[Federal Register Volume 86, Number 92 (Friday, May 14, 2021)]
[Notices]
[Pages 26567-26572]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-10176]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-91830; File No. SR-BX-2021-012]


Self-Regulatory Organizations; Nasdaq BX, Inc.; Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Relocate Its 
Equity and General Rules From Its Current Rulebook Into Its New 
Rulebook Shell

May 10, 2021.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on April 27, 2021, Nasdaq BX, Inc. (``BX'' or ``Exchange'') filed with 
the Securities and Exchange Commission (``Commission'') the proposed 
rule change as described in Items I and II below, which Items have been 
prepared by the Exchange. 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 relocate its equity and general rules from 
its current Rulebook into its new Rulebook shell.
    The text of the proposed rule change is available on the Exchange's 
website at https://listingcenter.nasdaq.com/rulebook/bx/rules, 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 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, the Proposed Rule Change

1. Purpose
    The purpose of this rule change is to relocate BX's equity and 
general rules from the current Rulebook into the new Rulebook shell.\3\ 
The Exchange also proposes a number of minor, non-substantive changes 
to the Rulebook shell as described below. The relocation and 
harmonization of these rules is part of the Exchange's continued effort 
to promote efficiency and conformity of its rules to the extent 
applicable with those of its affiliated exchanges. The Exchange 
believes that the placement of these rules into their new location in 
the Rulebook shell will facilitate the use of the Rulebook by members.
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    \3\ Previously, the Exchange filed to relocate other rules 
within its Rulebook. See Securities Exchange Act Release No. 87468 
(November 5, 2019), 84 FR 61091 (November 12, 2019) (SR-BX-2019-
039).
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Universal Changes
    The Exchange proposes to update all cross-references within the 
Rulebook shell to the new relocated rule cites. The Exchange proposes 
to replace internal rule references to simply state ``this Rule'' where 
the rule is citing itself without a more specific cite included in the 
Rule. For example, if BX Rule 4619 refers currently to ``Rule 4619'' or 
``this Rule 4619'' the Exchange will amend the phrase to simply ``this 
Rule.'' Except where the Exchange specifies below that it will retain 
the current rule numbering, the Exchange also proposes to conform the 
paragraph numbering and lettering to that used in the Rulebook shell 
for greater consistency, and to correct punctuation. The Exchange 
proposes to rename the term ``Commentary'' with ``Supplementary 
Material.'' Furthermore, the Exchange proposes to delete reserved 
rules, other than those within the 5000 Series Rules and 11100 Series 
Rules which are both being relocated without deleting the reserved 
rules, with the exception of Rules 5300 and 5400, which are currently 
reserved, and are being deleted. The Exchange also proposes to delete 
rules that are currently marked as deleted.
    The Exchange proposes to update the references to the 9000 Series 
and 9600 Series to refer to the General 5, 9000 Series and General 5, 
9600 Series respectively in connection with a prior rule change that 
incorporated Nasdaq General 5, Rule 9000 and 9600 Series into BX 
General 5.\4\
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    \4\ See Securities and Exchange Act Release No. 88938 (June 1, 
2020), 85 FR 33235 (May 26, 2020) (SR-BX-2020-009) (Notice of Filing 
and Immediate Effectiveness of Proposed Rule Change To Relocate the 
BX Disciplinary Rules and Incorporate by Reference the Disciplinary 
Rules of The Nasdaq Stock Market LLC).
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    The Exchange also proposes to delete the following section headers 
that are currently within the BX Rules: 2100. General Standards; 2800. 
Special Products; 2900. Responsibilities to Other Brokers or Dealers; 
\5\ 2000A. Business Conduct; 3000. Responsibilities Relating to 
Associated Persons, Employees, and Others' Employees; 3300. Trading; 
4000. Listing and Trading on the Exchange; 4100, General; 4400, Other 
Listing Rules; 4600, Requirements for Equities Market Makers and Other 
Participants in the Nasdaq BX Equities Market; 4610, Registration and 
Other Requirements; 4700, The Nasdaq BX Equities Market; 4750, 
Execution Services; 5000. BX Venture Market Listing Rules; 6000. Other 
Systems and Programs; \6\ 7000A. Order Audit Trail Series; 7400A, Order 
Audit Trail System; and 11000. Uniform Practice Code.
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    \5\ BX proposes to delete the other non-substantive rule text 
under this header which replicates the header and indicates that 
Rule 2910 was deleted.
    \6\ BX proposes to delete the non-substantive reference to 6800 
which is reserved under this header.
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General 1
    The Exchange proposes to amend the section heading from General 1, 
General 1 to General 1, Section 1. The Exchange also proposes to 
retitle General 1, Section 1 from ``General Provisions'' to 
``Definitions.'' The Exchange proposes to update the citations within 
General 1, Section 10 (Exchange Review Council) to account for rule 
relocations proposed herein and remove the word ``Rules'' associated 
with the citations.
General 2
    The Exchange proposes to relocate Rule 4615 (Sponsored 
Participants) to General 2, Section 22, which is currently reserved, to 
harmonize the Exchange's rule numbering to that of Nasdaq PHLX LLC 
(``Phlx'') General 2, Section 22, which currently sets forth the same 
rule on Phlx.
General 3
    The Exchange proposes to reword references to the Nasdaq Rule 1000 
Series to Nasdaq General 3, Rule 1000 Series to reflect the placement 
and numbering of the rule within the

