[Federal Register Volume 77, Number 240 (Thursday, December 13, 2012)]
[Notices]
[Pages 74258-74261]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2012-30048]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-68383; File No. SR-NYSEMKT-2012-72]
Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing and
Immediate Effectiveness of Proposed Rule Change Amending Exchange Rule
952NY With Respect to Opening Trading in an Options Series
December 7, 2012.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that, on November 26, 2012, NYSE MKT LLC (the ``Exchange'' or ``NYSE
MKT'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and II
below, which Items have been prepared by the self-regulatory
organization. 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 Exchange Rule 952NY (Trading
Auctions) with respect to opening trading in an options series. The
text of the proposed rule change is available on the Exchange's Web
site at www.nyse.com, at the principal office of the Exchange, and at
the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend Rule 952NY to provide for how the
System \3\ may open an options series for trading when there are no
executable orders and/or quotes and the bid-ask differential of the
NBBO disseminated by Options Price Reporting Authority (``OPRA'') or a
Market Maker quote does not exceed the bid-ask differential specified
under Rule 925NY(b)(4). The Exchange's Rules are currently silent on
how the System opens an options series when it does not conduct an
auction. Specifically, the proposed rule change (i) will codify that
the Exchange opens an option series when there are no executable orders
and/or quotes to match up in the System (``open a series on a quote''),
which is currently based on the bid-ask differentials that are within
the acceptable range defined in Rule 925NY(b)(4); and (ii) will also
amend the current process to provide that the bid-ask differential to
allow for the System to open a series on a quote would be based on the
bid-ask differentials specified in Rule 925NY(b)(5), which are wider
than the bid-ask differential that allows for the System to open via an
auction during the Auction Process.
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\3\ The term ``System'' refers to the Exchange's electronic
order delivery, execution and reporting system through which orders
and quotes for listed options are consolidated for execution and/or
display.
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Current Opening Process
Currently, Rule 952NY describes the process pursuant to which the
System opens an option series. Pursuant to the procedures described in
Rule 952NY(b) and (c), after the primary market for the underlying
security disseminates the opening trade or opening quote, the System
conducts an ``Auction Process'' to open a series whereby the System
determines a single price at which a series may be opened by looking
either to: (i) the midpoint of the initial uncrossed NBBO disseminated
by the Options Price Reporting Authority
[[Page 74259]]
(``OPRA''), or (ii) the midpoint of the best quotes or orders in the
System Book. If the bid-ask differential for a series is not within an
acceptable range, the System will not open the series for trading. For
purposes of this rule, the acceptable range means the bid-ask
differential guidelines specified in Rule 925NY(b)(4) (``narrow-width
quotes'').\4\ Assuming the bid-ask differential is within the
acceptable range, the System matches up orders and quotes in the system
based on price-time priority and executes the orders that are matched
at the midpoint pricing. Any orders in the System Book that are not
executed in the Auction Process become eligible for the Core Trading
Session immediately after the conclusion of the Auction Process.
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\4\ See Exchange Rule 925NY(b)(4). The bid-ask guidelines
specified in Rule 925NY(b)(4) that are required to open a series are
narrower than the $5 wide bid-ask differential for options traded on
the System during Core Trading Hours. See also Exchange Rule
925NY(b)(5). Rule 925NY(b)(5) provides that options traded on the
System during Core Trading Hours may be quoted with a difference not
to exceed $5 between the bid and offer regardless of the price of
the bid.
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In addition, although not currently specified in the rule, if the
bid-ask differential is within the acceptable range, but there are no
orders or quotes to be matched up with one another, the System will
open the series for trading on a disseminated quote, at which point any
unexecuted orders in the System Book during the Auction Process become
eligible for the Core Trading Session. If the bid-ask differential is
not within the acceptable range, the Exchange will not open that series
for trading until the System either receives a narrow-width NBBO from
OPRA or a Market Maker submits a narrow-width quote.
Proposed Change to Opening Process
The Exchange proposes to amend Rule 952NY both to specify that the
System may open a series on a quote when there are no executable orders
and/or quotes and to amend the rule to provide a different bid-ask
differential for opening a series on a quote. As noted above, the
Exchange currently uses the narrow-width quote bid-ask differential for
determining both whether to open with an auction (when there are
executable orders and/or quotes) or with a quote (when there are no
executable orders and/or quotes). In codifying the process for opening
a series on a quote, the Exchange proposes to adopt the bid-ask
differential specified under Rule 925NY(b)(5) instead of the narrow-
width quotes.\5\
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\5\ Currently, if there are executable orders and/or quotes and
the options series does not meet the narrow-width quote bid-ask
differential, but does meet the standard-width quote differential,
the Exchange will not open the options series for trading. See
Exchange Rule 952NY(b)(D).
