
[Federal Register Volume 80, Number 208 (Wednesday, October 28, 2015)]
[Notices]
[Pages 66065-66069]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2015-27349]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-76229; File No. SR-NYSE-2015-46]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing of Proposed Rule Change Establishing Rules To Comply 
With the Requirements of the Plan To Implement a Tick Size Pilot Plan 
Submitted to the Commission Pursuant to Rule 608 of Regulation NMS 
Under the Act

October 22, 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 October 9, 2015, New York Stock Exchange LLC (``NYSE'' 
or 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 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 establish rules to comply with the 
requirements of the Plan to Implement a Tick Size Pilot Plan submitted 
to the Commission pursuant to Rule 608 of Regulation NMS under the Act 
(the ``Plan''). 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 the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to establish rules to require its member 
organizations to comply with the requirements of the Plan to Implement 
a Tick Size Pilot Program (the ``Plan''),\4\ which is designed to study 
and assess the impact of increment conventions on the liquidity and 
trading of the common stocks of small capitalization companies. The 
Exchange proposes changes to its rules for a two-year pilot period that 
coincides with the pilot period for the Plan, which is currently 
scheduled as a two year pilot to begin on May 6, 2016.
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    \4\ See Securities and Exchange Act Release No. 74892 (May 6, 
2015), 80 FR 27513 (File No. 4-657) (``Tick Plan Approval Order'').
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Background
    On August 25, 2014, NYSE Group, Inc., on behalf of BATS Exchange, 
Inc., BATS Y-Exchange, Inc., Chicago Stock Exchange, Inc., EDGA 
Exchange, Inc., EDGX Exchange, Inc., Financial Industry Regulatory 
Authority, Inc. (``FINRA''), NASDAQ OMX BX, Inc., NASDAQ OMX PHLX LLC, 
the Nasdaq Stock Market LLC, New York Stock Exchange LLC, NYSE MKT LLC, 
and NYSE Arca, Inc. (collectively ``Participants''), filed with the 
Commission, pursuant to Section 11A of the Act \5\ and Rule 608 of 
Regulation NMS thereunder, the Plan to Implement a Tick Size Pilot 
Program.\6\ The Participants filed the Plan to comply with an order 
issued by the Commission on June 24, 2014 (the ``June 2014

[[Page 66066]]