[[Page 26568]]

Nasdaq Rulebook.\7\ The Exchange proposes to update the citation to 
Nasdaq Rule 0120 within General 3, Section 1. Nasdaq Rule 0120 was 
relocated to General 1 within SR-NASDAQ-2019-098.\8\ The Exchange also 
proposes to update citations to Rules 3010 and 3011 within General 3, 
Section 1. Rule 3010 was relocated to General 9, Section 20 and Rule 
3011 was relocated to General 9, Section 37 within SR-BX-2019-039.\9\ 
Similarly, Nasdaq Rule 3010 was relocated to General 9, Section 20 and 
Nasdaq Rule 3011 was relocated to General 9, Section 37 within SR-
NASDAQ-2019-039.\10\
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    \7\ See Securities Exchange Act Release No. 87778 (December 17, 
2019), 84 FR 70590 (December 23, 2019) (SR-NASDAQ-2020-079) (Notice 
of Filing and Immediate Effectiveness of Proposed Rule Change To 
Relocate Its Equity and General Rules From Its Current Rulebook Into 
Its New Rulebook Shell).
    \8\ The Exchange previously relocated certain definitions within 
Rule 0120, ``Definitions'' into General 1 and Equity 1. The 
definitions applicable to General 3 are located within General 1. 
See Securities Exchange Act Release No. 87778 (December 17, 2019), 
84 FR 70590 (December 23, 2019) (SR-NASDAQ-2019-098) (Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change To 
Relocate Rules From Its Current Rulebook Into Its New Rulebook 
Shell).
    \9\ See supra note 3.
    \10\ See Securities Exchange Act Release No. 87778 (December 17, 
2019), 84 FR 70590 (December 23, 2019) (SR-NASDAQ-2019-098) (Notice 
of Filing and Immediate Effectiveness of Proposed Rule Change To 
Relocate Rules From Its Current Rulebook Into Its New Rulebook 
Shell).
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General 9
    The Exchange proposes to relocate Rule 2170 (Disruptive Quoting and 
Trading Activity Prohibited) to General 9, Section 53, and to reserve 
General 9, Section 52. The Exchange also proposes to re-number certain 
subsections under proposed new General 9, Section 53 to conform to the 
numbering in Nasdaq General 9, Section 53. In particular, relocating 
Rule 2170 to General 9, Section 53 will harmonize the Exchange's rule 
numbering to that of Phlx General 9, Section 53, which currently sets 
forth the same rule prohibiting disruptive quoting and trading activity 
on Phlx. Because this Rule is being added to General 9, which applies 
to both the Exchange's equities and options markets, the Exchange 
proposes to delete a duplicate rule in Options 9, Section 4, which 
applies only to the options market. The Exchange proposes to relocate 
Rule 2843, Account Approval, to General 9, Section 64 to harmonize the 
Exchange's rules to that of Phlx General 9, Section 64. The proposed 
rule numbering is to ensure that the Exchange's General 9 rules mirror 
its affiliated exchanges' General 9 rules as closely as practicable.
    The Exchange also proposes to relocate Rule 4570 (Custodian of 
Books and Records) to General 9, Section 71 similar to Nasdaq. Also, BX 
proposes to reserve Sections 54-70, except Section 64.
    The Exchange further proposes to update several obsolete cross-
references throughout General 9 that presently refer to rules that were 
already moved to the Rulebook shell under SR-BX-2019-039.\11\ The 
Exchange also proposes to update the cross-references to Rule 2310A 
(within General 9, Section 12(b)), and Rule 2310A (within General 9, 
Section 18(c)(1)(C)(iv)) to relocated Equity 10, Section 1, and update 
the references to General 4, Section 1.1200 Series and General 4, 
Section 1.1210 (within General 9, Section 20(b)) by replacing ``Section 
