[Federal Register Volume 87, Number 133 (Wednesday, July 13, 2022)]
[Notices]
[Pages 41832-41839]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-14873]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-95209; File No. SR-NYSE-2022-25]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Modify Rule 7.31

July 7, 2022.
    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 June 24, 2022, 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 
and II below, which Items have been prepared by the self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C.78s(b)(1).
    \2\ 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 modify Rule 7.31 to (1) permit certain 
non-routable order types to be designated to cancel if they would be 
displayed at a price other than their limit price; (2) allow ALO Orders 
to be designated as non-displayed; (3) permit ALO Orders to be entered 
in any size; (4) introduce the Non-Display Remove and Proactive if 
Locked/Crossed Modifiers; and (5) make MPL Orders eligible to trade at 
their limit price. The proposed rule change is available on the 
Exchange's website 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 amend Rule 7.31 to (1) permit certain non-
routable order types to be designated to cancel if they would be 
displayed at a price other than their limit price; (2) allow ALO Orders 
to be designated as non-displayed; (3) permit ALO Orders to be entered 
in any size; (4) introduce the Non-Display Remove and Proactive if 
Locked/Crossed Modifiers; and (5) allow MPL Orders to trade at either 
the midpoint or their limit price. The Exchange also proposes 
additional

[[Page 41833]]

clarifying and conforming changes as discussed herein.
Designation to Cancel
    The Exchange proposes to modify Rules 7.31(e)(1), 7.31(e)(2), and 
7.31(e)(3)(D) to permit Non-Routable Limit Orders, displayed ALO 
Orders,\4\ and Day ISO ALO Orders to be designated to cancel if they 
would be displayed at a price other than their limit price for any 
reason.
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    \4\ As noted above, the Exchange also proposes in this filing to 
permit ALO Orders to be designated as non-displayed, and discussion 
of the proposed modification of Rule 7.31(e)(2) to effect that 
change appears in the ``Non-Displayed ALO'' section below. The 
proposed new designation to cancel would be inapplicable to Non-
Displayed ALO Orders, as proposed, because such orders are not 
eligible to be displayed.
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    As proposed, Non-Routable Limit Orders, displayed ALO Orders, and 
Day ISO ALO Orders would be eligible to be designated to cancel at the 
member organization's instruction, thereby providing member 
organizations with increased flexibility with respect to order handling 
and the ability to have greater determinism regarding order processing 
when such orders would be repriced to display at a price other than 
their limit price. The Exchange notes that this designation would be 
optional, and if not designated to cancel, Non-Routable Limit Orders, 
displayed ALO Orders, and Day ISO ALO Orders would continue to function 
as set forth in current Exchange rules (except as proposed in this 
filing with respect to odd lots and the addition of the Non-Display 
Remove Modifier). The Exchange further notes that providing member 
organizations with the ability to designate orders to cancel if they 
would be repriced is not novel, and other cash equity exchanges 
currently offer their members a similar option.\5\
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    \5\ See, e.g., Members Exchange (``MEMX'') Rules 11.6(a) 
(defining the Cancel Back instruction, which a User may attach to an 
order to instruct that such order be cancelled if it cannot be 
posted to the MEMX Book at its limit price) and 11.6(l)(2) (defining 
the Post Only instruction; an order with such instruction functions 
similarly to the ALO Order and may be designated to be cancelled by 
the User); Cboe BZX Exchange, Inc. (``BZX'') Rules 11.9(c)(6) and 
11.9(g)(d) (defining the BZX Post Only Order, which functions 
similarly to the ALO Order and may be designated to be cancelled at 
the User's instruction); Cboe BYX Exchange, Inc. (``BYX'') Rule 
11.9(c)(6) and 11.9(g)(d) (defining the BYX Post Only Order, which 
functions similarly to the ALO Order and may be designated to be 
cancelled at the User's instruction); Nasdaq Stock Exchange LLC 
(``Nasdaq'') Rule 4702(b)(4)(A) (defining the Post-Only Order, which 
functions similarly to the ALO Order and may be designated to be 
cancelled back to the Participant at the Participant's election).
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    To effect this change, the Exchange proposes the following 
modifications to Rules 7.31(e)(1), 7.31(e)(2), and 7.31(e)(3)(D):
 Rule 7.31(e)(1)--Non-Routable Limit Orders
    As defined in Rule 7.31(e)(1), a Non-Routable Limit Order is a 