Order'').\7\ The Plan \8\ was published for comment in the Federal 
Register on November 7, 2014,\9\ and approved by the Commission, as 
modified, on May 6, 2015.\10\
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    \5\ 15 U.S.C. 78k-1.
    \6\ See Letter from Brendon J. Weiss, Vice President, 
Intercontinental Exchange, Inc., to Secretary, Commission, dated 
August 25, 2014.
    \7\ See Securities Exchange Act Release No 72460 (June 24, 
2014), 79 FR 36840 (June 30, 2014).
    \8\ Unless otherwise specified, capitalized terms used in this 
rule filing are based on the defined terms of the Plan.
    \9\ See Securities and Exchange Act Release No. 73511 (November 
3, 2014), 79 FR 66423 (File No. 4-657) (Tick Plan Filing).
    \10\ See Tick Plan Approval Order, supra note 5.
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    The Plan is designed to allow the Commission, market participants, 
and the public to study and assess the impact of increment conventions 
on the liquidity and trading of the common stocks of small 
capitalization companies. The Commission plans to use the Tick Size 
Pilot Program to access whether wider tick sizes enhance the market 
quality of Pilot Securities for the benefit of issuers and investors. 
Each Participant is required to comply with, and to enforce compliance 
by its member organizations, as applicable, with the provisions of the 
Plan.
    On October 9, 2015, the Operating Committee approved the Exchange's 
proposed rules as model Participant rules that would require compliance 
by a Participant's members with the provisions of the Plan, as 
applicable, and would establish written policies and procedures 
reasonably designed to comply with applicable quoting and trading 
requirements specified in the Plan.\11\ As described more fully below, 
the proposed rules would require member organizations to comply with 
the Plan and provide for the widening of quoting and trading increments 
for Pilot Securities, consistent with the Plan.
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    \11\ The Operating Committee is required under Section III(C)(2) 
of the Plan to ``monitor the procedures established pursuant to the 
Plan and advise Participants with respect to any deficiencies, 
problems, or recommendations as the Operating Committee may deem 
appropriate.'' The Operating Committee is also required to 
``establish specifications and procedures for the implementation and 
operation of the Plan that are consistent with the provisions of the 
Plan.''
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    The Tick Size Pilot Program will include stocks of companies with 
$3 billion or less in market capitalization, an average daily trading 
volume of one million shares or less, and a volume weighted average 
price of at least $2.00 for every trading day. The Tick Pilot Program 
will consist of a control group of approximately 1400 Pilot Securities 
and three test groups with 400 Pilot Securities in each selected by a 
stratified sampling.\12\ During the pilot, Pilot Securities in the 
control group will be quoted at the current tick size increment of 
$0.01 per share and will trade at the currently permitted increments. 
Pilot Securities in the first test group (``Test Group One'') will be 
quoted in $0.05 minimum increments but will continue to trade at any 
price increment that is currently permitted.\13\ Pilot Securities in 
the second test group (``Test Group Two'') will be quoted in $0.05 
minimum increments and will trade at $0.05 minimum increments subject 
to a midpoint exception, a retail investor exception, and a negotiated 
trade exception.\14\ Pilot Securities in the third test group (``Test 
Group Three'') will be subject to the same terms as Test Group Two and 
also will be subject to the ``Trade-at'' requirement to prevent price 
matching by a person not displaying at a price of a Trading Center's 
``Best Protected Bid or ``Best Protected Offer,'' unless an enumerated 
exception applies.\15\ In addition to the exceptions provided under 
Test Group Two, an exception for Block Size orders and exceptions that 
mirror those under Rule 611 of Regulation NMS \16\ will apply to the 
Trade-at requirement.
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    \12\ See Section V of the Plan for identification of Pilot 
Securities, including criteria for selection and grouping.
    \13\ See Section VI(B) of the Plan. Pilot Securities in Test 
Group One will be subject to a midpoint exception and a retail 
investor exception.
    \14\ See Section VI(C) of the Plan.
    \15\ See Section VI(D) of the Plan.
    \16\ 17 CFR 242.611.