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Rule 925NY(b)(5) provides that options traded on the System during
Core Trading Hours may be quoted with a difference not to exceed $5
between the bid and offer regardless of the price of the bid
(``standard-width quote''). As proposed, if there are no executable
orders and/or quotes, but the OX System either receives a standard-
width quote NBBO from OPRA in that series or a Market Maker submits a
standard-width quote in the option series, the Exchange shall open the
series on a quote. The proposed change will align the requirements to
open the unopened series on a quote with the existing Market Marker
quoting requirements during Core Trading Hours.
While the Exchange believes that narrow-width quoting requirements
are beneficial for opening auctions pursuant to the Auction Process in
the System, the Exchange believes that the continued application of the
narrow-width quoting requirement when there are no executable quotes
and/or orders to conduct an auction has the opposite effect and
prevents series from opening promptly and thus unnecessarily delays the
execution of orders on the Exchange. The Exchange believes that setting
a wider quote differential requirement for opening on a quote would
expedite the opening of all options series on the Exchange promptly
after the opening of the underlying security. The Exchange believes
that market participants will benefit by having the ability to execute
orders on the Exchange without unnecessary delay. In addition, applying
the standard-width quote bid-ask differential for opening a series on a
quote is consistent with the quoting requirements that are applicable
during Core Trading Hours.
The Exchange further believes that applying the standard-width
quote for determining when to open a series on a quote is appropriate
because it would more closely align the Exchange's rules with the rules
of other option exchanges with respect to opening a series. Other
options exchanges have the ability to open a series for trading when
there are no executable orders and/or quotes to conduct an auction.
Both BOX Options Exchange (``BOX'') and NASDAQ Options Market
(``NOM''), allow for the opening of series without conducting an
opening auction. Neither BOX nor NOM require any bid-ask differential
to be met prior to opening series for trading on a quote. Specifically,
on BOX, the BOX system attempts to conduct an opening match (similar to
Auction Process) to determine a single price at which a particular
option series will be opened.\6\ During, the ``Pre-Opening Phase'' on
BOX, narrow bid-ask differentials are required in a similar manner to
the Exchange. However, if the BOX system is not able to determine an
opening price, the option series will nevertheless move from the ``Pre-
Opening Phase'' to the continuous trading phase and the option series
will be open for trading. When the option series move from Pre-Opening
Phase to the continuous trading phase, there is no requirement for a
bid-ask differential to be met. Market makers on BOX would only be
required to meet the $5 bid-ask differential in the option series if
and when they ever decided to quote.\7\ Similarly, NOM has no bid-ask
differential requirements to open a series if an ``Opening Cross''
(similar to Trading Auction) cannot be initiated because there are no
opening quotes or orders that lock or cross each other.\8\
Specifically, if an Opening Cross cannot be initiated because there are
no opening quotes or orders that lock or cross each other, the option
series will open for trading on NOM.\9\ Market makers on NOM would only
be required to meet the $5 bid-ask differentials in the option series
if and when they ever decided to quote.\10\ Both, BOX and NOM could
open options series and disseminate a protected quotation without the
benefit of Market Maker quotation to facilitate price discovery.
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\6\ See BOX Rule 7070(e).
\7\ See BOX Rule 7070(f). See also BOX Rule 8040, which sets
forth BOX market maker quoting obligations.
\8\ See NOM Chapter VI, Section 8(c)(1).
\9\ See id.
\10\ See NOM Chapter VII, Section 6(d).
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By contrast, currently, if the options series does not meet the
narrow-width quotes, the series will not open at all on the Exchange,
which differs from BOX and NOM. As noted above, neither BOX nor NOM
require any bid-ask differential to be met prior to opening series for
trading on a quote. The current inability of the Exchange to open a
series without executable quotes and/or orders subject to a standard-
width quote requirement puts the Exchange at a competitive disadvantage
to other options exchanges that do not have that similar restriction.
By not opening the option series, the Exchange cannot display orders on
its Consolidated Book and thus has no protected quotation in the
options series. Until the options series officially opens for trading,
the Exchange cannot route out orders on its Consolidated
[[Page 74260]]
Book pursuant to Linkage, nor can it have a protected quote that draws
trading interest from other options markets. The Exchange believes that
the delay in execution of orders on the Exchange in this situation is
unnecessary and harmful to market participants. The Exchange's proposal
would provide for the ability to open a option series on a quote in a
similar fashion as both BOX and NOM, but in a more prudent and
conservative manner that the Exchange believes better protects
investors and other market participants. The Exchange believes that
having a bid-ask differential requirement to open a series is
beneficial for opening series and helps ensure there is a sufficient
quoted market in the options series, whether it is via NBBO from OPRA
or Market Maker generated quote, prior to opening of the series on the
Exchange to facilitate transactions in securities on the Exchange.