Limit Order that does not route. Currently, a Non-Routable Limit Order 
to buy (sell) will trade with orders to sell (buy) on the Exchange Book 
that are priced at or below (above) the PBO (PBB) and will be repriced 
based on updates to the Away Market PBO (PBB) as set forth in current 
Rules 7.31(e)(1)(A)(i) through (iv).
    The Exchange proposes to delete the current text of Rule 
7.31(e)(1)(A) and add new text to provide that a Non-Routable Limit 
Order would not be displayed at a price that would lock or cross the 
PBO (PBB) of an Away Market, and such order to buy (sell) would trade 
with orders on the Exchange Book that are priced equal to or below 
(above) the PBO (PBB) of an Away Market. These proposed changes would 
merely rephrase and clarify the existing behavior of a Non-Routable 
Limit Order as already set forth in Rule 7.31(e)(1)(A), without 
substantive changes.
    The Exchange further proposes to modify Rule 7.31(e)(1)(A)(i) to 
delete the current text and add new text providing for the option to 
designate a Non-Routable Limit Order to be cancelled, as described 
above.
    The Exchange also proposes to modify Rule 7.31(e)(1)(A)(ii) and add 
new subparagraphs thereunder to describe how any untraded quantity of a 
Non-Routable Limit Order would be processed if not designated to 
cancel. New subparagraph (a) would contain the rule text previously set 
forth in Rule 7.31(e)(1)(A)(i), without substantive changes, and 
provide that, if the limit price of a Non-Routable Limit Order to buy 
(sell) locks or crosses the PBO (PBB) of an Away Market, it would have 
a working price equal to the PBO (PBB) of the Away Market and a display 
price one MPV below (above) the PBO (PBB) of the Away Market. Proposed 
new subparagraph (b) would contain rule text currently set forth in 
Rule 7.31(e)(1)(A)(ii) describing how a Non-Routable Limit Order would 
be processed when the PBO (PBB) of an Away Market reprices higher 
(lower), without substantive changes. Finally, the Exchange proposes to 
renumber current Rules 7.31(e)(1)(A)(iii) and (iv) as Rules 
7.31(e)(1)(A)(ii)(c) and (d), respectively, with no changes to the rule 
text.
 Rule 7.31(e)(2)--ALO Orders
    Rule 7.31(e)(2) and the subparagraphs thereunder define the ALO 
Order, which is a Non-Routable Limit Order that will trade with contra-
side interest if its limit price crosses the working price of any 
displayed or non-displayed orders to sell (buy) on the Exchange Book 
priced equal to or below (above) the PBO (PBB) of an Away Market. In 
other words, an ALO Order will not remove liquidity from the Exchange 
Book unless it receives price improvement. Accordingly, the Exchange 
proposes to modify Rule 7.31(e)(2) to simplify the definition of an ALO 
Order, without any substantive changes, and state that ALO Orders are 
Non-Routable Limit Orders that would not remove liquidity from the 
Exchange Book unless they receive price improvement. The Exchange also 
proposes to add new text to Rule 7.31(e)(2) \6\ to effect the change 
described above, permitting an ALO Order to be designated to cancel if 
it would be displayed at a price other than its limit price for any 
reason.
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    \6\ As noted above, the Exchange also proposes in this filing to 
permit ALO Orders to be designated as non-displayed and to permit 
ALO Orders to be entered in odd lots, and discussion of the proposed 
modification of Rule 7.31(e)(2) to effect those changes appears in 
the ``Non-Displayed ALO'' and ``ALO Odd Lots'' sections below.
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    The Exchange next proposes to reorganize Rules 7.31(e)(2)(A) 
through (C) to describe the operation of the ALO Order in a more 
logical flow, but without any substantive changes to the operation of 
the order type. Specifically, the Exchange proposes to reorganize Rules 
7.31(e)(2)(A) through (C) to first describe when an ALO Order would 
trade, then describe how any untraded quantity of an ALO Order not 
designated to cancel would be processed, and then describe the handling 
of any untraded quantity of an ALO Order that locks non-displayed 
interest.
    First, the Exchange proposes to delete the current text of Rule 
7.31(e)(2)(A), which states only that an ALO Order will be assigned a 
working price and display price pursuant to Rule 7.31(e)(2)(B) and is 
thus redundant of the substantive rule text in Rule 7.31(e)(2)(B) and 
its subparagraphs. The Exchange proposes to add new rule text in Rule 
7.31(e)(2)(A) providing that an Aggressing ALO Order to buy (sell) 
would trade if its limit price crosses the working price of any 
displayed or non-displayed orders to sell (buy) on the Exchange Book 
priced equal to or below (above) the PBO (PBB) of an Away Market, in 
which case, the ALO Order would trade as the liquidity taker with such 
orders. The Exchange notes that this change is not intended to propose 
any modification to the current operation of the ALO Order and merely