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    The Tick Pilot Program also contains requirements for the 
collection and transmission of data to the Commission and the public. A 
variety of data generated during the Tick Pilot Program will be 
released publicly on an aggregated basis to assist in analyzing the 
impact of wider tick sizes on smaller capitalization stocks.\17\
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    \17\ See Section VII of the Plan.
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Proposed Rule 67
    The Plan requires the Exchange to establish, maintain, and enforce 
written policies and procedures that are reasonably designed to comply 
with applicable quoting and trading requirements specified in the 
Plan.\18\ Accordingly, the Exchange is proposing new Rule 67 to require 
its member organizations to comply with the quoting and trading 
provisions of the Plan. The proposed Rule is also designed to ensure 
the Exchange's compliance with the Plan.
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    \18\ The Exchange is also required by the Plan to develop 
appropriate policies and procedures that provide for data collection 
and reporting to the Commission of data described in Appendixes B 
and C of the Plan. The Exchange plans to separately propose rules 
that would require compliance by its member organizations with the 
collection of data provisions of the Plan described in Section VII 
of the Plan, and has reserved Paragraph (b) for such rules.
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    Proposed paragraph (a)(1) of new Rule 67 would establish the 
following defined terms:
     ``Plan'' means the Tick Size Pilot Plan submitted to the 
Commission pursuant to Rule 608(a)(3) of Regulation NMS under the Act;
     ``Pilot Test Groups'' means the three test groups 
established under the Plan, consisting of 400 Pilot Securities each, 
which satisfy the respective criteria established by the Plan for each 
such test group.
     ``Trading Center'' would have the meaning provided in Rule 
600(b)(78) of Regulation NMS under the Exchange Act and, for purposes 
of a Trading Center operated by a broker-dealer, means an independent 
trading unit, as defined under Rule 200(f) of Regulation SHO, within 
such broker-dealer.\19\
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    \19\ 17 CFR 242.200. Independent trading unit aggregation is 
available if traders in an aggregation unit pursue only the 
particular trading objective(s) or strategy(s) of that aggregation 
unit and do not coordinate that strategy with any other aggregation 
unit. Therefore, a Trading Center cannot rely on quotations 
displayed by that broker dealer from a different independent trading 
unit. As an example, an agency desk of a broker-dealer cannot rely 
on the quotation of a proprietary desk in a separate independent 
trading unit at that same broker-dealer.
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     ``Retail Investor Order'' would mean an agency order or a 
riskless principal order that meets the criteria of FINRA Rule 5320.03 
that originates from a natural person and is submitted to the Exchange 
by a retail member organization (a member organization, or a division 
thereof, that has been approved by the Exchange under the Exchange's 
retail liquidity program rule (Rule 107C) to submit Retail Investor 
Orders), provided that no change is made to the terms of the order with 
respect to price or side of market and the order does not originate 
from a trading algorithm or any other computerized methodology. A 
Retail Investor Order is an immediate or cancel order that operates in 
accordance with the Exchange's retail liquidity program rule (Rule 
107C). A Retail Investor Order may be an odd lot, round lot, or partial 
round lot.\20\
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    \20\ This definition is the approved definition for ``Retail 
Investor Order'' as contemplated by the Plan. It is also the same 
definition as given to ``Retail Orders'' pursuant to the approved 
rules of other national securities exchanges. See NYSE Rule 
107C(a)(3). See also NYSE Arca, Inc. Rule 7.44(a)(3), BATS Y-
Exchange, Inc. Rule 11.24(a)(2) and NASDAQ Stock Market LLC Rule 
4780(a)(2).
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     Paragraph (a)(1)(E) would provide that all capitalized 
terms not otherwise defined in this rule shall have the meanings set 
forth in the Plan, Regulation NMS under the Act, or Exchange rules, as 
applicable.
    Proposed Paragraph (a)(2) would state that the Exchange is a 
Participant in,

