[Federal Register Volume 80, Number 9 (Wednesday, January 14, 2015)]
[Notices]
[Pages 1979-1982]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-00377]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-74017; File No. SR-NYSEMKT-2014-116]


Self-Regulatory Organizations; NYSE MKT LLC; Notice of Filing of 
Proposed Rule Change To Amend Rule 967NY and To Adopt Rule 967.1NY To 
Provide Price Protection for Market Maker Quotes

January 8, 2015.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that, on December 29, 2014, 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, II, 
and III 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\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Rule 967NY (Price Protection) and to 
adopt Rule 967.1NY to provide price protection for Market Maker quotes. 
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 is proposing to amend Rule 967NY and to adopt Rule 
967.1NY to provide price protection for Market Maker quotes. The 
Exchange currently offers price protection mechanisms for orders and, 
at this time, is proposing to expand its mechanisms to make price 
protection available for Market Maker quotes as well. The Exchange 
believes that this proposed enhancement would assist with the 
maintenance of fair and orderly markets by averting the risk of Market 
Maker quotes sweeping through multiple price points resulting in 
executions at prices that are through the last sale price or National 
Best Bid or Best Offer (``NBBO'') and potentially erroneous.
    Rule 967NY, which applies solely to orders, affords price 
protection to orders priced a specified percentage through the 
prevailing contra-side market.\4\ Specifically, Rule 967NY(b) provides 
a price protection filter for incoming limit orders, pursuant to which 
the Exchange rejects limit orders priced a specified percentage \5\ 
through the NBB or NBO (``Limit Order Filter'').\6\ To clarify that 
Rule 967NY applies only to orders, the Exchange proposes [sic] append 
the word ``Orders'' to the Rule 967NY header to provide ``Rule 967NY. 
Price Protection--Orders.'' The Exchange believes that this proposed 
change would reduce any potential confusion regarding the applicability 
of Rule 967NY.
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    \4\ The Exchange adopted Rule 967NY in 2013. See Exchange Rule 
967NY; see also Securities Exchange Act Release No. 70037 (July 25, 
2013), 78 FR 46399 (July 31, 2013) (NYSEMKT-2013-62).
    \5\ Pursuant to Rule 967NY(b), unless determined otherwise by 
the Exchange and announced to ATP Holders via Trader Update, the 
specified percentage is 100% for the contra-side NBB or NBO priced 
at or below $1.00 and 50% for contra-side NBB or NBO priced above 
$1.00.
    \6\ Until recently the Limit Order Filter was only applicable to 
orders received during Core Trading Hours, but the Exchange has 
expanded this price protection feature to limit orders received 
before the opening of trading. See Securities Exchange Act Release 
No. 73024 (September 9, 2014), 79 FR 55049 (September 15, 2014) (SR-
NYSEMKT-2014-76).
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Proposed Market Maker Quote Price Protection
    To further enhance the price protection functionality available on 
the Exchange, the Exchange proposes to adopt a new rule, Rule 967.1NY, 
that would provide for a price protection mechanism for quotes entered 
by a Market Maker. To be clear that the proposed rule is for Market 
Maker quotes only, and consistent with the proposed change to the title 
for Rule 967NY, the Exchange proposes to title this new rule ``Price 
Protection--Quotes.'' In addition, Rule 967.1NY(a) would provide that 
the proposed price protection filters would be applicable only for 
quotes entered by a Market Maker pursuant to Rule 925.1NY and would not 
be applicable to orders entered by a Market Maker.\7\
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    \7\ Orders entered by a Market Maker are covered by Rule 967NY.
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    To take into consideration the unique role of Market Makers to 
enter two-sided quotations in their appointments, the Exchange proposes 
to provide for two layers of price protection that would be applicable 
to all incoming Market Maker quotes. As discussed in detail below, the 
first layer of price protection would assess incoming sell quotes 
against the National Best Bid (``NBB'') and incoming buy quotes against 
the National Best Offer (``NBO''). The second layer of price protection 
would assess the price of call or put bids against a specified 
benchmark.
NBBO Price Reasonability Check
    Proposed Rule 967.1NY(a)(1) would set forth the Exchange's proposed 
NBBO price reasonability check, which would compare Market Maker bids 
with the NBO and Market Maker offers with the NBB. This proposed price 
protection is [sic] mechanism is similar to the Limit Order Filter. 
Specifically, provided that an NBBO is available, a Market Maker quote 
would be rejected if it is priced a specified dollar amount or 
percentage through the contra-side NBBO as follows:
    (A) $1.00 for Market Maker bids when the contra-side NBO is priced 
at or below $1.00; or
    (B) 50% for Market Maker bids (offers) when the contra-side NBO 
(NBB) is priced above $1.00.
    The Exchange would reject inbound Market Maker quotes that exceed 
the parameters set forth in proposed Rule 967.1NY(a)(1)(A)-(B) as 
presumptively erroneous. The Exchange believes that the proposed 
percentages are appropriate because they are based on the percentages 
already approved for the Limit Order Filter and are thus calibrated to 
enable the Exchange to reject quotes that otherwise may cause price 
dislocation before the erroneous quotes could cause harm to the market. 
The Exchange is also proposing a specific dollar threshold for when the

