that are
released to the Order Book would be routed in accordance with IEX Rule
11.230(c)(3), subject to the orders' instructions.\38\
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    \37\ See proposed Rule 11.231(b)(2). Cross Eligible Orders may
remain unexecuted, in whole or in part, due to an imbalance of Cross
Eligible Orders during the Opening Process. See id. Unexecuted Cross
Eligible Orders that are priced at or outside of the Cross Price
Constraint (i.e., buy orders at or above the Cross Price Constraint
or sell orders at or below the Cross Price Constraint) would price
slide pursuant to IEX Rule 11.190(h). See id.
    \38\ See id.
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    If a disruption occurs that prevents the execution of the Opening
Process described above, IEX will apply the contingency procedures
established in proposed Rule 11.231(d). Specifically, IEX would
publicly announce that no Opening Process will occur, all orders on the
Order Book would be cancelled, and IEX would open the security for
trading without an Opening Match.\39\
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    \39\ See proposed Rule 11.231(d). In its proposal, the Exchange
noted that it would disseminate a System Status Alert, which would
automatically send an email alert, twitter update, and text message
to announce that no Opening Process would occur and publish such
information on IEX's Web site. See Notice, supra note 3, at 19767 n.
12.
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    If a security is subject to a halt, suspension, or pause in trading
during the Pre-Market Session, the Exchange would not accept orders in
the security, including for queuing in the Cross Book and participation
in the Opening Process.\40\ Orders submitted during the halt would be
rejected, while orders resting on the Order Book would remain unless
cancelled by the User, but would be unavailable for trading during the
halt.\41\ If the halt, suspension, or pause remained in effect at the
start of Regular Market Hours, the Opening Process would not start at
the normally scheduled time, but would be conducted once the security
resumes trading.\42\
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    \40\ See proposed Rule 11.231(e).
    \41\ See id.
    \42\ See id.
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    Under proposed Rule 11.231(f), pursuant to Rule 611(b)(3) of
Regulation NMS and section VI(D)(6) of the Tick

Size Pilot, orders executed in the Opening Process would constitute a
single-priced opening transaction by the Exchange and would be allowed
to trade-through or trade-at the price of any other Trading Center's
Manual or Protected Quotations.\43\
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    \43\ See proposed Rule 11.231(f).
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    Finally, the Exchange has proposed to make a minor conforming
change to the language used to reference LULD Price Bands in Rule
11.190(a)(2).\44\
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    \44\ See proposed Rule 11.190(a)(2).
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III. Discussion and Commission Findings