[[Page 66067]]

and subject to the applicable requirements of, the Plan; proposed 
Paragraph (a)(3) would require member organizations to establish, 
maintain and enforce written policies and procedures that are 
reasonably designed to comply with the applicable requirements of the 
Plan, which would allow the Exchange to enforce compliance by its 
member organizations with the provisions of the Plan, as required 
pursuant to Section II(B) of the Plan.
    In addition, Paragraph (a)(4) would provide that Exchange systems 
would not display, quote or trade in violation of the applicable 
quoting and trading requirements for a Pilot Security specified in the 
Plan and this proposed rule, unless such quotation or transaction is 
specifically exempted under the Plan.\21\
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    \21\ The Exchange is still evaluating its internal policies and 
procedures to ensure compliance with the Plan, and plans to 
separately propose rules that would address violations of the Plan.
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    The Exchange also proposes to add Rule 67(a)(5) to provide for the 
treatment of Pilot Securities that drop below a $1.00 value during the 
Pilot Period.\22\ The Exchange proposes that if the price of a Pilot 
Security drops below $1.00 during regular trading on any given business 
day, such Pilot Security would continue to be subject to the Plan and 
the requirements described below that necessitate member organizations 
to comply with the specific quoting and trading obligations for each 
respective Pilot Test Group under the Plan, and would continue to trade 
in accordance with the proposed rules below as if the price of the 
Pilot Security had not dropped below $1.00. However, if the Closing 
Price of a Pilot Security on any given business day is below $1.00, 
such Pilot Security would be moved out of its respective Pilot Test 
Group into the control group (which consists of Pilot Securities not 
placed into a Pilot Test Group), and may then be quoted and traded at 
any price increment that is currently permitted by Exchange rules for 
the remainder of the Pilot Period. Notwithstanding anything contained 
herein to the contrary, the Exchange proposes that, at all times during 
the Pilot Period, Pilot Securities (whether in the control group or any 
Pilot Test Group) would continue to be subject to the data collection 
rules, which will be enumerated in reserved Rule 67(b).
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    \22\ In order to provide for such treatment, the Exchange, on 
behalf of all Participants under the Plan, also plans to file a 
request for exemption under Rule 608(e) of Regulation NMS from the 
Plan.
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    The Exchange proposes Rules 67(c)-(e), which would require member 
organizations to comply with the specific quoting and trading 
obligations for each Pilot Test Group under the Plan. With regard to 
Pilot Securities in Test Group One, proposed Rule 67(c) would provide 
that no member organization may display, rank, or accept from any 
person any displayable or non-displayable bids or offers, orders, or 
indications of interest in increments other than $0.05. However, orders 
priced to trade at the midpoint of the National Best Bid and National 
Best Offer (``NBBO'') or Best Protected Bid and Best Protect Offer 
(``PBBO'') and orders entered in the Exchange's Retail Liquidity 
Program as Retail Price Improvement Orders (``Retail Price Improvement 
Order'') \23\ may be ranked and accepted in increments of less than 
$0.05. Pilot Securities in Test Group One may continue to trade at any 
price increment that is currently permitted by Rule 62.10.\24\
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    \23\ A Retail Price Improvement Order consists of non-displayed 
interest in NYSE-listed securities that is priced better than the 
Best Protected Bid or Best Protected Offer, as such terms are 
defined in Regulation NMS Rule 600(b)(57), by at least $0.001 and 
that is identified as such. See NYSE Rule 107C(a)(4).
    \24\ Rule 62.10 describes the minimum price variation for 
quoting and entry of orders in equity securities admitted to 
dealings on the Exchange.
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    With regard to Pilot Securities in Test Group Two, proposed Rule 
67(d)(1) would provide that such Pilot Securities would be subject to 
all of the same quoting requirements as described above for Pilot 
Securities in Test Group One, along with the applicable quoting 
exceptions. In addition, proposed Rule 67(d)(2) would provide that, 
absent one of the listed exceptions in proposed Rule 67(d)(3) 
enumerated below, no member organization may execute orders in any 
Pilot Security in Test Group Two in price increments other than $0.05. 
The $0.05 trading increment would apply to all trades, including 
Brokered Cross Trades.
    Paragraph (d)(3) would set forth further requirements for Pilot 
Securities in Test Group Two. Specifically, member organizations 
trading Pilot Securities in Test Group Two would be allowed to trade in 
increments less than $0.05 under the following circumstances:
    (A) Trading may occur at the midpoint between the NBBO or PBBO;
    (B) Retail Investor Orders may be provided with price improvement 
that is at least $0.005 better than the Best Protected Bid or the Best 
Protected Offer; and
    (C) Negotiated Trades may trade in increments less than $0.05.
    Paragraph (e)(1)-(e)(3) would set forth the requirements for Pilot 
Securities in Test Group Three. Member organizations quoting or trading 
such Pilot Securities would be subject to all of the same quoting and 
trading requirements as described above for Pilot Securities in Test 
Group Two, including the quoting and trading exceptions applicable to 
Test Group Two Pilot Securities. In addition, proposed Paragraph (e)(4) 
would provide for an additional prohibition on Pilot Securities in Test 
Group Three referred to as the ``Trade-at Prohibition.'' \25\ Paragraph 
(e)(4)(B) would provide that, absent one of the listed exceptions in 
proposed Rule 67(e)(4)(C) enumerated below, no member organization may 
execute a sell order for a Pilot Security in Test Group Three at the 
price of a Protected Bid or execute a buy order for a Pilot Security in 
Test Group Three at the price of a Protected Offer.
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    \25\ Proposed Rule 67(e)(4)(A) would define the ``Trade-at 
Prohibition'' to mean the prohibition against executions by a 
Trading Center of a sell order for a Pilot Security at the price of 
a Protected Bid or the execution of a buy order for a Pilot Security 
at the price of a Protected Offer during regular trading hours.
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    Proposed Rule 67(e)(4)(C) would allow member organizations to 
execute a sell order for a Pilot Security in Test Group Three at the 
price of a Protected Bid or execute a buy order for a Pilot Security in 
Test Group Three at the price of a Protected Offer if any of the 
following circumstances exist:
    (A) The order is executed by a Trading Center within a member 
organization that has a displayed quotation for the account of that 
Trading Center on a principal basis, via either a processor or an SRO 
Quotation Feed,\26\ at a price equal to the traded-at Protected 
Quotation, that was displayed before the order was received,\27\ but 
only up to the full displayed size of the Trading Center's previously 
displayed quote;
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    \26\ By requiring the displayed quotation to be for the account 
of ``that Trading Center,'' the Trading Center cannot rely on any 
quotations it may put up on an agency basis, including a riskless 
principal basis. A Trading Center that is a broker-dealer also 
cannot rely on any quotation that is not a displayed quotation for 
its own account, such as the quotation of another broker-dealer, or 
customer of such broker-dealer.
    \27\ The Exchange is proposing to adopt this limitation to 
ensure that a Trading Center does not display a quotation after the 
time of order receipt solely for the purpose of trading at the price 
of a protected quotation without routing to that protected 
quotation.
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    (B) The order consists of odd lot orders and odd lot portions of 
partial round lot (``PRL'') orders that are displayed on an SRO 
Quotation Feed, at a price equal to the traded-at Protected