1.'' with the word ``Rule''.
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    \11\ See supra note 3.
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Equity 1
    The Exchange proposes to amend the section header from Equity 1, 
Equity 1 to Equity 1, Section 1. The Exchange also proposes to add 
``(a)'' before the phrase ``When used in the Equity Rules . . .'' to 
conform to the paragraph lettering of the Rulebook shell. Lastly, the 
Exchange proposes to relocate the defined terms currently within Rule 
4701(a)-(l) into Equity 1, Section 1(a)(6), subsections (1)-(4) and 
(8)-(18). With respect to current Rule 4701(a), which contains the term 
``Nasdaq BX Equities Market'' or ``System'', BX notes this term 
currently exists within Equity 1, Section 1(6), however, BX proposes to 
add portions of Rule 4701(a) that are not currently described within 
Equity 1, Section 1(6). Current Rule 4701(a) provides, ``(a) The term 
``Nasdaq BX Equities Market'' or ``System'' shall mean the automated 
system for order execution and trade reporting owned and operated by 
the Exchange. The System comprises: . . .''. The Exchange notes that 
provisions of Rule 4701(a) starting with the phrase ``The System 
comprises . . .'' are not contained in the current definition of 
``Nasdaq BX Equities Market'' or ``System'' at Equity 1, Section 1(6), 
and therefore, the Exchange proposes to relocate those provisions to 
proposed Equity 1, Section 1(a)(6). The Exchange notes that the 
remainder of the rule text within Rule 4701(a) was duplicative with the 
rule text within Equity 1, Section 1(6) and therefore, the Exchange 
proposes to delete the duplicative text.
Equity 2
    The Exchange proposes to relocate the following rules into Equity 2 
which is titled Equity Market Participants. The Exchange proposes to 
instead title this section ``Market Participants'' to conform to 
Nasdaq's Rulebook Structure.\12\
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    \12\ See Securities Exchange Act Release No. 90577 (December 7, 
2020), 85 FR 80202 (December 11, 2020) (SR-NASDAQ-2020-079) (Notice 
of Filing and Immediate Effectiveness of Proposed Rule Change To 
Relocate Its Equity and General Rules From Its Current Rulebook Into 
Its New Rulebook Shell).

------------------------------------------------------------------------
        Shell rule                          Current rule
------------------------------------------------------------------------
Section 1................  4601. Scope.
Section 2................  4200. Definitions.\13\
Section 3................  4611. Nasdaq BX Market Participant
                            Registration.
Section 4................  4612. Registration as an Equities Market
                            Maker.
Section 5................  4613. Market Maker Obligations.\14\
Section 6................  4614. Stabilizing Bids.
Section 7................  4616. Reports.
Section 8................  4617. Normal Business Hours.
Section 9................  4618. Clearance and Settlement.
Section 10...............  4619. Withdrawal of Quotations.
Section 11...............  4620. Voluntary Termination of Registration.
Section 12...............  4621. Suspension and Termination of
                            Quotations.
Section 13...............  4622. Termination of Exchange Service.
Section 14...............  4623. Alternative Trading Systems.
Section 15...............  4624. Penalty Bids and Syndicate Covering
                            Transactions.
Section 16...............  4625. Obligation to Provide Information.\15\
Section 17...............  4626. Limitation of Liability.

