[Federal Register Volume 78, Number 71 (Friday, April 12, 2013)]
[Notices]
[Pages 21993-21996]
[FR Doc No: 2013-08650]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-69336; File No. SR-BOX-2013-19]

Self-Regulatory Organizations; BOX Options Exchange LLC; Notice
of Filing and Immediate Effectiveness of a Proposed Rule Change To
Amend the Fee Schedule for Trading on BOX

April 8, 2013.
    Pursuant to Section 19(b)(1) under the Securities Exchange Act of
1934 (the ``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby
given that on March 29, 2013, BOX Options Exchange LLC (the
``Exchange'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I, II,
and III below, which Items have been prepared by the Exchange. The
Exchange filed the proposed rule change pursuant to Section
19(b)(3)(A)(ii) of the Act,\3\ and Rule 19b-4(f)(2) thereunder,\4\
which renders the proposal 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)(ii).
    \4\ 17 CFR 240.19b-4(f)(2).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange is filing with the Securities and Exchange Commission
(``Commission'') a proposed rule change to amend the Fee Schedule for
trading on the BOX Market LLC (``BOX'') options facility. While the
change to the fee schedule pursuant to this proposal will be effective
upon filing, the change will become operative on April 1, 2013. The
text of the proposed rule change is available from the principal office
of the Exchange, at the Commission's Public Reference Room and also on
the Exchange's Internet Web site at http://boxexchange.com.