[[Page 41834]]

restates text that currently appears in Rule 7.31(e)(2)(B)(ii) 
describing when an ALO Order may trade, with no substantive changes. 
The Exchange believes that this proposed reorganization would improve 
the clarity of Rule 7.31(e)(2) by describing how an ALO Order would 
trade before progressing on to describe how any untraded quantity of an 
ALO Order would be handled if it is not designated to cancel upon 
repricing.
    The Exchange next proposes to delete the current text of Rule 
7.31(e)(2)(B) and reorganize Rule 7.31(e)(2)(B) and the subparagraphs 
thereunder. Rule 7.31(e)(2)(B) and the subparagraphs that follow would, 
as proposed, specify how untraded quantities of an ALO Order would be 
processed if such order has not been designated to cancel. To effect 
this change, the Exchange proposes that Rule 7.31(e)(2)(B) would now 
provide that, if an ALO Order is not designated to cancel, any untraded 
quantity of such order would trade as described in subparagraphs (i) 
and (ii).
    In subparagraph (i), the Exchange proposes to delete the existing 
rule text and modify subparagraph (i) to provide that, if the limit 
price of an ALO Order locks the display price of any order to sell 
(buy) ranked Priority 2--Display Orders on the Exchange Book, it would 
have a working price and display price (if it has been designated to 
display) one MPV below (above) the price of the displayed order on the 
Exchange Book. The Exchange notes that the content of Rule 
7.31(e)(2)(B)(i) would be incorporated into Rule 7.31(e)(2)(B)(ii) (as 
proposed below) and that this proposed change merely moves rule text 
from where it is currently located in Rule 7.31(e)(2)(B)(iii) and does 
not reflect any proposed change to the operation of the ALO Order when 
the limit price of any untraded quantity of such order locks displayed 
interest on the Exchange Book.
    The Exchange next proposes to delete the current text of Rule 
7.31(e)(2)(B)(ii) and replace it with text that would provide that, if 
the limit price of an ALO Order locks or crosses the PBO (PBB) of an 
Away Market, it would have a working price equal to the PBO (PBB) of 
the Away Market and a display price (if designated to display) one MPV 
below (above) the PBO (PBB) of the Away Market. The Exchange notes that 
proposed Rule 7.31(e)(2)(B)(ii) rephrases text currently set forth in 
Rules 7.31(e)(2)(B)(i) and (iv) and is not intended to propose any 
change to the operation of the ALO Order when the limit price of any 
untraded quantity of such order locks or crosses the PBBO of an Away 
Market. The Exchange also notes that the current text of Rule 
7.31(e)(2)(B)(ii) was, as described above, incorporated into revised 
Rule 7.31(e)(2)(A).
    The Exchange further proposes to delete current Rules 
7.31(e)(2)(B)(iii) and (iv) (including subparagraph (a) under Rule 
7.31(e)(2)(B)(iv)), as the content of such Rules has been covered by 
the proposed Rules described above and would be incorporated into 
proposed Rule 7.31(e)(2)(C) (as discussed below), without changes to 
the current operation of the ALO Order. Specifically, Rule 
7.31(e)(2)(B)(iii) has been incorporated into proposed Rule 
7.31(e)(2)(B)(i), the content of Rule 7.31(e)(2)(B)(iv) would be 
clarified by proposed Rules 7.31(e)(2)(B)(ii) and 7.31(e)(2)(C), and 
the content of Rule 7.31(e)(2)(B)(iv)(a) would be covered by proposed 
Rule 7.31(e)(2)(B)(i).
    Proposed Rule 7.31(e)(2)(C) would next provide that if any untraded 
quantity of an ALO Order to buy (sell), whether designated to cancel or 
not, locks non-displayed interest on the Exchange Book, it would have a 
working price and display price (if designated to display) equal to its 
limit price. The Exchange notes that this rule text reflects the 
current behavior of ALO Orders when their limit price locks non-
displayed interest on the Exchange Book, which would not change based 
on whether an ALO Order has been designated to cancel, as proposed.
    The Exchange next proposes to rename current Rule 7.31(e)(2)(B)(v) 
as Rule 7.31(e)(2)(D) and current Rule 7.31(e)(2)(C) as Rule 
7.31(e)(2)(E). The Exchange also proposes changes to subparagraphs (i) 
and (ii) of proposed Rule 7.31(e)(2)(E). In subparagraphs (i) and (ii), 
the Exchange proposes to add clarity to its Rules by specifying that 
the reference to the PBO (PBB) is of an Away Market and proposes to 
update the paragraph references to reflect the reorganization of the 
Rule as described above. Specifically, the Exchange proposes to update 
subparagraph (i) to refer to paragraphs (e)(2)(A) (which now describes 
when an Aggressing ALO Order is eligible to trade), (e)(2)(B)(i)-(ii) 
(which now describe the processing of any untraded quantity of an ALO 
Order that is not designated to cancel), and (e)(2)(C) of the Rule 
(which now describes the processing of any untraded quantity of an ALO 
Order that locks non-displayed interest). The Exchange further proposes 
to update subparagraph (ii) to refer to paragraphs (e)(1)(A)(ii)(c) and 
(d) of the Rule, which simply updates the paragraph references 
consistent with the changes described above to renumber paragraphs 
(e)(1)(A)(iii) and (iv) as paragraphs (e)(1)(A)(ii)(c) and (d).\7\
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    \7\ In addition, to effect the proposed change to permit ALO 
Orders to be designated as non-displayed, the Exchange proposes an 
additional revision to Rule 7.31(e)(2)(E)(ii) discussed below in the 
``Non-Displayed ALO'' section.
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    The Exchange also proposes to rename current Rule 7.31(e)(2)(D) as 
Rule 7.31(e)(2)(F) and modify new Rule 7.31(e)(2)(F) to provide that an 
ALO Order would not trigger a contra-side MPL Order that is resting at 
the midpoint to trade, except as specified in proposed Rule 
7.31(d)(3)(F). Rule 7.31(d)(3)(F), in relevant part and as proposed in 
this filing, would provide that an MPL Order designated with the Non-
Display Remove Modifier would trade as the liquidity-taking order with 
an Aggressing ALO Order or MPL-ALO Order that has a working price equal 
to the working price of the MPL Order.\8\
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    \8\ Proposed Rule 7.31(d)(3)(F) is discussed further in the 
``Non-Display Remove Modifier'' section below.
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    Finally, the Exchange proposes to add new Rule 7.31(e)(2)(G), which 
would provide that the ALO designation would be ignored for ALO Orders 
that participate in an Auction. This rule text would be similar to the 
text that currently appears in Rule 7.31(e)(2)(A), without substantive 
changes.
    The Exchange notes that the proposed changes described above are 
intended only to implement the addition of the option to designate an 
ALO Order to cancel and, in connection with such proposal, to improve 
the clarity and organization of Rule 7.31(e)(2). The proposed changes 
set forth above otherwise reflect how an ALO Order currently behaves 
and are not intended to propose any other changes to the operation of 
the order type.\9\
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    \9\ The Exchange notes that its proposed changes to provide for 
a non-displayed ALO Order, to permit ALO Orders to be entered in odd 
lots, and to introduce the Non-Display Remove Modifier are discussed 
below.
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 Rule 7.31(e)(3)(D)--Day ISO ALO Orders
    Rule 7.31(e)(3) provides that an Intermarket Sweep Order (``ISO'') 
is a Limit Order that does not route and meets the requirements of Rule 
600(b)(30) of Regulation NMS. Rule 7.31(e)(3)(C) provides that an ISO 
designated Day (``Day ISO''), if marketable on arrival, will be 
immediately traded with contra-side interest in the Exchange Book up to 
its full size and limit price, and that any untraded quantity of a Day 
ISO will be displayed at its limit price and may lock or cross a 
protected quotation that was displayed at the time of arrival of the 
Day ISO. Rule 7.31(e)(3)(D) provides

[[Page 41835]]