    After careful review, the Commission finds that the proposed rule
change, as modified by Amendment No. 3, is consistent with the
requirements of the Act and the rules and regulations thereunder
applicable to a national securities exchange.\45\ In particular, the
Commission finds that the proposed rule change is consistent with
Section 6(b)(5) of the Act,\46\ which requires, among other things,
that the rules of a national securities exchange be designed to prevent
fraudulent and manipulative acts and practices, to promote just and
equitable principles of trade, to foster cooperation and coordination
with persons engaged in 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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    \45\ In approving this proposed rule change, the Commission has
considered the proposed rule's impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f).
    \46\ 15 U.S.C. 78f(b)(5).
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    The Exchange has stated that its proposed Opening Process for non-
IEX-listed securities is designed to match at a single price all
eligible buy and sell orders that are resting on the Exchange's order
book and available for continuous trading during the Pre-Market
Session, as well as orders that have been queued until Regular Market
Hours.\47\ According to the Exchange, the proposed Opening Process will
provide for orderly and timely openings.\48\
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    \47\ See Notice, supra note 3, at 19764.
    \48\ See Notice, supra note 3, at 19767.
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    The Commission believes that the proposed Opening Process is
designed to open Regular Market Hours trading on the Exchange in non-
IEX-listed securities in a fair and orderly manner, which is consistent
with the protection of investors and the public interest. Currently,
the Exchange does not conduct an opening process for non-listed-IEX
securities that is designed to match marketable buy and sell interest
at a single price; rather, at the beginning of Regular Market Hours,
the Exchange handles orders that have been queued during the Pre-Market
Session by releasing them, according to their relative time priority,
into continuous trading as incoming orders.\49\ To the extent the
Exchange's proposal helps facilitate an orderly transition to regular
trading in a fair and transparent manner, the Commission believes that
it is consistent with the Act.
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    \49\ See Notice, supra note 3, at 19763.
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    The Commission also believes that the proposed rule change is
consistent with the Act because it is designed to open Regular Market
Hours trading in each non-IEX-listed security by matching as much
interest as it can at a price determined through an objective process
set forth in its proposed rule. The Commission notes that, under
proposed Rule 11.231(c)(2), the Exchange would attempt to set the
Opening Match Price in a two-sided market at the price where the
maximum number of shares of Cross Eligible Orders would be executed,
taking into account the prices and relative volume balance of eligible
buy and sell orders resting on the Exchange in the particular
security.\50\ In the event that a single Opening Match Price cannot be
established in a two-sided market based on the eligible interest
resting on the Exchange, or in the event that there is a one-sided or
zero-sided market, the Exchange would rely on the Cross Tie Breaker
price to determine the Opening Match Price.\51\ The Commission believes
that these aspects of the proposed Opening Process are consistent with
Section 6(b)(5) of the Act in that they are designed to promote just
and equitable principles of trade and protect investors.
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    \50\ See proposed Rule 11.231(c)(2)(i) and (ii); see also
Amendment No. 3.
    \51\ See proposed Rules 11.231(c)(2)(iii) and 11.231(c)(3); see
also Amendment No. 3.
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    Further, the Commission notes that, based on the Exchange's
proposed definition of Cross Tie Breaker,\52\ which incorporates the
Exchange's current definition of Order Collar Reference Price,\53\ the
Exchange effectively would rely on the most recent last sale price to
determine the Opening Match Price when a single Opening Match Price
cannot be determined based on the Cross Eligible Orders resting on the
Exchange in a two-sided market, or when there is a one-sided or zero-
sided market. The Commission also notes that the Cross Tie Breaker
price (i.e., the most recent last sale price) would be rounded as
proposed for certain non-IEX listed securities subject to the Tick Size
Pilot in order to ensure that the Opening Match occurs at a price that
is permissible under the pilot, as well as for other non-pilot non-IEX-
listed securities in order to maintain continuity and reduce complexity
in the Exchange's handling of securities during the Opening
Process.\54\ The Commission believes that relying on the most recent
last sale price in these circumstances, and rounding that price as
necessary, is consistent with the Act, including Section 6(b)(5) of the
Act.
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    \52\ See proposed Rule 11.231(c)(1)(iv); see also Amendment No.
3.
    \53\ See Rule 11.190(f).
    \54\ See Amendment No. 3.
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    The Commission also notes that the Exchange has proposed to apply a
Cross Price Constraint to prevent the Opening Match from occurring at a
price that would be outside the Away Protected NBB and/or NBO, as
applicable. The Commission believes that this collar feature of the
proposed Opening Process is reasonably designed to ensure that the
Opening Match occurs at a price that is within the broad market price
for the security, and therefore should help to protect investors and
remove impediments to and perfect the mechanism of a national market
system, consistent with Section 6(b)(5) of the Act.
    In addition, the Commission believes that the Exchange's proposed
order handling during the Opening Process is consistent with the Act.
The Commission notes that the Exchange's proposed priority hierarchy
for the ranking and execution of opening-cross-eligible orders is
consistent with the Exchange's order execution priority hierarchy
during continuous trading.\55\ Further, the Exchange has proposed to
handle unexecuted opening-cross-eligible orders consistent with their
terms, subject to the price sliding provisions of Rule 11.190(h) as
appropriate.\56\ The Commission believes that these aspects of the
proposal provide continuity with the Exchange's order handling
practices and should reduce the potential for investor confusion when
the Exchange transitions to continuous trading.
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    \55\ See proposed Rules 11.220(a)(2), 11.231(a)(1), and
11.231(b)(1); see also Notice, supra note 3, at 19768.
    \56\ See proposed Rule 11.231(b)(2).
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    The Commission also notes that the Exchange believes that allowing
non-routable DAY market orders to be submitted and queue for the
Opening Process will provide members with greater flexibility.\57\ The
Commission