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, Proposed Rule Change

1. Purpose
    The Exchange proposes to amend the BOX Fee Schedule to specify in
Section II (Liquidity Fees and Credits) that when a non-immediately
marketable order executes against a PIP Order, therefore becoming an
Unrelated Order, it shall be charged as an Improvement Order.
    Currently transactions in the BOX PIP are either assessed a fee for
adding liquidity or provided a credit for removing liquidity regardless
of account type.\5\ PIP Orders (i.e., the agency orders opposite the
Primary Improvement Order \6\) receive the ``removal'' credit and
Improvement Orders \7\ are charged the ``add'' fee. PIP transactions in
classes with a minimum price variation of $0.01 (i.e., Penny Pilot
classes where the trade price is less than $3.00 and all series in QQQ,
SPY, and IWM) are assessed a fee for adding liquidity of $0.30,
regardless of account type. For PIP transactions where the minimum
price variation is greater than $0.01 (i.e., all non-Penny Pilot
Classes, and Penny Pilot Classes where the trade price is equal to or
greater than $3.00, excluding QQQ, SPY, and IWM) the fee for adding
liquidity is $0.75, regardless of account type. These liquidity fees
and credits are part of an Exchange Pilot Program (``Program'') that
has been in effect on BOX since February 2012 and was recently extended
through August 31, 2013.\8\
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    \5\ See Section II of the BOX Fee Schedule.
    \6\ An Improvement Order is a response to a PIP auction.
    \7\ A Primary Improvement Order is the matching contra order
submitted to the PIP on the opposite side of an agency order.
    \8\ See Securities Exchange Act Release Nos. 66278 (January 30,
2012), 77 FR 5590 (February 3, 2012) (SR-BX-2011-046), (Commission
Order Granting Accelerated Approval of the BOX Credits and Fees for
PIP Transactions on a pilot basis); 66979 (May 14, 2012), 77 FR
29740 (May 18, 2012) (SR-BOX-2012-002) (Notice of Filing and
Immediate Effectiveness to adopt the Fee Schedule for trading on BOX
which included the Program); and 69054 (March 7, 2013), 78 FR 16025
(March 13, 2013) (SR-BOX-2013-09) (Notice of Filing and Immediate
Effectiveness to extend the PIP Fee Pilot Program).
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    An Unrelated Order is defined as any non-Improvement Order entered
on the BOX market during a PIP.\9\ Currently all Unrelated Orders are
charged as Non-Auction Transactions under Section II.C. of the
Exchange's Fee Schedule and are subject to a per contract fee of $0.30
for adding liquidity in Penny Pilot Classes, and $0.75 for adding
liquidity in non-Penny Pilot Classes.
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    \9\ BOX Rule 7150(a).
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    The purpose of this proposed rule change is to specify that, when
an Unrelated Order that is not immediately marketable executes against
a PIP Order, it shall be treated as an Improvement Order and charged
the applicable ``add'' fee under Section II.A of the Exchange's Fee
Schedule.\10\ In the current Fee Schedule the classes to which the
liquidity fees and credits are applied are described differently in PIP
Transactions compared to Non-Auction Transactions, therefore creating a
discrepancy in how similar orders are charged. For example, in Section
II.A (PIP Transactions) the liquidity fees and credits assessed differ
depending on the Minimum Price Variation of the order. If the
transaction is in a Penny Pilot Class where the trade price is less
than $3.00 or in all series in QQQ, SPY & IWM it is assessed an ``add''
fee or ``removal'' credit of $0.30. If the transaction is in a Non-
Penny Pilot Class or in a Penny Pilot class where the trade price is
equal to or greater than $3.00, excluding QQQ, SPY & IWM, then it is
assessed an ``add'' fee or ``removal'' credit of $0.75. In Section
II.C. (Non-Auction Transactions) the liquidity fees and credits
assessed differ depending if the transaction is in a Penny Pilot Class
($0.30 ``add'' fee or ``removal'' credit) or Non-Penny Pilot Class
($0.75 ``add'' fee or ``removal'' credit).
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    \10\ Because the Unrelated Order is not immediately marketable,
it will rest on the BOX Book and be charged the appropriate add fee
unless it interacts with a PIP Order. In contrast, when an
immediately marketable Unrelated Order is received it will execute
against the PIP Order under BOX Rule 7150(j). This proposed rule
change does not affect orders that are immediately marketable upon
entry to BOX because under the Locked/Crossed Market plan, an
immediately marketable Unrelated Order may have be [sic] routed from
[sic] away exchange and submitted to BOX. The Exchange does not
believe it should be subject to the PIP Transaction ``add'' fee
since the Locked/Crossed Market plan may have required that the
order be sent to BOX and a customer has no control over where this
order is routed.
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    The proposed change will have no impact on the liquidity fees
charged to a Participant for a majority of non-immediately marketable
Unrelated Orders that execute against a PIP Order. For example, in a
Non-Auction Non-Penny Pilot transaction, an order that adds liquidity
is currently charged an ``add'' fee of $0.75. If this order interacts
with the PIP under the current fee schedule, thereby becoming an
Unrelated Order, the ``add'' fee remains the same regardless of the
minimum price variation of the class involved.
    However, this proposed change will result in a greater ``add'' fee
for orders in Penny Pilot Classes where the trade price is equal to or
greater than $3.00, excluding QQQ, SPY, and IWM. For example, a Non-
Auction Penny Pilot transaction that adds liquidity is currently
charged an ``add'' fee of $0.30. Under the proposed change, if this
order interacts with the PIP, thereby becoming an Unrelated Order, the
``add'' fee will remain at $0.30 if the order is in a Penny Pilot class
where the trade price is less than $3.00 or in QQQ, SPY, and IWM. The
fee will only be raised to $0.75 if the order is in a Penny Pilot Class
where the trade price is equal to or greater than $3.00, excluding QQQ,
SPY, and IWM.
    The tables below illustrate how the proposed change will affect the
total charged for each type of transaction.
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    \11\ The order will continue to be charged as a Non-Auction
transaction for purposes of assessing Exchange Fees under Section I
of the BOX Fee Schedule.