that a Day ISO ALO is a Day ISO that has been designated with an ALO 
Modifier and, on arrival, may trade through or lock or cross a 
protected quotation that was displayed at the time of arrival of the 
Day ISO ALO.
    In order to effect the change described above to permit a Day ISO 
ALO Order to be designated to cancel if it would be displayed at a 
price other than its limit price for any reason, the Exchange proposes 
to modify and reorganize Rule 7.31(e)(3)(D) and the paragraphs 
thereunder similar to its proposal with respect to Rule 7.31(e)(2) for 
ALO Orders. As in proposed Rule 7.31(e)(2), the Exchange proposes to 
reorganize Rule 7.31(e)(3)(D) to describe when a Day ISO ALO Order 
would trade, how any untraded quantity of a Day ISO ALO Order not 
designated to cancel would be processed, and the handling of any 
untraded quantity of a Day ISO ALO Order that locks non-displayed 
interest, in that logical order.
    First, the Exchange proposes to modify Rule 7.31(e)(3)(D) to add 
text providing that a Day ISO ALO can be designated to cancel. The 
Exchange does not propose any changes to the first sentence of current 
Rule 7.31(e)(3)(D)(i), which describes when a Day ISO ALO Order may 
trade, but proposes to combine the second sentence of current Rule 
7.31(e)(3)(D)(i) with Rule 7.31(e)(3)(D)(ii). Rule 7.31(e)(3)(D)(ii) 
would now specify that, if not designated to cancel, any untraded 
quantity of a Day ISO ALO Order to buy (sell) would be assigned a 
working price and display price one MPV below (above) the price of the 
displayed order on the Exchange Book when the limit price of the Day 
ISO ALO Order locks the display price of a displayed order on the 
Exchange Book.
    The Exchange next proposes to delete the current text of Rule 
7.31(e)(3)(D)(iii) and its subparagraph (a) and add new rule text 
specifying that any untraded quantity of a Day ISO ALO Order that locks 
non-displayed interest on the Exchange Book would have a working price 
and display price equal to its limit price. The Exchange notes that 
this proposed change merely rephrases current Rule 7.31(e)(3)(D)(iii) 
and eliminates redundant rule text (thereby simplifying Exchange rules) 
and is not intended to change the meaning or operation of such rules. 
The Exchange notes that current Rule 7.31(e)(3)(D)(iii)(a) would be 
covered by Rule 7.31(e)(3)(D)(ii), as proposed.
    Finally, the Exchange proposes to make clarifying changes to Rule 
7.31(e)(3)(D)(iv). First, the Exchange proposes to replace ``After 
being displayed'' with ``Once resting on the Exchange Book'' to align 
the rule text with existing rule text in current Rule 7.31(e)(2)(C), 
which similarly describes how ALO Orders would be processed once 
resting on the Exchange Book. The Exchange further proposes to clarify 
that the PBO (PBB) referenced in this subparagraph is of an Away 
Market. The Exchange also proposes to update the reference to 
paragraphs (e)(2)(C)(i) and (ii) of Rule 7.31 to paragraphs 
(e)(2)(E)(i) and (ii) to reflect the proposed reorganization of Rule 
7.31(e)(2) as described above.
    The Exchange notes that the proposed changes described above are 
not intended to impact the operation of the Day ISO ALO Order other 
than to implement the new optional designation to cancel and, in 
connection with that proposed change, to improve the clarity and 
organization of Rule 7.31(e)(3)(D).\10\ The proposed changes set forth 
above otherwise reflect how a Day ISO ALO Order currently behaves and 
are not intended to propose any other changes to the operation of the 
order type.
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    \10\ The Exchange notes that it also proposes a modification to 
Rule 7.31(e)(3)(D) in connection with its proposal to permit Day ISO 
ALO Orders to be entered in odd lots, which is described below in 
the ``ALO Odd Lots'' section.
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Non-Displayed ALO Order
    As noted above, the Exchange proposes to permit ALO Orders to be 
designated as non-displayed, and to effect this change, proposes to 
modify Rule 7.31(e)(2) to add text specifying that ALO Orders may be 
designated as non-displayed orders. The Exchange proposes that a non-
displayed ALO Order would function in the same way as an ALO Order 
currently behaves except that it would not have a display price (and 
thus would not be eligible to be designated to cancel, as such proposed 
option is described above) and would be repriced when crossed by the 
PBO (PBB) of an Away Market.
    The Exchange also proposes to add text to Rule 7.31(e)(2)(E)(ii) 
(as renumbered above) to provide that, if the PBO (PBB) of an Away 
Market reprices lower (higher) than the working price of a non-
displayed ALO Order to buy (sell), the non-displayed ALO Order would 
have a working price equal to the PBO (PBB) of the Away Market. This 
proposed rule text would indicate, as noted above, a difference in 
behavior between a non-displayed ALO Order, as proposed, and a 
displayed ALO Order.
    The Exchange believes that permitting an ALO Order to be non-
displayed would provide member organizations with greater flexibility 
with respect to the operation of an existing order type and would 
provide member organizations with the option to designate ALO Orders to 
be non-displayed in accordance with their desired trading strategy.
    The Exchange notes that displayed ALO Orders would continue to be 
available for use by member organizations, and designating an ALO Order 
to be non-displayed would be at the member organization's option. The 
Exchange also believes that other cash equity exchanges similarly 
permit order types analogous to the ALO Order to be non-displayed and 
that this proposed change thus does not raise any novel issues.\11\
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    \11\ See, e.g., MEMX Rules 11.8(b)(3) and (7) (providing that a 
Limit Order may be non-displayed and designated with a Post Only 
instruction). The Exchange also notes that BZX Rule 11.9(g)(1)(D) 
and BYX Rule 11.9(g)(1)(D) refer to ``display-eligible'' BZX Post 
Only Orders and BYX Post Only Orders, respectively, suggesting that 
such orders could also be designated as non-displayed.
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ALO Odd Lots
    Currently, Rules 7.31(e)(2) and 7.31(e)(3)(D) provide that ALO 
Orders and Day ISO ALO Orders, respectively, must be entered with a 
minimum of one displayed round lot. The Exchange proposes to permit ALO 
Orders and Day ISO ALO Orders to be entered in any size, and thus 
proposes to delete the round lot requirement from Rules 7.31(e)(2) and 
7.31(e)(3)(D). The Exchange believes that requiring ALO Orders and Day 
ISO ALO Orders to be entered in round lots is unnecessary, particularly 
since the Exchange already permits odd lot residual quantities for ALO 
Orders and Day ISO ALO Orders. The Exchange also believes that 
permitting ALO Orders and Day ISO ALO Orders to be entered in odd lots 
could increase liquidity and enhance opportunities for order execution 
on the Exchange. The Exchange notes that permitting odd lot order 
quantities, including for ALO Orders, is not novel on the Exchange or 
other cash equity exchanges and thus believes that this proposed change 
would align the Exchange's treatment of ALO Orders and Day ISO ALO 
Orders with features available on other cash equity exchanges.\12\
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    \12\ See, e.g., MEMX Rules 11.8(b)(2) and (7) (providing that a 
Limit Order may be of odd lot size and designated with the Post Only 
instruction). The Exchange also notes that the rules of Nasdaq, BZX, 
and BYX do not appear to prohibit entry of their order types 
analogous to the ALO Order in odd lots.
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Non-Display Remove Modifier
    The Exchange proposes to introduce the Non-Display Remove Modifier 
(``NDR Modifier''), which is currently offered by its affiliated 
exchanges, NYSE American LLC (``NYSE American''),

[[Page 41836]]