[[Page 66068]]

Quotation, but only up to the size of the displayed quotation; \28\
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    \28\ Proposed Supplementary Material .10 to Rule 67(e)(4)(C)(ii) 
would further provide that, for purposes of sub-paragraph (ii), a 
member organization is prohibited from breaking a round lot order or 
round lot portion of a PRL into odd lot orders to avoid the 
restrictions contained in this Rule.
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    (C) The order is of Block Size \29\ at the time of origin and may 
not be:
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    \29\ ``Block Size'' is defined in the Plan as an order (1) of at 
least 5,000 shares or (2) for a quantity of stock having a market 
value of at least $100,000.
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    (i) An aggregation of non-block orders;
    (ii) broken into orders smaller than Block Size prior to submitting 
the order to a Trading Center for execution; or
    (iii) executed on multiple Trading Centers; \30\
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    \30\ Once a Block Size order or portion of such Block Size order 
is routed from one Trading Center to another Trading Center in 
compliance with Rule 611 of Regulation NMS, the Block Size order 
would lose the Trade-at exemption provided under proposed Rule 
67(e)(4)(C)(C), unless the Block Size remaining after the first 
route and execution meets the Block Size definition under the Plan 
(See footnote 28). For example, if an exchange has a Protected Bid 
of 3,000 shares, with 2,000 shares in reserve, and receives a 5,000 
share order to sell, the exchange would be able to execute the 
entire 5,000 share order without having to route to an away market 
at any other Protected Bid at the same price. If, however, that 
exchange only has 1,000 shares in reserve, the entire order would 
not be able to be executed on that exchange, and the exchange would 
only be able to execute 3,000 shares and route the rest to away 
markets at other Protected Bids at the same price, before executing 
the 1,000 shares in reserve. The same analysis would hold true at 
the next price point, if the size of the incoming order would exceed 
all available shares at the first price, and the remaining shares to 
be executed would be 5,000 shares or more.
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    (D) The order is a Retail Investor Order executed with at least 
$0.005 price improvement;
    (E) The order is executed when the Trading Center displaying the 
Protected Quotation that was traded at was experiencing a failure, 
material delay, or malfunction of its systems or equipment;
    (F) The order is executed as part of a transaction that was not a 
``regular way'' contract;
    (G) The order is executed as part of a single-priced opening, 
reopening, or closing transaction on the Exchange;
    (H) The order is executed when a Protected Bid was priced higher 
than a Protected Offer in the Pilot Security in Test Group Three;
    (I) The order is identified as a Trade-at Intermarket Sweep Order;
    (J) The order is executed by a Trading Center that simultaneously 
routed Trade-at Intermarket Sweep Orders to execute against the full 
displayed size of the Protected Quotation that was traded at;
    (K) The order is executed as part of a Negotiated Trade;
    (L) The order is executed when the Trading Center displaying the 
Protected Quotation that was traded at had displayed, within one second 
prior to execution of the transaction that constituted the Trade-at, a 
Best Protected Bid or Best Protected Offer, as applicable, for the 
Pilot Security in Test Group Three with a price that was inferior to 
the price of the Trade-at transaction;
    (M) The order is executed by a Trading Center which, at the time of 
order receipt, the Trading Center had guaranteed an execution at no 
worse than a specified price (a ``stopped order''), where:
    (i) The stopped order was for the account of a customer;
    (ii) The customer agreed to the specified price on an order-by-
order basis; and
    (iii) The price of the Trade-at transaction was, for a stopped buy 
order, equal to the National Best Bid in the Pilot Security in Test 
Group Three at the time of execution or, for a stopped sell order, 
equal to the National Best Offer in the Pilot Security in Test Group 
Three at the time of execution; or
    (N) The order is for a fractional share of a Pilot Security in Test 
Group Three, provided that such fractional share order was not the 
result of breaking an order for one or more whole shares of a Pilot 
Security in Test Group Three into orders for fractional shares or was 
not otherwise effected to evade the requirements of the Trade-at 