believes that allowing non-routable DAY market orders to queue for the
Opening Process may accommodate market participants that use DAY market
orders on other exchanges and therein may help promote the orderly
submission of those orders to the Exchange in advance of the Regular
Market Session.
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    \57\ See proposed Rules 11.190(a)(2)(E) and 11.231(a); see also
Notice, supra note 3, at 19769. The Commission notes that market
orders currently may only be submitted to the Exchange in the
Regular Market Session, and are rejected if submitted during the
Pre-Market (or Post-Market) Session. See Notice, supra note 3, at
19763.
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    Further, the Commission believes that the components of the
proposal that are designed to address what would occur if a disruption
prevents the execution of the opening process,\58\ and what would occur
if a security is subject to a halt, suspension, or pause in trading
during the Pre-Market Session,\59\ set forth procedures that are
reasonably designed to protect investors and the public interest, and
remove impediments to and perfect the mechanism of a national market
system, consistent with Section 6(b)(5) of the Act.\60\
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    \58\ See proposed Rule 11.231(d).
    \59\ See proposed Rule 11.231(e).
    \60\ The Commission believes that the other components of the
proposal, including proposed Rule 11.231(f) and the minor conforming
change to the language used to reference LULD Price Bands in Rule
11.190(a)(2), are consistent with the Act.
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    Finally, the Commission notes that another national securities
exchange conducts an opening process for non-listed securities,\61\ and
the Commission received no comments on the Exchange's proposed rule
change.
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    \61\ See, e.g., BZX Rule 11.24. The Commission notes that the
BZX opening process for non-listed securities is largely similar to
what the Exchange has proposed, but differs in that it is designed
to match eligible orders at the midpoint of the NBBO whereas the
Exchange's proposed Opening Match, while bound by the Away Protected
NBBO, could occur at a price other than the midpoint of the Away
Protected NBBO.
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IV. Solicitation of Comments on Amendment No. 3

    Interested persons are invited to submit written data, views, and
arguments concerning whether Amendment No. 3 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-IEX-2017-11 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.

All submissions should refer to File Number SR-IEX-2017-11. 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 also will 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-IEX-2017-11, and should be
submitted on or before August 18, 2017.

V. Accelerated Approval of Proposed Rule Change, as Modified by
Amendment No. 3

    The Commission finds good cause to approve the proposed rule
change, as modified by Amendment No. 3, prior to the thirtieth day
after the date of publication of the notice of Amendment No. 3 in the
Federal Register. The Commission believes that the proposed changes to
the description of the process for determining the Opening Match Price
that were included in Amendment No. 3 add clarity to the price
determination process without materially changing the proposal from
what the Exchange originally filed. Additionally, the Commission
believes that the proposed addition of a rounding process for the Cross
Tie Breaker to prevent certain Tick Size Pilot securities from trading
in an impermissible increment eliminates a potential conflict between
the Tick Size Pilot and the Opening Process. Moreover, the Commission
believes that applying the rounding process to all non-IEX-listed
securities will allow for consistent handling of securities in the
Opening Process and avoid introducing unnecessary technical
complexities. The Commission does not believe that any of the changes
proposed in Amendment No. 3 introduce novel concepts, but rather add
detail to better reflect in the proposed rule text how the proposed
Opening Process would work for non-IEX-listed securities, and also
reconciles the proposed Opening Process with the tick-size requirements
of the Tick Size Pilot. Accordingly, for the reasons noted above, the
Commission finds good cause for approving the proposed rule change, as
modified by Amendment No. 3, on an accelerated basis, pursuant to
Section 19(b)(2) of the Act.\62\
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    \62\ 15 U.S.C. 78s(b)(2).
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VI. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\63\ that the proposed rule change (SR-IEX-2017-11), as modified by
Amendment No. 3 thereto, be, and hereby is, approved on an accelerated
basis.
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    \63\ Id.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\64\
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    \64\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-15908 Filed 7-27-17; 8:45 am]
BILLING CODE 8011-01-P