NYSE Arca, Inc. (``NYSE Arca''), NYSE Chicago, Inc. (``NYSE Chicago''), 
and NYSE National, Inc. (``NYSE National'') (collectively, the 
``Affiliated Exchanges'').\13\
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    \13\ See NYSE American Rules 7.31E(d)(2)(B), 7.31E(d)(3)(D)-(F), 
7.31E(e)(1)(C), 7.31E(e)(2)(B)(iv)(b), and 7.31E(e)(3)(D)(iii)(b); 
NYSE Arca Rules 7.31-E(d)(2)(B), 7.31-E(d)(3)(D)-(F), 7.31-
E(e)(1)(C), 7.31-E(e)(2)(B)(iv)(b), and 7.31-E(e)(3)(D)(iii)(b); 
NYSE Chicago Rules 7.31(d)(2)(B), 7.31(d)(3)(D)-(F), 7.31(e)(1)(C), 
7.31(e)(2)(B)(iv)(b), and 7.31(e)(3)(D)(iii)(b); NYSE National Rules 
7.31(d)(2)(B), 7.31(d)(3)(D)-(F), 7.31(e)(1)(C), 
7.31(e)(2)(B)(iv)(b), and 7.31(e)(3)(D)(iii)(b).
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    The Exchange proposes that the NDR Modifier would be available for 
use with Non-Displayed Limit Orders, Non-Routable Limit Orders (when 
not displayed), and MPL Orders, and that any resting order with the NDR 
Modifier would remove liquidity when it is locked by any ALO Order, 
consistent with the operation of the NDR Modifier on the Affiliated 
Exchanges.\14\
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    \14\ The Exchange notes that NYSE National recently proposed 
modifications to the NDR Modifier (see SR-NYSENAT-2022-09, available 
at: https://www.nyse.com/publicdocs/nyse/markets/nyse-national/rule-filings/filings/2022/SR-NYSENAT-2022-09.pdf), which changes will 
also be proposed by the other Affiliated Exchanges in forthcoming 
rule filings. The proposed changes in this filing to provide for use 
of the NDR Modifier are consistent with the operation and 
availability of the NDR Modifier on the Affiliated Exchanges, 
pursuant to their pending and forthcoming rule filings. The Exchange 
further notes that the operation of the NDR Modifier, as proposed in 
this filing and by the Affiliated Exchanges in their respective rule 
filings, would offer functionality similar to modifiers offered by 
other cash equity exchanges. See, e.g., BYX Rule 11.9(c)(12) 
(providing for the Non-Displayed Swap or ``NDS'' Order, which is an 
instruction on an order resting on the BYX book that, when locked by 
an incoming BYX Post Only Order that does not remove liquidity, 
causes such order to be converted to an executable order that 
removes liquidity against such incoming order); BZX Rule 11.9(c)(12) 
(providing for the Non-Displayed Swap or ``NDS'' Order, which is an 
instruction on an order resting on the BZX book that, when locked by 
an incoming BZX Post Only Order that does not remove liquidity, 
causes such order to be converted to an executable order that 
removes liquidity against such incoming order).
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    The Exchange believes that this proposed change would offer member 
organizations a modifier already available on the Affiliated Exchanges 
and thus promote consistency between the Exchange's rules and the rules 
of its Affiliated Exchanges. The Exchange further believes that the 
availability of the NDR Modifier would afford member organizations 
increased flexibility with respect to order processing and could 
provide enhanced opportunities for order execution by allowing resting 
Non-Displayed Limit Orders, Non-Routable Limit Orders (when not 
displayed), and MPL Orders designated with the NDR Modifier to be 
eligible to trade when locked by an ALO Order.
    To introduce the NDR Modifier, the Exchange proposes the following 
changes, which are based on the rules of the Affiliated Exchanges: \15\
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    \15\ See notes 13-14, supra.
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     The Exchange proposes to introduce Rule 7.31(d)(2)(B) to 
provide that a Non-Displayed Limit Order may be designated with an NDR 
Modifier and, when so designated, it would trade as the liquidity-
taking order with an Aggressing ALO Order or MPL-ALO Order when the 
working price of such order locks the working price of the Non-
Displayed Limit Order.
     The Exchange proposes to modify Rule 7.31(d)(3)(D) to 
provide that an MPL-IOC Order may not be designated with an NDR 
Modifier. This proposed rule text is consistent with the Affiliated 
Exchanges' existing rules.
     The Exchange proposes new Rule 7.31(d)(3)(E)(iii), which 
would provide that an MPL-ALO Order cannot be designated with an NDR 
Modifier.
     The Exchange proposes new Rule 7.31(d)(3)(F), which would 
provide that an MPL Order designated Day may also be designated with an 
NDR Modifier, and such order would trade as the liquidity-taking order 
with an Aggressing ALO Order or MPL-ALO Order that has a working price 
equal to the working price of the MPL Order.
     The Exchange proposes to add new Rule 7.31(e)(1)(C) to 
provide that a Non-Routable Limit Order may be designated with an NDR 
Modifier and, when so designated, would trade as the liquidity taker 
against an Aggressing ALO Order or MPL-ALO Order when the Non-Routable 
Limit Order has a working price (but not display price) equal to the 
working price of the ALO Order or MPL-ALO Order.
    Finally, the Exchange proposes to modify Rule 7.37 (Order Execution 
and Routing) to add new Rule 7.37(b)(10). Proposed Rule 7.37(b)(10) 
would address the allocation of orders designated with an NDR Modifier 
and would clarify that, when a resting order that has been designated 
with an NDR Modifier trades as the liquidity taker against an 
Aggressing ALO Order or MPL-ALO Order, it will trade based on its 
ranking as set forth in Rule 7.36(c). Rule 7.36(c) sets forth rules 
pertaining to order ranking and provides that all non-marketable orders 
are ranked and maintained in the Exchange Book according to: (1) price; 
(2) priority category; (3) time; and (4) ranking restrictions 
applicable to an order or modifier condition.
Proactive if Locked/Crossed Modifier
    The Exchange proposes to modify Rule 7.31(i)(1), which is currently 
designated as Reserved, to introduce the Proactive if Locked/Crossed 
Modifier.\16\ The Exchange proposes that the Proactive if Locked/
Crossed Modifier would be available for use with a displayed Limit 
Order or Inside Limit Order that is eligible to route. An order 
designated with a Proactive if Locked/Crossed Modifier would route to 
an Away Market (based on the ranking of such order pursuant to Rule 
7.36(c)) if the Away Market locks or crosses the display price of the 
order. In addition, if any quantity of the order is returned 
unexecuted, the order would be displayed on the Exchange Book. The 
Exchange believes that the addition of the Proactive if Locked/Crossed 
Modifier would offer member organizations increased optionality with 
respect to order routing and could provide member organizations with 
increased opportunities for order execution by allowing orders 
designated with the modifier to be routed to an Away Market when the 
display price of such orders is locked or crossed by the Away Market. 
The Exchange notes that the Proactive if Locked/Crossed Modifier is 
currently offered by its Affiliated Exchanges, and proposed Rule 
7.31(i)(1) is based on the rules of the same number on the Affiliated 
Exchanges, without substantive changes.\17\ Accordingly, the Exchange 
believes that the introduction of the Proactive if Locked/Crossed 
Modifier would promote consistency among the rules of the Affiliated 
Exchanges.
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    \16\ The Exchange also proposes a conforming change to Rule 7.16 
(Short Sales) in connection with the addition of the Proactive if 
Locked/Crossed Modifier. The Exchange proposes to specify in new 
paragraph (J) under Rule 7.16(f)(5) that Proactive if Locked/Crossed 
Modifiers will be ignored during Short Sale Periods and proposes to 
modify Rule 7.16(f)(5)(A) to refer to ``paragraphs (f)(5)(B)-(J) of 
this Rule'' to reflect the addition of new paragraph (J). The 
Exchange proposes to ignore the Proactive if Locked/Crossed Modifier 
during Short Sale Periods because it would not route short sale 
orders during such times.
    \17\ See NYSE American Rule 7.31E(i)(1); NYSE Arca Rule 7.31-
E(i)(1); NYSE Chicago Rule 7.31(i)(1); NYSE National Rule 
7.31(i)(1).
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MPL Orders
    A Mid-Point Liquidity Order or MPL Order is currently defined in 
Rule 7.31(d)(3) as a non-displayed, non-routable Limit Order with a 
working price of the midpoint of the PBBO. The Exchange proposes to 
modify the definition of an MPL Order to provide that an MPL Order to 
buy (sell) would have a working price of the lower (higher) of the 
midpoint of the PBBO or