[[Page 26569]]

 
Section 18...............  4627. Obligation to Honor System Trades.
Section 19...............  4628. Compliance with Rules and Registration
                            Requirements.
Section 20...............  4631. Customer Disclosures.
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Equity 3
    The Exchange proposes to re-title Equity 3, from ``Equity Trading 
Rules'' to ``BX Venture Market Listing Rules.'' The Exchange proposes 
to relocate to Equity 3 the Rule 5000 Series BX Venture Market Listing 
Rules without changing the rule numbers. The Exchange proposes to 
delete Rules 5300 and 5400, which are reserved. The Exchange also 
proposes to correct the spelling of the word ``decision'' within Rule 
5815, Review of Staff Determinations by Hearings Panel.
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    \13\ The Exchange proposes to amend the current rule text of 
Rule 4200(a), which refers to the Rule 4000 Series, to refer to 
Equity 2. The definitions within current Rule 4200(a)(1) and (2) are 
federal rules which apply to Equity 2 in general and the definition 
within Rule 4200(a)(3) is simply a defined term. The defined terms 
are only used in Equity 2.
    \14\ BX proposes a minor technical amendment to change an ``a'' 
to ``an'' within the first sentence of proposed Section 5.
    \15\ The Exchange will not port over the reference to IM-4120-1 
into the Rulebook shell as this Rule does not currently exist in the 
BX Rulebook.
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Equity 3A
    The Exchange proposes to add a new Equity 3A, titled ``Other 
Listing Rules and Rules Regarding Unlisted Trading Privileges.'' The 
Exchange proposes to relocate the following rules into Equity 3A:

------------------------------------------------------------------------
        Shell rule                          Current rule
------------------------------------------------------------------------
Section 1................  4201. Operation of Listing Standards.
Section 2................  4420. Additional Quantitative Listing
                            Criteria.
Section 3................  4421. Derivative Securities Traded under
                            Unlisted Trading Privileges.
Section 4................  4450. Additional Quantitative Maintenance
                            Criteria.
------------------------------------------------------------------------

    The Exchange proposes to remove reserved sections and re-letter and 
re-number the remaining sections in Rules 4201, 4420, 4421, and 4450.
Equity 4
    The Exchange proposes to re-title Equity 4, currently ``Limit Up 
Limit Down,'' to ``Equity Trading Rules.'' The Exchange proposes to 
relocate Rules 4110, 4120, 4121, 4702, 4703, 4752, 4756, 4757, 4758, 
4759, 4760, 4761, 4762, 4763, 4770 and 4780 into Equity 4 and retain 
the current rule numbers. Within Rule 4110 the Exchange is adding a 
reference to Equity 3A because the listing standards, as proposed 
herein, are set forth in the Rule 5000 Series under Equity 3 and in 
Equity 3A. Equity 3A contains current Rules 4201, 4420, 4421 and 4450. 
The Exchange proposes to relocate the rule text of IM-4120-3, Circuit 
Breaker Securities Pilot, to the end of Rule 4120. Also, a reference to 
Rule 4751(f) is being updated to Rule 4703(g) within Rule 4756, 
Discretionary Orders, to correct the current citation.
Equity 5
    The Exchange proposes to relocate the 7000A Series Rules to Equity 
5 as follows:

------------------------------------------------------------------------
        Shell rule                          Current rule
------------------------------------------------------------------------
Section 1................  7410A. Definitions.\16\
Section 2................  7420A. Applicability.
Section 3................  7430A. Synchronization of Member Business
                            Clocks.
Section 4................  7440A. Recording of Order Information.\17\
Section 5................  7450A. Order Data Transmission
                            Requirements.\18\
Section 6................  7460A. Violation of Order Audit Trail System
                            Rules.\19\
------------------------------------------------------------------------