To clarify that Rule 952NY governs the opening process, which
includes both trading auctions and opening on a quote, the Exchange
also proposes to amend the title of the rule by deleting the phrase
``Trading Auction'' and replacing it with ``Opening Process.'' In
addition, the Exchange proposes to clarify that the term ``Auction
Process'' refers to the opening procedures set forth in Rule
952NY(b)(A)-(D), when the Exchange opens an options series for trading
when there are orders and/or quotes that can be matched at a single
price point.
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with Section 6(b) of the Securities Exchange Act of 1934 (the
``Act''),\11\ in general, and furthers the objectives of Section
6(b)(5) of the Act,\12\ in particular, because it is designed to
promote just and equitable principles of trade, to foster cooperation
and coordination with persons engaged in facilitating transactions in
securities, and to remove impediments to and perfect the mechanism of a
free and open market and a national market system.
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\11\ 15 U.S.C. 78f(b).
\12\ 15 U.S.C. 78f(b)(5).
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The proposed rule change is designed to remove impediments to, and
perfect the mechanism of, a free and open market and a national market
system because it would permit the Exchange to open a series when there
are not sufficient orders or quotes to conduct an auction after
receiving notification from OPRA that an NBBO has been established for
the series or on a Market Maker quote, provided that the bid-ask
differential of the NBBO does not exceed the standard-quote width bid-
ask differential. The wider quote differential requirement for openings
when an Auction Process is not conducted will expedite the opening of
all options series on the Exchange promptly after the opening of the
underlying security, and thus remove impediments to and perfect the
mechanism of a free and open market in a way that benefits market
participants and enables them to execute their orders on the Exchange.
The proposed rule change contributes to the protection of investors
and the public interest by maintaining the narrow-width quote bid-ask
differentials for the Auction Process, which provides price protection
for customers and other market participants when they have executable
orders and quotes prior to the opening of a series on the Exchange.
The proposal would provide fair and orderly means to open a series
when the Exchange does not have sufficient executable quotes and/or
orders to conduct an Auction Process and would reasonably ensure that
the Exchange does not open the series at a price that is beyond the
price at which Market Makers are permitted to quote for the series
during the Core Trading Session, which also contributes to the
protection of investors and the public interest, generally. The
proposed rule change is also designed to promote just and equitable
principles of trade because it would permit the Exchange to open a
series in a manner that is more consistent with the opening of
individual series on other option exchanges.\13\
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\13\ See supra notes 6 and 8.
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B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the proposed rule change does not (i) Significantly affect
the protection of investors or the public interest; (ii) impose any
significant burden on competition; and (iii) become operative for 30
days from the date on which it was filed, or such shorter time as the
Commission may designate if consistent with the protection of investors
and the public interest, the proposed rule change has become effective
pursuant to Section 19(b)(3)(A) of the Act \14\ and Rule 19b-
4(f)(6)(iii) thereunder.\15\ At any time within 60 days of the filing
of such proposed rule change, the Commission summarily may temporarily
suspend such rule change if it appears to the Commission that such
action is necessary or appropriate in the public interest, for the
protection of investors, or otherwise in furtherance of the purposes of
the Act.
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\14\ 15 U.S.C. 78s(b)(3)(A).
\15\ 17 CFR 240.19b-4(f)(6)(iii). As required under Rule 19b-
4(f)(6)(iii), the Exchange provided the Commission with written
notice of its intent to file the proposed rule change, along with a
brief description and the text of the proposed rule change, at least
five business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission.
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IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
Send an email to [email protected]. Please include
File Number SR-NYSEMKT-2012-72 on the subject line.
Paper Comments
Send paper comments in triplicate to Elizabeth M. Murphy,
Secretary, Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549-1090.
All submissions should refer to File Number SR-NYSEMKT-2012-72. 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
[[Page 74261]]
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
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; 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-NYSEMKT-2012-72 and should be submitted on or before
January 3, 2013.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\16\
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\16\ 17 CFR 200.30-3(a)(12).
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Kevin M. O'Neill,
Deputy Secretary.
[FR Doc. 2012-30048 Filed 12-12-12; 8:45 am]
BILLING CODE 8011-01-P