                                     Transactions in Non-Penny Pilot Classes
----------------------------------------------------------------------------------------------------------------
                                          Exchange                   Total
                                          fee \11\     Add fee      charged                  Effect
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Treated as a Non-Auction Transaction          $0.40        $0.75        $1.15  None.
 under the current Fee Schedule.
Treated as an Improvement Order under          0.40         0.75         1.15  None.
 the proposed change.
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                                       Transactions in Penny Pilot Classes
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                                          Exchange                   Total
                                            fee        Add fee      charged                  Effect
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Treated as a Non-Auction Transaction          $0.40        $0.30        $0.70  None.
 under the current Fee Schedule.
Treated as an Improvement Order under          0.40         0.30         0.70  None.
 the proposed change (Minimum Price
 Variation of 1 Cent).
Treated as an Improvement Order where          0.40         0.75         1.15  Increased by $0.40.
 the under the proposed change
 (Minimum Price Variation of > 1 Cent).
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    Therefore, as demonstrate above, the only difference in ``add''
fees is in the last row of possible orders, here there is a potential
$0.40 fee increase. The Exchange notes that this proposed change will
only apply to non-immediately marketable Unrelated Orders that are
entered on the BOX market.
2. Statutory Basis
    The Exchange believes that the proposal is consistent with the
requirements of Section 6(b) of the Act,\12\ in general, and Section
6(b)(4) of the Act,\13\ in particular, in that it provides for the
equitable allocation of reasonable dues, fees, and other charges among
BOX Participants and other persons using its facilities.
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    \12\ 15 U.S.C. 78f(b).
    \13\ 15 U.S.C. 78f(b)(4).
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    The Exchange believes it is reasonable and equitable to treat a
non-immediately marketable Unrelated Order that executes against a PIP
Order as an Improvement Order for purposes of the Exchange's liquidity
fees. The PIP liquidity fees and credits are intended to attract order
flow to the Exchange by offering incentives to all market participants
to participate in the PIP. Currently a Participant that submits an
Unrelated Order which then executes against a PIP Order receives the
same trading benefit as a Participant who submits an Improvement Order,
but is sometimes assessed a lesser ``add'' fee. While non-immediately
marketable Unrelated Orders are not typically submitted on the opposite
side of a PIP Order, they should be charged the fair and appropriate
``add'' fee once they execute against a PIP Order. Furthermore, as
demonstrated above this change will have no impact on the liquidity
fees charged to a Participant for a majority of non-immediately
marketable Unrelated Orders that execute against a PIP Order.
    The Exchange believes the proposed change to be reasonable. As
noted above, the fees and credits for PIP transactions are intended to
attract order flow to the Exchange by offering incentives to all market
participants to submit their orders to the PIP for potential price
improvement. As a result, the Exchange credits Participants who submit
a PIP order and collects a fee from Participants who respond to a PIP
through an Improvement Order. A non-immediately marketable Unrelated
Order that executes against a PIP Order as an Improvement Order will
not necessarily result in additional revenue to the Exchange, but will
simply allow BOX to continue to provide the credit incentives to
Participants to attract additional order flow to the PIP. In order to
continue to offer these incentives for price improvement the Exchange
needs to ensure that its liquidity fees and credits remain revenue
neutral by charging orders that are executing in the same way the same
fee.
    The Exchange believes it is appropriate to provide incentives to
market participants to use PIP, resulting in potential benefit to
customers through potential price improvement and to all market
participants to provide greater liquidity on BOX. The Exchange believes
that treating non-immediately marketable Unrelated Orders as
Improvement Orders for the purpose of liquidity fees and credits will
not deter Participants from seeking to add liquidity to BOX so that
they may interact with other Participants seeking to remove liquidity.
    Furthermore, this change will only affect the liquidity fees
charged for a small percentage of non-immediately marketable Unrelated
Order transactions that execute against a PIP Order, those in Penny
Pilot Classes where the trade price is equal to or greater than $3.00,
excluding QQQ, SPY, and IWM under the PIP Fee Pilot Program.\14\ The
Exchange currently offers additional incentives to market participants
for PIP transactions in these specified classes because such options
have wider spreads and provide greater opportunity for market
participants to offer price improvement. The Exchange believes it is
reasonable and equitable to treat a non-immediately marketable
Unrelated Order that executes against this type of PIP transaction the
same liquidity fee that an Improvement Order would be charged.
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    \14\ See supra, note 8.
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    The Exchange believes that treating non-immediately marketable
Unrelated Orders as Improvement Orders is equitable and not unfairly
discriminatory because the applicable liquidity fees will apply
uniformly to all categories of participants, across all account types.
The Exchange operates within a highly competitive market in which
market participants can readily direct order flow to other competing
venues if they deem fees at a particular venue to be excessive. BOX and
the other options exchanges are engaged in an intense competition on
price (and other dimensions of competition) to attract order flow from
order flow providers. Accordingly, the fees assessed by the Exchange
must remain competitive with fees charged by other venues and therefore
must continue to be reasonable and equitably allocated to those
Participants that opt to send orders to the Exchange rather than to a
competing venue. Further, the Exchange believes that the current PIP
transaction liquidity fees and credits it assesses are fair and
reasonable and must be competitive with fees and credits in place on
other exchanges.