[[Page 1980]]

NBO is priced at or below $1.00 because the Exchange believes that the 
specified dollar amount provides more granular price protection than a 
percentage-based protection. For example, if the NBO were $0.06, when 
using a 100% filter, the Exchange would be required to reject any bids 
priced $0.12 or more. For such low-priced NBOs, the Exchange believes 
it is appropriate to provide Market Makers with the ability to enter 
quotes at least $1.00 higher than the prevailing NBO.\8\
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    \8\ The Exchange notes that it continually assesses whether its 
price protection mechanisms are appropriately calibrated and if it 
proposes to amend the percentages for the Limit Order Filter, it 
would do so by means of a separate rule filing.
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    In addition, pursuant to proposed Rule 967.1NY(a)(1)(A), Market 
Maker offers that arrive when the NBB is priced at or below $1.00 would 
not be subject to this filter. The Exchange believes that when the NBB 
is priced at or below $1.00, the price of an offer would be bound by 
$0.00, and therefore an offer would always be less than $1.00 away from 
the NBB. Such offer prices would likely not be erroneous and therefore 
the Exchange does not believe it necessary to reject such Market Maker 
offers.
    Because there may be market scenarios that require the proposed 
parameters to be adjusted, for example, during periods of extreme price 
volatility, the Exchange further proposes to specify that the Exchange 
may revise these parameters, provided such revised parameters are 
announced to ATP Holders via a Trader Update.\9\
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    \9\ See proposed Rule 967.1NY(a)(1)(A)-(B) (setting forth the 
specified dollar amount or percentages ``unless determined otherwise 
by the Exchange and announced to ATP Holders via Trader Update'').
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    As an additional safeguard and risk-control feature, if a Market 
Maker quote is rejected pursuant to paragraph (a)(1) of this proposed 
Rule, the Exchange would also cancel any resting same-side quote in the 
affected series from that Market Maker.\10\ The Exchange believes it is 
appropriate to reject any resting same-side quote because when a Market 
Maker submits a new quote, that Market Maker is implicitly instructing 
the Exchange to cancel any resting quote in that same series. Thus, 
even if the new quote is rejected because it is priced a specified 
dollar amount or percentage through the contra-side NBBO, in violation 
of proposed Rule 967.1NY(a)(1), the Market Maker's implicit instruction 
to cancel the resting quote remains valid nonetheless.
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    \10\ See proposed Rule 967.1NY(b).
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    The following examples, which are based on the below market 
scenario, illustrate how the proposed Rule 967.1NY(a) would operate:

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            Option series                       NBBO                 Option series                 NBBO
----------------------------------------------------------------------------------------------------------------
December $30 Calls..................  $9.90 x $11.00.........  December $30 Puts.......  $0.06 x $0.10.
December $35 Calls..................  $6.00 x $6.20..........  December $35 Puts.......  $0.60 x $0.65.
December $40 Calls..................  $2.82 x $2.85..........  December $40 Puts.......  $2.30 x $2.40.
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    Example 1--Proposed Rule 967.1NY(a)(1)(A): $1.00 for Market Maker 
bids if the contra-side NBO is priced at or below $1.00. A Market Maker 
submits a $1.50 bid for the December $30 puts where the NBO is $0.10. 
As this is $1.00 or more above the NBO ($0.10 plus $1.00 = $1.10), the 
Exchange would reject the Market Maker bid.
    Example 2--Proposed Rule 967.1NY(a)(1)(A): Market Maker offers that 
arrive when the NBB is priced at or below $1.00 are not subject to this 
filter. From the options chain above, the options that have a NBB at or 
below $1.00 are the December $30 and $35 puts. As these options have a 
NBB below $1.00 (and the offer is bound by $0.00--less than $1.00 away 
from the NBB), there are no price protection filters and Market Maker 
offers in these options would be subject to standard quote processing 
without delay.
    Example 3--Proposed Rule 967.1NY(a)(1)(B): 50% for Market Maker 
bids when the contra-side NBO is priced above $1.00. A Market Maker 
submits a bid of $9.30 for the December $35 calls where the NBO is 
$6.20. As this is 50% greater than the NBO ($6.20 plus 50% = $9.30), 
the Exchange would reject the Market Maker bid.
    Example 4--Proposed Rule 967.1NY(a)(1)(B): 50% for Market Maker 
offers when the contra-side NBB is priced above $1.00. A Market Maker 
submits a $0.60 offer for the December $40 calls when the NBB is $2.82. 
As this is 50% or more below the NBB ($2.82 minus 50% = $1.41), the 
Exchange would reject the Market Maker offer as erroneous.
Underlying Stock Price/Strike Price Check
    Proposed Rule 967.1NY(a)(2) and (3) would set forth the Exchange's 
proposed second layer of price protection filters for Market Maker 
quotes. These price protection mechanisms would be applicable when 
either there is no NBBO available, for example, during pre-opening or 
prior to conducting a re-opening after a trading halt, or if the NBBO 
is so wide as to not to reflect an appropriate price for the respective 
options series.
    Proposed Rule 967.1NY(a)(2) would provide price protection for 
Market Maker bids in call options. As proposed, if such bids equal or 
exceed the price of the underlying security, the Market Maker bid would 
be rejected.\11\ With a call bid, a Market Maker is bidding to buy an 
option that would be exercised into the right to acquire the underlying 
security. The Exchange does not believe that a derivative product, 
which conveys the right to purchase a security underlying the 
derivative, should ever be priced higher than the prevailing price of 
the underlying security itself. Accordingly, the Exchange believes it 
is appropriate to reject Market Maker bids for call options that are 
equal to or in excess of the price of the underlying security.
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    \11\ See proposed Rule 967.1NY(a)(2).
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    As proposed in new Rule 967.1NY(a)(2)(A), before the underlying 
security is open, the Exchange would use the previous day's closing 
price to determine the price of the underlying security. The Exchange 
proposes to use the prior day's closing price because, although the 
underlying securities may trade in the equities markets outside of 9:30 
a.m. ET to 4:00 p.m. ET, the equities market is generally not as liquid 
during this time and equity market makers generally do not have quoting 
obligations in after-hours trading. Therefore, the Exchange believes 
that using the previous day's closing price--based on trading during 
Core Trading Hours, when the market is most liquid--provides a more 
accurate benchmark and thus a more precise price protection filter for 
underlying securities that have not yet opened. Per proposed Rule 
967.1NY(a)(2)(B), once the underlying security has opened, the Exchange 
would use the consolidated last sale price to determine the price of 
the underlying security. Per proposed Rule 967.1NY(a)(2)(C), during a 
trading halt of the underlying security, the Exchange would use the 
consolidated last sale