    The Exchange proposes to delete Rule 7470A which is currently 
reserved.
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    \16\ The Exchange proposes to update a cross reference currently 
within Rule 7410A(o) that defines ``Proprietary Trading Firm.'' 
Within that defined term, there is a reference to Rule 0210(g), 
which refers to the term ``customer''. The current reference to Rule 
0210(g) is an error and should have referred to Rule 0120(g). The 
Exchange previously relocated certain definitions within Rule 0120, 
``Definitions'' into General 1 and Equity 1. The term ``customer'' 
was relocated to BX Equity 1. See supra note 3. That definition of 
customer is the same definition as in current Rule 7410A(a) which is 
being relocated within this proposal to proposed Equity 5, Section 
1(c). The Exchange proposes to utilize the definition of the term 
``customer'' within Equity 5, Section 1(c) within proposed new 
Equity 5, Section 1(o).
    \17\ The Exchange proposes to update the reference within 
current Rule 7440A, Recording of Order Information, to IM-2110-2 to 
General 9, Section 1. IM-2110-2 was relocated to General 9, Section 
1 in SR-BX-2019-039. See supra note 3.
    \18\ The Exchange proposes to amend the term ``Equity Rule of 
the 7400A Series'' within proposed Section 5, Order Data 
Transmission Requirements, to instead provide ``Section within 
Equity 5.''
    \19\ The Exchange is amending the reference to Rule 2210 to 
instead refer to General 9, Section 1. Rule 2210 was relocated to 
General 9, Section 1 in SR-BX-2019-039. See supra note 3.
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Equity 6
    The Exchange proposes to title Equity 6, which is currently 
reserved, to ``BX Risk Management Service; Other Systems and 
Programs,'' and to relocate the following rules into Equity 6:

------------------------------------------------------------------------
        Shell rule                          Current rule
------------------------------------------------------------------------
Section 1................  Reserved.
Section 2................  Reserved.
Section 3................  4764. BX Kill Switch.
Section 4................  4765. Exchange Sharing of Participant Risk
                            Settings, excluding Commentary.
Section 5................  Commentary to 4765. Exchange Sharing of
                            Participant Risk Settings (Re-titled as
                            ``Risk Settings'').

[[Page 26570]]

 
Section 6................  Reserved.
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Equity 8
    The Exchange proposes to reserve Equity 8 which is currently titled 
``Uniform Practice Code.'' This section does not currently contain any 
rules.
Equity 8A
    The Exchange proposes to add an Equity 8A, which will be reserved.
Equity 9
    The Exchange proposes to re-title Equity 9, currently 
``Supplementary Conduct Rules,'' to ``Business Conduct.'' This section 
does not currently contain any rules. The Exchange proposes to relocate 
the following rules into Equity 9:

------------------------------------------------------------------------
        Shell rule                          Current rule
------------------------------------------------------------------------
Section 1................  3220. Adjustment of Open Orders.
Section 2................  3230. Clearing Agreements.
Section 3................  3310. Publication of Transactions and
                            Quotations.
Section 4................  IM-3310. Manipulative and Deceptive
                            Quotations.
Section 5................  3320. Offers at Stated Prices.
Section 6................  3340. Prohibition on Transactions,
                            Publication of Quotations, or Publication of
                            Indications of Interest During Trading
                            Halts.
Section 7................  3350. Suspension of Trading.
Section 8................  3351. Trading Practices.
Section 9................  3360. Short-Interest Reporting.
Section 10...............  3370. Prompt Receipt and Delivery of
                            Securities.
Section 11...............  3380. Order Entry and Execution Practices.
Section 12...............  3381. SEC Rule 19c-1--Governing Certain Off-
                            Board Agency Transactions by Members of
                            National Securities Exchanges.
Section 13...............  3385. SEC Rule 19c-3--Governing Off-Board
                            Trading by Members of National Securities
                            Exchanges.
Section 14...............  3390. SEC Rule 604--Display of Customer Limit
                            Orders.
Section 15...............  2844. Suitability.
Section 16...............  2845. Discretionary Accounts.\20\
Section 17...............  2846. Supervision of Accounts.
Section 18...............  2847. Customer Complaints.
Section 19...............  2848. Communications with the Public and
                            Customers Concerning Index Warrants,
                            Currency Index Warrants, and Currency
                            Warrants.
Section 20...............  2849. Maintenance of Records.
------------------------------------------------------------------------