Prohibition or any other provisions of the Plan.
    Finally, Proposed Rule 67(e)(4)(D) would prevent member 
organizations from breaking an order into smaller orders or otherwise 
effecting or executing an order to evade the requirements of the Trade-
at Prohibition or any other provisions of the Plan.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\31\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\32\ in particular, in that it is 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 of a free and open market and a national market system, 
and, in general, to protect investors and the public interest. The 
Exchange believes that the proposed rule change is consistent with the 
Act because it ensures that the Exchange and its member organizations 
would be in compliance with a Plan approved by the Commission pursuant 
to an order issued by the Commission in reliance on Section 11A of the 
Act.\33\ Such approved Plan gives the Exchange authority to establish, 
maintain, and enforce written policies and procedures that are 
reasonably designed to comply with applicable quoting and trading 
requirements specified in the Plan. The Exchange believes that the 
proposed rule change is consistent with the authority granted to it by 
the Plan to establish specifications and procedures for the 
implementation and operation of the Plan that are consistent with the 
provisions of the Plan. Likewise, the Exchange believes that the 
proposed rule change provides interpretations of the Plan that are 
consistent with the Act, in general, and furthers the objectives of the 
Act, in particular.
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    \31\ 15 U.S.C. 78f(b).
    \32\ 15 U.S.C. 78f(b)(5).
    \33\ 15 U.S.C. 78k-1.
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    Furthermore, the Exchange is a Participant under the Plan and 
subject, itself, to the provisions of the Plan. The proposed rule 
change ensures that the Exchange's systems would not display or execute 
trading interests outside the requirements specified in such Plan. The 
proposal would also help allow market participants to continue to trade 
NMS Stocks within quoting and trading requirements that are in 
compliance with the Plan, with certainty on how certain orders and 
trading interests would be treated. This, in turn, will help encourage 
market participants to continue to provide liquidity in the 
marketplace.
    Because the Plan supports further examination and analysis on the 
impact of tick sizes on the trading and liquidity of the securities of 
small capitalization companies, and the Commission believes that 
altering tick sizes could result in significant market-wide benefits 
and improvements to liquidity and capital formation, adopting rules 
that enforce compliance by its member organizations with the provisions 
of the Plan would help promote liquidity in the marketplace and perfect 
the mechanism of a free and open market and national market system.

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. The proposed changes are 
being made to establish, maintain, and enforce written policies and 
procedures that are reasonably designed to comply with the trading and 
quoting requirements

[[Page 66069]]

specified in the Plan, of which other equities exchanges are also 
Participants. Other competing national securities exchanges are subject 
to the same trading and quoting requirements specified in the Plan. 
Therefore, the proposed changes would not impose any burden on 
competition, while providing certainty of treatment and execution of 
trading interests on the Exchange to market participants in NMS Stocks 
that are acting in compliance with the requirements specified in the 
Plan.

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 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 the 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-NYSE-2015-46 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-NYSE-2015-46. 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 Section, 100 F Street 
NE., Washington, DC 20549-1090 on official business days between the 
hours of 10:00 a.m. and 3:00 p.m. Copies of the filing will also be 
available for inspection and copying at the NYSE's principal office and 
on its Internet Web site at www.nyse.com. 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-NYSE-2015-46 and 
should be submitted on or before November 18, 2015.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\34\
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    \34\ 17 CFR 200.30-3(a)(12).
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Brent J. Fields,
Secretary.
[FR Doc. 2015-27349 Filed 10-27-15; 8:45 am]
BILLING CODE 8011-01-P