[[Page 1981]]

reported immediately prior to the trading halt to determine the price 
of the underlying security. The Exchange believes that the consolidated 
last sale price for an underlying security that has already opened 
would provide the most accurate benchmark because the market is most 
liquid during Core Trading Hours.
    Proposed Rule 967.1NY(a)(3) would provide for price protection for 
Market Maker bids in put options. The value of a put can never exceed 
the strike price of the option, even if the stock goes to zero. For 
example, a put with a strike price of $50 gives the holder the right to 
sell the underlying security for $50 (no more, or no less), therefore 
it would be illogical to pay more than $50 for the right to sell that 
underlying security, no matter what the price of the underlying 
security. As proposed, the Exchange would deem any put bid that equals 
or exceeds the strike price of the option series to be erroneous and 
the Exchange believes it would be appropriate to reject such bids.\12\
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    \12\ See proposed Rule 967.1NY(a)(3).
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    As an additional safeguard and risk control feature, when a Market 
Maker quote is rejected pursuant to paragraph (a)(2) or (a)(3) of this 
Rule, the Exchange would also cancel all resting quote(s) in the 
affected class(es) from that Market Maker and shall not accept new 
quote(s) in the affected class(es) until the Market Maker submits a 
message (which may be automated) to the Exchange to enable the entry of 
new quotes.\13\ The Exchange believes that this temporary suspension 
from quoting in the affected option class(es) would operate as a safety 
valve that forces Market Makers to re-evaluate their positions before 
requesting to re-enter the market.
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    \13\ See proposed Rule 967.1NY(b).
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    Consider the following examples which are based on the following:

Underlying Security Price = $50
December $50 Calls--December $50 Puts
December $70 Calls--December $70 Puts

    Example 1--Proposed Rule 967.1NY(a)(2)(B): MM bid for Call rejected 
if the price of bid is equal to or greater than the price of the 
underlying security. A Market Maker submits a quote that contains a $53 
bid for the December $50 calls. With the underlying security having a 
last sale price of $50, the Exchange would deem any bid for $50 or more 
(for the right to buy stock at $50) as erroneous and would therefore 
reject the bid(s).\14\
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    \14\ The Exchange would also cancel any resting quote(s) in the 
affected class(es) from that Market Maker and will not accept new 
quote(s) in the affected class(es) until the Market Maker submits a 
message (which may be automated) to the Exchange to enable the entry 
of new quotes. See proposed Rule 967.1NY(b).
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    Example 2--Proposed Rule 967.1NY(a)(3): MM bid for Put rejected if 
the price of bid is equal to or greater than the strike price of the 
option. A Market Maker submits a quote that contains a $70 bid for the 
December $70 puts. The most the December $70 puts could ever be worth 
is $70 even if the underlying security goes to zero. The Exchange would 
deem any bid to pay $70 or more for the December $70 puts to be an 
erroneous quote and would therefore reject the put bid.\15\
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    \15\ Id.
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    The Exchange believes that the proposed extension of the Exchange's 
price protection functionality to Market Maker quotes would assist with 
the maintenance of fair and orderly markets by averting the risk of 
Market Maker quotes sweeping through multiple price points resulting in 
executions at prices that are through the last sale price or NBBO and 
potentially erroneous. The Exchange notes that it retains the ability 
to disable these price protection features in response to market 
events.\16\
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    \16\ The Exchange may disable the Underlying Stock Price/Strike 
Price Check by security without affecting the status of the NBBO 
Price Reasonability Checks.
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Implementation
    The Exchange will announce the implementation date of the proposed 
rule change via Trader Update. The Trader Update will be issued at 
least 30 days prior to implementation to help ensure participants, in 
particular Market Makers, have sufficient notice prior to introducing 
the new functionality.
2. Statutory Basis
    The statutory basis for the proposed rule change is Section 6(b)(5) 
of the Securities Exchange Act of 1934 (the ``Act''),\17\ which 
requires the rules of an exchange to promote just and equitable 
principles of trade, 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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    \17\ 15 U.S.C. 78f(b).
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    The Exchange believes that this proposal meets these requirements 
because it would assist with the maintenance of a fair and orderly 
market by introducing new price protections that would help to mitigate 
the risks associated with the entry of quotes that are priced a 
specified dollar amount or percentage through the last sale or 
prevailing contra-side market, which the Exchange believes is evidence 
of error. By rejecting such quotes, the Exchange believes it is 
promoting just and equitable principles of trade by preventing 
potential price dislocation that could result from erroneous Market 
Maker quotes sweeping through multiple price points resulting in 
executions at prices that are through the last sale price or NBBO. 
Specifically, when an NBBO is available, the Exchange believes 
rejecting Market Maker quotes priced a specified dollar amount or 
percentage through the contra-side NBBO would remove impediments to and 
perfect the mechanism of a free and open market and protect investors 
and the public interest because it would enable the Exchange to avoid 
the submission of erroneous quotes that otherwise may cause price 
dislocation before such quotes could cause harm to the market.
    The Exchange believes that proposed percentages are reasonable as 
they are based on the percentages already approved for the Limit Order 
Filter. In addition, the Exchange believes that the addition of 
specified dollar thresholds when the NBO is equal to or below $1.00 is 
consistent with the Act because it would assist with the maintenance of 
a fair and orderly market by offering Market Maker quotes more precise 
price protection. Moreover, the Exchange believes it is appropriate to 
place no limit on Market Maker offers that arrive when the NBB is 
priced at or below $1.00 because when the NBB is priced at or below 
$1.00, the price of an offer would be bound by $0.00, and therefore an 
offer would always be less than $1.00 away from the NBB--and therefore, 
not likely to be erroneous and not requiring price protection.
    Similarly, the Exchange also believes that when no NBBO is 
available, the Exchange's proposed use of benchmarks to check the 
reasonability of Market Maker bids for call and put options would 
assist with the maintenance of a fair and orderly market by affording a 
second layer of price protection to Market Maker quotes. The Exchange 
believes these additional price reasonability checks on Market Maker 
bids would remove impediments to and perfect the mechanism of a free 
and open market and protect investors and the public interest because 
the proposed check would reject Market Maker bids that are priced 
higher than the corresponding benchmark, which would be the price of 
the underlying security for call options and the strike price for put 
options.
    The Exchange also believes the additional risk controls that result 
in the cancellation of a Market Maker's resting