[[Page 41837]]

its limit price. In other words, the Exchange proposes that an MPL 
Order would be eligible to trade at the less aggressive of the midpoint 
of the PBBO or its limit price. The Exchange believes that permitting 
MPL Orders to trade at the less aggressive of the midpoint of the PBBO 
or their limit price would provide member organizations with increased 
opportunities for order execution, thereby enhancing market quality for 
all market participants. The Exchange notes that permitting MPL Orders 
to trade at the less aggressive of the midpoint of the PBBO or their 
limit price is not novel and that comparable order types on other cash 
equity exchanges currently behave in this manner.\18\
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    \18\ See, e.g., MEMX Rule 11.6(h)(2) (providing that a Pegged 
Order with a Midpoint Peg instruction may execute at its limit price 
or better when its limit price is less aggressive than the midpoint 
of the NBBO); Cboe EDGA Exchange, Inc. Rule 11.8(d) (describing the 
MidPoint Peg Order, which is a non-displayed Market Order or Limit 
Order with an instruction to execute at the midpoint of the NBBO, 
but that may execute at its limit price or better when its limit 
price is less aggressive than the midpoint of the NBBO); Cboe EDGX 
Exchange, Inc. Rule 11.8(d) (same); Nasdaq Rule 4702(b)(5)(A) 
(describing the Midpoint Peg Post-Only Order, which will be priced 
at the midpoint between the NBBO or at its limit price when the 
midpoint is higher than (lower than) the limit price of such order).
---------------------------------------------------------------------------

    To effect this change, the Exchange proposes to modify the 
following portions of Rule 7.31(d)(3):
     Rule 7.31(d)(3) currently provides that an MPL Order has a 
working price of the midpoint of the PBBO. The Exchange proposes to 
modify this Rule to provide that an MPL Order to buy (sell) would have 
a working price at the lower (higher) of the midpoint of the PBBO or 
its limit price.
     Rule 7.31(d)(3)(A) currently provides that an MPL Order to 
buy (sell) is eligible to trade only if the midpoint of the PBBO is at 
or below (above) the limit price of the MPL Order. The Exchange 
proposes to modify this Rule to provide that an MPL Order would be 
eligible to trade at the working price of the order (which, as 
described above, would be defined to be the less aggressive of the 
midpoint of the PBBO or the limit price of the MPL Order).
     Rule 7.31(d)(3)(C) currently provides that an Aggressing 
MPL Order to buy (sell) will trade with resting orders to sell (buy) 
with a working price at or below (above) the midpoint of the PBBO at 
the working price of the resting orders. The Exchange proposes to 
modify this Rule to provide that an Aggressing MPL Order would trade 
with a resting order, at the working price of such order, when the 
resting order has a working price at or below (above) the working price 
of the MPL Order. Rule 7.31(d)(3)(C) also currently states that resting 
MPL Orders to buy (sell) will trade at the midpoint of the PBBO against 
all Aggressing Orders to sell (buy) priced at or below (above) the 
midpoint of the PBBO. The Exchange proposes to instead provide that 
resting MPL Orders would trade against Aggressing Orders priced at or 
below (above) the working price of the MPL Order, consistent with the 
proposed changes described above to permit MPL Orders to trade at the 
less aggressive of the midpoint of the PBBO or their limit price.
     Rule 7.31(d)(3)(E) currently provides that an MPL-ALO 
Order is an MPL Order that has been designated with an ALO Modifier. 
The Exchange proposes to revise subparagraphs (i) and (ii) thereunder 
to make changes consistent with those described above with respect to 
MPL Orders. Specifically, the Exchange proposes to modify Rule 
7.31(d)(3)(E)(i) to be similar to Rule 7.31(d)(3)(C) but with modified 
phrasing specific to the behavior of MPL-ALO Orders. Accordingly, Rule 
7.31(d)(3)(E)(i), as proposed, would provide that an Aggressing MPL-ALO 
Order to buy (sell) would trade with a resting order, at the working 
price of such order, when the resting order has a working price below 
(above) the less aggressive of the midpoint of the PBBO or the limit 
price of the MPL-ALO Order. In addition, to reflect the operation of 
the ALO Modifier, the Exchange further proposes to modify Rule 
7.31(d)(3)(E)(i) to specify that an MPL-ALO Order would not trade with 
resting orders priced equal to the less aggressive of the midpoint of 
the PBBO or the limit price of the MPL-ALO Order.\19\ The Exchange 
believes that these proposed changes would provide additional clarity 
with respect to the particular behavior of MPL-ALO Orders, as such 
orders (unlike MPL Orders) would not take liquidity at the less 
aggressive of the midpoint of the PBBO or their limit price.
---------------------------------------------------------------------------