A reference to ``NASD'' is being updated to refer to ``FINRA'' within 
proposed Equity 9, Section 1, Adjustment of Open Orders. The Exchange 
proposes to update two obsolete cross-references in Equity 9, Section 4 
(Manipulative and Deceptive Quotations) that currently point to Rules 
2110 and 2120. Rule 2110 (Standards of Commercial Honor and Principles 
of Trade) was relocated to General 9, Section 1 of the Rulebook shell 
under SR-BX-2019-039.\21\ Rule 2120 (Use of Manipulative, Deceptive or 
Other Fraudulent Devices) was likewise relocated to General 9, Section 
1 of the Rulebook shell under SR-BX-2019-039. The Exchange proposes to 
capitalize the ``The'' before ``Options Clearing Corporation'' within 
new Section 13, SEC Rule 19c-3--Governing Off-Board Trading by Members 
of National Securities Exchanges. Finally, the Exchange proposes to 
reserve Section 21 through Section 23.
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    \20\ The Exchange amended the reference in proposed new Section 
16(b) of this rule to ``General 9, Sections 19 and 45.''
    \21\ See supra note 3.
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Equity 10
    The Exchange proposes to re-title Equity 10, which is currently 
titled ``BX Venture Listing Rules,'' to ``Other Products and 
Securities,'' and to relocate the following rules into Equity 10:

------------------------------------------------------------------------
        Shell rule                          Current rule
------------------------------------------------------------------------
Section 1................  2310A. Direct Participation Programs.
Section 2................  2830. Investment Company Securities.
Section 3................  2840. Trading in Index Warrants, Currency
                            Index Warrants, and Currency Warrants.
                           2841. General.
                           2842. Definitions.
Section 4................  2850. Position Limits.
Section 5................  2851. Exercise Limits.
Section 6................  2852. Reporting Requirements.
Section 7................  2853. Liquidation of Index Warrant Positions.
Section 8................  4630. Trading in Commodity-Related
                            Securities.
------------------------------------------------------------------------

Equity 11
    The Exchange proposes to add new Equity 11, titled ``Uniform 
Practice Code,'' and relocate the current Rule 11000 Series into new 
Equity 11 without renumbering the rules.
    The Exchange proposes to correct a spelling error in the title of 
IM-11110 to provide ``Refusal to Abide by Rulings of

[[Page 26571]]

the Exchange's Regulation Department Staff''. The spelling of the word 
``Staff'' is being amended.
    The Exchange proposes to correct the spelling of the word 
``certificate'' and remove the apostrophe within IM-11710. Uniform 
Reclamation Form.
    The Exchange also proposes to update an obsolete cross-reference in 
IM-11720 (Obligations of Members Who Discover Securities in Their 
Possession to Which They Are Not Entitled) that currently points to 
Rule 2110. Rule 2110 (Standards of Commercial Honor and Principles of 
Trade) was relocated to General 9, Section 1 of the Rulebook shell 
under SR-BX-2019-039.\22\
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    \22\ See supra note 3.
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\23\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\24\ in particular, in that it is designed to 
promote just and equitable principles of trade and to protect investors 
and the public interest by bringing greater transparency to its rules 
by relocating the equity and general rules into the new Rulebook shell 
together with other rules which have already been relocated.\25\ The 
Exchange's proposal is consistent with the Act and will protect 
investors and the public interest by harmonizing its rules, where 
applicable, across Nasdaq affiliated markets so that members can 
readily locate rules which cover similar topics. The relocation and 
harmonization of the BX Rules is part of the Exchange's continued 
effort to promote efficiency and conformity of its rules to the extent 
applicable with those of its affiliated exchanges. The Exchange 
believes that the placement of the BX equity and general rules into 
their new location in the shell will facilitate the use of the Rulebook 
by members. Specifically, the Exchange believes that market 
participants that are members of more than one Nasdaq affiliated market 
will benefit from the ability to compare Rulebooks.
---------------------------------------------------------------------------