[[Page 1982]]

quote and/or the temporary suspension a Market Maker's quoting activity 
in the affected option class(es) would remove impediments to and 
perfect the mechanism of a free and open market and protect investors 
and the public interest because it provides the Market Maker with an 
opportunity to re-evaluate their positions before requesting to re-
enter the market. The Exchange believes that this additional safeguard 
would benefit investors and the public because it would provide market 
participants with additional protection from anomalous executions.

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

    The Exchange does not believe that the proposed rule change would 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act. The Exchange believes the 
proposal would not unduly burden any particular group of market 
participants trading on the Exchange vis-[agrave]-vis another group 
(i.e., Market Markers versus non-Market Makers) as the proposal is 
designed to address the unique role of Market Makers to enter two-sided 
quotations in their appointments and would apply equally to all Market 
Makers. Moreover, the Exchange believes the proposal would provide 
market participants with additional protection from anomalous 
executions. Thus, the Exchange does not believe the proposal creates 
any significant impact on competition. The Exchange believes this 
proposal is pro-competitive as it may encourage Market Makers to quote 
tighter deeper markets, which will increase liquidity and enhance 
competition, given the safeties afforded by the proposed price 
protection filters.

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

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period up to 90 days (i) as the 
Commission may designate if it finds such longer period to be 
appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (A) by order approve or disapprove such proposed rule change, or
    (B) institute proceedings to determine whether the proposed rule 
change should be 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 rule-comments@sec.gov. Please include 
File Number SR-NYSEMKT-2014-116 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-NYSEMKT-2014-116. 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 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-2014-116 and should 
be submitted on or before February 4, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\18\
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    \18\ 17 CFR 200.30-3(a)(12).
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Brent J. Fields,
Secretary.
[FR Doc. 2015-00377 Filed 1-13-15; 8:45 am]
BILLING CODE 8011-01-P