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. With this proposed rule change,
non-immediately marketable Unrelated Orders executing against PIP
Orders will be subject to fees that are already in place on the
Exchange. These types of orders are currently subject to similar
``add'' fees and the proposed change will better align the applicable
liquidity fees. The Exchange does not believe that this change would
disincentives [sic] a market participant from sending in an Unrelated
Order, in a majority of situations there would be [sic] change to the
``add'' fee assessed and the Participant submitting the order is
receiving the benefit of executing

against the PIP Order and the allocation that follows after the
conclusion of the PIP. The Exchange believes that the proposed change
promotes competition, as it is designed to allow the Exchange to
continue compete for order flow and offer greater opportunities for
price improvement. As mentioned above, liquidity fees and credits do
not necessarily result in additional revenue to the Exchange, but will
simply allow BOX to continue to provide the credit incentives to
Participants to attract additional order flow to the PIP. In order to
continue to offer these incentives for price improvement the Exchange
needs to ensure that its liquidity fees and credits remain revenue
neutral by charging orders that are executing in the same way the same
fee.

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 Exchange Act \15\ and Rule 19b-4(f)(2)
thereunder,\16\ because it establishes or changes a due, fee, or other
charge applicable only to a member.
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    \15\ 15 U.S.C. 78s(b)(3)(A)(ii).
    \16\ 17 CFR 240.19b-4(f)(2).
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    At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend the rule
change if it appears to the Commission that the action is necessary or
appropriate in the public interest, for the protection of investors, or
would otherwise further 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_ADDRESS>Please include
File Number SR-BOX-2013-19 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.

All submissions should refer to File Number SR-BOX-2013-19. 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-BOX-2013-19 and should be
submitted on or before May 3, 2013.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\17\
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    \17\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2013-08650 Filed 4-11-13; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 83, Number 56 (Thursday, March 22, 2018)]
[Notices]
[Pages 12635-12636]
[FR Doc No: 2018-05809]

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SECURITIES AND EXCHANGE COMMISSION

Submission for OMB Review; Comment Request

Upon Written Request Copies Available From: Securities and Exchange
Commission, Office of FOIA Services, 100 F Street NE, Washington, DC
20549-2736.

Extension:
    Form F-6, SEC File No. 270-270, OMB Control No. 3235-0292

    Notice is hereby given that, pursuant to the Paperwork Reduction
Act of 1995 (44 U.S.C. 3501 et seq.), the Securities and Exchange
Commission (``Commission'') has submitted to the Office of Management
and Budget this request for extension of the previously approved
collection of information discussed below.
    Form F-6 (17 CFR 239.36) is a form used by foreign companies to
register the offer and sale of American Depositary Receipts (ADRs)
under the Securities Act of 1933 (15 U.S.C. 77a et seq.). Form F-6
requires disclosure of information regarding the terms of the
depository bank, fees charged, and a description of the ADRs. No
special

information regarding the foreign company is required to be prepared or
disclosed, although the foreign company must be one which periodically
furnishes information to the Commission. The information is needed to
ensure that investors in ADRs have full disclosure of information
concerning the deposit agreement and the foreign company. Form F-6
takes approximately 1.35 hour per response to prepare and is filed by
476 respondents annually. We estimate that 25% of the 1.35 hour per
response (0.338 hours) is prepared by the filer for a total annual
reporting burden of 161 hours (0.338 hours per response x 476
responses). The information provided on Form F-6 is mandatory to best
ensure full disclosure of ADRs being issued in the U.S. All information
provided to the Commission is available for public review upon request.
    An agency may not conduct or sponsor, and a person is not required
to respond to, a collection of information unless it displays a
currently valid control number.
    The public may view the background documentation for this
information collection at the following website, www.reginfo.gov.
Comments should be directed to: (i) Desk Officer for the Securities and
Exchange Commission, Office of Information and Regulatory Affairs,
Office of Management and Budget, Room 10102, New Executive Office
Building, Washington, DC 20503, or by sending an email to:
[email protected]; and (ii) Pamela Dyson, Director/Chief
Information Officer, Securities and Exchange Commission, c/o Remi
Pavlik-Simon, 100 F Street NE, Washington, DC 20549 or send an email
to: [email protected]. Comments must be submitted to OMB within 30
days of this notice.

    Dated: March 19, 2018.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-05809 Filed 3-21-18; 8:45 am]
BILLING CODE 8011-01-P