    \19\ The proposed changes to Rule 7.31(d)(3)(E)(i) relating to 
the operation of the NDR Modifier, as proposed, are described above 
in the ``Non-Display Remove Modifier'' section.
---------------------------------------------------------------------------

    In addition, because the Exchange proposes to allow MPL Orders--
including MPL-ALO Orders--to trade at the less aggressive of the 
midpoint of the PBBO or their limit price, the Exchange proposes to 
modify Rule 7.31(d)(3)(E)(ii) to replace the reference to the 
``midpoint'' with the ``working price of the MPL-ALO Order'' 
(consistent with the revised definition of MPL Order proposed above).
    Finally, the Exchange proposes a modification to Rule 7.11, which 
sets forth rules pertaining to the Limit Up-Limit Down (``LULD'') Plan. 
The proposed change would modify the handling of MPL Orders relative to 
the Upper and Lower Price Bands, consistent with the proposed changes 
described above with respect to the behavior of MPL Orders. 
Specifically, the Exchange proposes to modify Rule 7.11(a)(5), which 
describes the repricing or cancellation of orders to buy (sell) that 
are priced or could be traded above (below) the Upper (Lower) Price 
Band. Rule 7.11(a)(5)(F) currently provides that, if the midpoint of 
the PBBO is above (below) the Upper (Lower) Price Band, an MPL Order 
will not be repriced or rejected and will not be eligible to trade.
    The Exchange proposes to delete the text of Rule 7.11(a)(5)(F) and 
designate the Rule as Reserved. The Exchange believes Rule 
7.11(a)(5)(F) is no longer necessary because MPL Orders, as proposed, 
would be permitted to reprice and trade relative to LULD Price Bands. 
The Exchange believes that this change is consistent with the proposed 
change to permit MPL Orders to trade at prices other than the midpoint 
of the PBBO or their limit price and would similarly increase execution 
opportunities for MPL Orders within the bounds of the LULD Price Bands 
in effect. The Exchange notes that MPL Orders would behave in the same 
way as other Limit Orders with respect to LULD Price Bands and would 
thus be processed as set forth in current Rule 7.11(a)(5)(B).
Reserve Orders
    Rule 7.31(d)(1) provides for Reserve Orders, which are Limit or 
Inside Limit Orders with a quantity of the size displayed and with a 
reserve quantity that is not displayed. Rule 7.31(d)(1)(C) provides 
that a Reserve Order must be designated Day and may only be combined 
with a D Order, Non-Routable Limit Order, or a Primary Pegged Order.
    The Exchange proposes to modify Rule 7.31(d)(1)(C) to clarify that 
a Reserve Order may not be designated as an ALO Order. Rule 
7.31(d)(1)(C) currently provides that a Reserve Order may be combined 
with a Non-Routable Limit Order. However, although an ALO Order is a 
Non-Routable Limit Order, the Exchange currently does not permit 
Reserve Orders to be designated as ALO Orders and thus proposes a 
clarifying change to Rule 7.31(d)(1)(C) to specify accordingly. The 
Exchange notes that this change is intended only to clarify and reflect 
current behavior and does not propose any changes to the current

[[Page 41838]]

operation of Reserve Orders or ALO Orders.
* * * * *
    Because of the technology changes associated with this proposed 
rule change, the Exchange will announce the implementation date by 
Trader Update, which, subject to effectiveness of this proposed rule 
change, will be in the third quarter of 2022.
2. Statutory Basis
    The proposed rule change is consistent with Section 6(b) of the 
Act,\20\ in general, and furthers the objectives of Section 
6(b)(5),\21\ in particular, because it is designed to prevent 
fraudulent and manipulative acts and practices, to promote just and 
equitable principles of trade, to foster cooperation and coordination 
with persons engaged in facilitating transactions in securities, 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.
---------------------------------------------------------------------------

    \20\ 15 U.S.C. 78f(b).
    \21\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    With respect to the proposed changes to permit Non-Routable Limit 
Orders, displayed ALO Orders, and Day ISO ALO Orders to be designated 
to cancel, the Exchange believes that the proposed changes would remove 
impediments to, and perfect the mechanism of, a free and open market 
and a national market system because it would offer member 
organizations the option to cancel such orders when they would be 
displayed at a price other than their limit price. The Exchange 
believes that providing member organizations with this option would 
afford them increased flexibility with respect to order handling for 
existing order types, as well as the ability to have greater 
determinism regarding order processing in times when such orders would 
be repriced to display at a price other than their limit price. The 
Exchange notes that this designation would be optional for member 
organizations, and if not designated to cancel, Non-Routable Limit 
Orders, displayed ALO Orders, and Day ISO ALO Orders would continue to 
function as set forth in current Exchange rules (except as otherwise 
proposed in this filing). The Exchange also notes that providing member 
organizations with the option to designate orders to cancel if they 
would be repriced is not novel, and would align the Exchange's rules 
with those of other cash equity exchanges that currently offer their 
members similar functionality.\22\ The Exchange also believes that the 
proposed changes described above to reorganize and rephrase rule text 
that describes the current operation of Non-Routable Limit Orders, 
displayed ALO Orders, and Day ISO ALO Orders are designed 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 because they do not propose any functional changes 
other than to add the option to cancel instead of repricing and would 
improve the clarity of Exchange rules governing such orders in 
connection with the proposed addition of the option to designate such 
orders to cancel.
---------------------------------------------------------------------------

