
[Federal Register Volume 76, Number 16 (Tuesday, January 25, 2011)]
[Notices]
[Pages 4400-4401]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: 2011-1435]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-63731; File No. SR-BX-2010-083]


Self-Regulatory Organizations; NASDAQ OMX BX, Inc.; Order 
Approving a Proposed Rule Change Relating to the Price Improvement 
Period To Permit an Initiating Participant To Designate a PIP Surrender 
Quantity

January 19, 2011.
    On November 24, 2010, NASDAQ OMX BX, Inc. (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 the Rules 
of the Boston Options Exchange Group, LLC (``BOX'') to permit an 
Options Participant initiating a Price Improvement Period (``PIP'') to 
designate a PIP Surrender Quantity. Notice of the proposed rule change 
was published for comment in the Federal Register on December 8, 
2010.\3\ The Commission received no comments on the proposal.
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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. 63416 (December 2, 
2010), 75 FR 76503.
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    Currently, the BOX rules that govern the PIP (``PIP Rules'') \4\ 
generally allow an Options Participant initiating a PIP (``Initiating 
Participant'') to retain priority and trade allocation privileges for 
forty percent (40%) of the size of a PIP Order upon conclusion of the 
PIP auction.\5\ This proposed rule change will permit an Initiating 
Participant, when starting a PIP auction, to submit the Primary 
Improvement Order to BOX with a designation to specify a quantity of 
contracts that it is willing to ``surrender'' from the number of 
contracts to which it is entitled to other Options Participants (``PIP 
Surrender Quantity'').\6\ By designating a PIP Surrender Quantity, the 
Initiating Participant could potentially be allocated less than the 
forty percent (40%) to which it may be entitled under BOX Rules.\7\
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    \4\ See Chapter V, Section 18 of the Rules of the Boston Options 
Exchange Group, LLC (``BOX Rules'').
    \5\ See id., paragraphs f(i)-f(ii).
    \6\ The Initiating Participant would specify the PIP Surrender 
Quantity as a number of contracts, not as a percentage of the total 
PIP Order. Telephone conversation between Michael Burbach, Vice 
President of Legal Affairs, BOX and Ira Brandriss, Special Counsel, 
Division of Trading and Markets, Commission, January 13, 2011.
    \7\ The Primary Improvement Order would also still yield 
priority to certain competing orders in certain circumstances. See 
PIP Rules, supra note 4, paragraph (f)(iii). In the case of a Max 
Improvement Primary Improvement Order, see subsection (e)(ii) of the 
PIP Rules, the Surrender Quantity would be deducted from the number 
of contracts, if any, remaining for the Initiating Participant at 
the last level of allocation--i.e., from the 40% share to which the 
Initiating Participant is entitled at that level--and ceded to any 
other Options Participants at that level. Thus it is possible, under 
the proposed rule change, that if the Surrender Quantity is greater 
than the number of contracts remaining for the Initiating 
Participant at the last level of allocation, the Initiating 
Participant will receive no contracts at that level. Telephone 
conversation between Michael Burbach, Vice President of Legal 
Affairs, BOX, and Ira Brandriss, Special Counsel and Nicholas 
Shwayri, Attorney-Advisor, Division of Trading and Markets, 
Commission, January 19, 2011.
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    The proposed rule change further makes clear that in no case shall 
the Initiating Participant's use of the Surrender Quantity function 
result in an allocation to the Initiating Participant that would be 
greater than the maximum allowable allocation the Initiating 
Participant would otherwise receive in accordance with the allocation 
procedures set forth in the PIP Rules.\8\ The proposal specifies that 
the PIP Surrender Quantity shall not be effective for an amount that is 
lesser than or equal to sixty percent (60%) of the size of the PIP 
Order.
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    \8\ See, generally id., paragraph (f).
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    Additionally, the proposed rule change will modify the BOX Trading 
Host's trade allocation at the conclusion of the PIP auction to account 
for the PIP Surrender Quantity. The proposal specifies that when the 
BOX Trading Host determines the priority and trade allocation amounts 
for the Initiating Participant upon the conclusion of the PIP auction, 
the Trading Host will automatically adjust the trade allocations to the 
other PIP Participants according to the priority set forth generally in 
the PIP Rules,\9\ providing a total amount to the other PIP 
Participants up to the PIP Surrender Quantity. Under the proposal, the 
Primary Improvement Order is allocated the remaining size of the PIP 
Order, if any. If the aggregate size of other PIP Participants' contra 
orders is not equal to or greater than the PIP Surrender Quantity, then 
the remaining PIP Surrender Quantity shall be left unfilled by those 
participants and the Primary Improvement Order shall be allocated the 
remaining size of the PIP Order as set forth in the PIP Rules.\10\ The 
Exchange has stated that it will provide Options Participants with 
three (3) business days notice, via Information Circular, about the 
implementation date of the PIP Surrender Quantity prior to

[[Page 4401]]

its implementation in the BOX trading system.
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    \9\ See id., paragraph (e).
    \10\ See id., paragraph (f).
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    After careful review, the Commission finds that the proposed rule 
change is consistent with the requirements of the Act and the rules and 
regulations thereunder applicable to a national securities 
exchange.\11\ In particular, the Commission finds that the proposed 
rule change is consistent with the requirements of Section 6(b)(5) of 
the Act,\12\ 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 remove impediments to and perfect the mechanism 
for a free and open market and a national market system and, in 
general, to protect investors and the public interest. The Commission 
believes that Initiating Participant's use of the Surrender Quantity 
function could benefit investors by allowing an Initiating Participant 
the flexibility to designate a lower amount than the forty percent 
(40%) of the PIP Order to which the Initiating Participant is entitled, 
thereby providing the other PIP Participants with the opportunity to 
receive increased trade allocations.
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    \11\ 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).
    \12\ 15 U.S.C. 78f(b)(5).
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    It is therefore ordered, pursuant to Section 19(b)(2) of the Act, 
that the proposed rule change (SR-BX-2010-083), be and hereby is 
approved.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\13\
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    \13\ 17 CFR 200.30-3(a)(12).
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Elizabeth M. Murphy,
Secretary.
[FR Doc. 2011-1435 Filed 1-24-11; 8:45 am]
BILLING CODE 8011-01-P