    \23\ 15 U.S.C. 78f(b).
    \24\ 15 U.S.C. 78f(b)(5).
    \25\ See supra note 3.
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    The Exchange is not substantively amending rule text. The 
renumbering, re-lettering, deleting reserved and already deleted rules, 
amending cross-references and other minor technical changes will bring 
greater transparency to BX's Rules. The Exchange's affiliates have 
already filed similar rule changes to relocate their respective equity 
and general rules into the same location in each Rulebook for ease of 
reference.\26\ The Exchange believes its proposal will benefit 
investors and the general public by increasing the transparency of its 
Rulebook and promoting easy comparisons among the various Nasdaq 
affiliated exchanges' Rulebooks.
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    \26\ The Nasdaq Stock Market LLC previously filed to relocate 
its equity and general rules. See Securities Exchange Act Release 
No. 90577 (December 7, 2020), 85 FR 80202 (December 11, 2020) (SR-
NASDAQ-2020-079). See also Securities Exchange Act Release No. 91058 
(February 4, 2021), 86 FR 8966 (February 10, 2021) (SR-Phlx-2021-
04).
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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 not necessary or appropriate in 
furtherance of the purposes of the Act. The Exchange believes that the 
proposed amendments do not impose an undue burden on competition 
because the amendments to relocate the equity and general rules are 
non-substantive. This rule change is intended to bring greater clarity 
to the Exchange's Rules and to promote easy comparisons among the 
various Nasdaq affiliated exchanges' Rulebooks. Renumbering, re-
lettering, deleting reserved rules and already deleted rules, and 
amending cross-references will bring greater transparency to BX's 
Rules.

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

    Because the foregoing 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, it has become 
effective pursuant to Section 19(b)(3)(A) of the Act \27\ and Rule 19b-
4(f)(6) thereunder.\28\
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    \27\ 15 U.S.C. 78s(b)(3)(A).
    \28\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change, along 
with a brief description and 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. 
The Exchange has satisfied this requirement.
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    A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the 
Act \29\ normally does not become operative for 30 days after the date 
of its filing. However, Rule 19b-4(f)(6)(iii) \30\ permits the 
Commission to designate a shorter time if such action is consistent 
with the protection of investors and the public interest. The Exchange 
has asked the Commission to waive the 30-day operative delay.\31\ 
Waiver of the operative delay would allow the Exchange to immediately 
relocate its rules and continue to file other rules that are affected 
by this relocation in a timely manner. The Commission believes that 
waiver of the 30-day operative delay is consistent with the protection 
of investors and the public interest. Accordingly, the Commission 
waives the operative delay and designates the proposed rule change 
operative upon filing.\32\
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    \29\ 17 CFR 240.19b-4(f)(6).
    \30\ 17 CFR 240.19b-4(f)(6)(iii).
    \31\ The current proposed rule change amends or relocates 
certain rules that were amended within SR-BX-2021-006, and those 
amendments within SR-BX-2021-006 are effective but not yet 
operative. See Securities Exchange Act Release No. 91370 (March 19, 
2021), 86 FR 15996 (March 25, 2021) (SR-BX-2021-006). The current 
proposed rule change does not affect the operative date of those 
amendments within SR-BX-2021-006.
    \32\ For purposes only of waiving the 30-day operative delay, 
the Commission has also considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    At any time within 60 days of the filing of the 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. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule change 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 rule-comments@sec.gov. Please include 
File Number SR-BX-2021-012 on the subject line.

Paper Comments

     Send paper comments in triplicate to Secretary, Securities 
and Exchange Commission, 100 F Street NE, Washington, DC 20549-1090.


[[Page 26572]]


All submissions should refer to File Number SR-BX-2021-012. 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 website (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 website 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. Persons submitting comments are 
cautioned that we do not redact or edit personal identifying 
information from comment submissions. You should submit only 
information that you wish to make available publicly. All submissions 
should refer to File Number SR-BX-2021-012 and should be submitted on 
or before June 4, 2021.
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    \33\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\33\
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-10176 Filed 5-13-21; 8:45 am]
BILLING CODE 8011-01-P