    \22\ See note 5, supra.
---------------------------------------------------------------------------

    With respect to the proposed change to permit ALO Orders to be 
designated as non-displayed, the Exchange believes that the proposed 
change would remove impediments to, and perfect the mechanism of, a 
free and open market and a national market system and protect investors 
and the public interest because it would offer member organizations 
greater flexibility with respect to the entry of ALO Orders and could 
offer member organizations increased opportunities for order execution. 
The Exchange believes that permitting an ALO Order to be non-displayed 
would simply provide member organizations with increased options with 
respect to an existing order type, and member organizations are free to 
designate ALO Orders to be non-displayed or to continue using displayed 
ALO Orders as provided under current Exchange rules. The Exchange 
further believes that permitting ALO Orders to be designated as non-
displayed is not novel and that this proposed change would remove 
impediments to, and perfect the mechanism of, a free and open market 
and a national market system by aligning Exchange rules with the rules 
of other cash equity exchanges.\23\
---------------------------------------------------------------------------

    \23\ See note 11, supra.
---------------------------------------------------------------------------

    With respect to the proposed change to permit ALO Orders and Day 
ISO ALO Orders to be entered in any size, the Exchange also believes 
that the proposed change would promote just and equitable principles of 
trade, remove impediments to, and perfect the mechanism of, a free and 
open market and a national market system, and protect investors and the 
public interest. Specifically, the Exchange believes that the proposed 
change would provide member organizations with the flexibility and 
optionality to enter ALO Orders and Day ISO ALO Orders in odd lot sized 
orders, which could increase liquidity and enhance opportunities for 
order execution on the Exchange, to the benefit of all market 
participants. The Exchange also believes that the proposed change would 
align Exchange rules with the treatment of post-only orders on other 
cash equity exchanges, thereby removing impediments to, and perfecting 
the mechanism of, a free and open market and a national market 
system.\24\
---------------------------------------------------------------------------

    \24\ See note 12, supra.
---------------------------------------------------------------------------

    The Exchange also believes that its proposed addition of the NDR 
Modifier and Proactive if Locked/Crossed Modifier would promote just 
and equitable principles of trade, remove impediments to, and perfect 
the mechanism of, a free and open market and a national market system, 
and protect investors and the public interest by offering member 
organizations the use of modifiers already available on the Affiliated 
Exchanges, thereby harmonizing the Exchange's rules with the Affiliated 
Exchanges' rules. The Exchange also believes that the proposed change 
would remove impediments to, and perfect the mechanism of, a free and 
open market and a national market system by offering member 
organizations the use of additional modifiers and, for orders 
designated with an NDR Modifier or Proactive if Locked/Crossed 
Modifier, expanding the circumstances under which such orders would be 
eligible to route or trade, thereby providing for increased 
opportunities for order execution. The Exchange further believes that 
the operation of the NDR Modifier, as proposed, would not be novel and 
that the proposed change would promote just and equitable principles of 
trade and remove impediments to, and perfect the mechanism of, a free 
and open market and a national market system because the modifier would 
function similarly to the NDR Modifier on the Affiliated Exchanges, as 
well as analogous modifiers offered by other cash equity exchanges.\25\
---------------------------------------------------------------------------

    \25\ See note 14, supra.
---------------------------------------------------------------------------

    The Exchange also believes that the proposed changes to make an MPL 
Order eligible to trade at the less aggressive of the midpoint of the 
PBBO or its limit price and to permit an MPL Order to reprice and trade 
relative to LULD Price Bands would promote just and equitable 
principles of trade and remove impediments to, and perfect the 
mechanism of, a free and open market and a national market system 
because MPL Orders could have more opportunities to trade with contra-
side

[[Page 41839]]

interest, thereby providing member organizations with increased 
opportunities for order execution and enhancing market quality for all 
market participants. The Exchange also believes that this proposed 
change would remove impediments to, and perfect the mechanism of, a 
free and open market and a national market system because permitting 
MPL Orders to trade at the less aggressive of the midpoint of the PBBO 
or at their limit price is not novel and that comparable order types on 
other cash equity exchanges currently behave in this manner.\26\
---------------------------------------------------------------------------

    \26\ See note 18, supra.
---------------------------------------------------------------------------

    Finally, the Exchange believes that its proposed change to specify 
that Reserve Orders may not be designated as an ALO Order would remove 
impediments to, and perfect the mechanism of, a free and open market 
and a national market system and protect investors and the public 
interest because it is not intended to effect any functional change but 
would instead add clarity to Exchange rules regarding the current 
behavior of Reserve Orders.

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. As noted above, the Exchange 
believes the proposed rule changes would generally align order handling 
on the Exchange with behavior on other cash equity exchanges \27\ and 
thus would promote competition among exchanges by offering member 
organizations similar functionality and order handling options 
available on other cash equity exchanges. The Exchange also believes 
that, to the extent the proposed changes would increase opportunities 
for order execution, the proposed change would promote competition by 
making the Exchange a more attractive venue for order flow and 
enhancing market quality for all market participants.
---------------------------------------------------------------------------

    \27\ See notes 5, 11, 12, 14, 18, supra.
---------------------------------------------------------------------------

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

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \28\ and Rule 19b-4(f)(6) thereunder.\29\ 
Because the proposed rule change does not: (i) significantly affect the 
protection of investors or the public interest; (ii) impose any 
significant burden on competition; and (iii) become operative prior to 
30 days from the date on which it was filed, or such shorter time as 
the Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act \30\ and Rule 19b-
4(f)(6)(iii) thereunder.\31\
---------------------------------------------------------------------------

    \28\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \29\ 17 CFR 240.19b-4(f)(6).
    \30\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \31\ 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 complied with this requirement.
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \32\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
---------------------------------------------------------------------------

    \32\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include 
File Number SR-NYSE-2022-25 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.

All submissions should refer to File Number SR-NYSE-2022-25. 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-NYSE-2022-25 and should be submitted on 
or before August 3, 2022.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\33\
---------------------------------------------------------------------------

    \33\ 17 CFR 200.30-3(a)(12), (59).
---------------------------------------------------------------------------

J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-14873 Filed 7-12-22; 8:45 am]
BILLING CODE 8011-01-P


