[Federal Register Volume 87, Number 139 (Thursday, July 21, 2022)]
[Notices]
[Pages 43581-43586]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2022-15525]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-95294; File No. SR-OCC-2022-801]


Self-Regulatory Organizations; The Options Clearing Corporation; 
Notice of No Objection to Advance Notice Concerning the Options 
Clearing Corporation's Margin Methodology for Incorporating Variations 
in Implied Volatility

July 15, 2022.

I. Introduction

    On January 24, 2022, the Options Clearing Corporation (``OCC'') 
filed with the Securities and Exchange Commission (``Commission'') 
advance notice SR-OCC-2022-801 (``Advance Notice'') pursuant to Section 
806(e)(1) of Title VIII of the Dodd-Frank Wall Street Reform and 
Consumer Protection Act, entitled Payment, Clearing and Settlement 
Supervision Act of 2010

[[Page 43582]]

(``Clearing Supervision Act'') \1\ and Rule 19b-4(n)(1)(i) \2\ under 
the Securities Exchange Act of 1934 (``Exchange Act'') \3\ to change 
quantitative models related to certain volatility products.\4\ The 
Advance Notice was published for public comment in the Federal Register 
on February 11, 2022,\5\ and the Commission has received comments 
regarding the changes proposed in the Advance Notice.\6\
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    \1\ 12 U.S.C. 5465(e)(1).
    \2\ 17 CFR 240.19b-4(n)(1)(i).
    \3\ 15 U.S.C. 78a et seq.
    \4\ See Notice of Filing infra note 5, at 87 FR 8063.
    \5\ Securities Exchange Act Release No. 94166 (Feb. 7, 2022), 87 
FR 8063 (Feb. 11, 2022) (File No. SR-OCC-2022-801) (``Notice of 
Filing''). On January 24, 2022, OCC also filed a related proposed 
rule change (SR-OCC-2022-001) with the Commission pursuant to 
Section 19(b)(1) of the Exchange Act and Rule 19b-4 thereunder 
(``Proposed Rule Change''). 15 U.S.C. 78s(b)(1) and 17 CFR 240.19b-
4, respectively. In the Proposed Rule Change, which was published in 
the Federal Register on February 11, 2022, OCC seeks approval of 
proposed changes to its rules necessary to implement the Advance 
Notice. Securities Exchange Act Release No. 94165 (Feb. 7, 2022), 87 
FR 8072 (Feb. 11, 2022) (File No. SR-OCC-2022-001). The initial 
comment period for the related Proposed Rule Change filing closed on 
March 4, 2022. The Commission solicited further comment when it 
subsequently instituted proceedings to determine whether to approve 
or disapprove the Proposed Rule Change. The additional comment 
period closed on June 22, 2022. See Securities Exchange Act Release 
No. 94900 (May 12, 2022), 87 FR 30284 (May 18, 2022) (File No. SR-
OCC-2022-001).
    \6\ Comments on the Advance Notice are available at https://www.sec.gov/comments/sr-occ-2022-801/srocc2022801.htm. Since the 
proposal contained in the Advance Notice was also filed as a 
proposed rule change, all public comments received on the proposal 
are considered regardless of whether the comments are submitted on 
the Proposed Rule Change or the Advance Notice. Comments on the 
Proposed Rule Change are available at https://www.sec.gov/comments/sr-occ-2022-001/srocc2022001.htm.
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    On March 24, 2022, pursuant to Section 806(e)(1)(H) of the Clearing 
Supervision Act,\7\ the Commission extended the review period for the 
Advance Notice for an additional 60 days because the Commission found 
the issues raised by the Advance Notice to be complex.\8\ Notice of the 
extension was published in the Federal Register on March 30, 2022.\9\
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    \7\ 12 U.S.C. 5465(e)(1)(H).
    \8\ See Securities Exchange Act Release No. 94504 (Mar. 24, 
2022), 87 FR 18414 (Mar. 30, 2022) (File No. SR-OCC-2022-801).
    \9\ Id.
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    On May 24, 2022, the Commission requested additional information 
for consideration of the Advance Notice from OCC, pursuant to Section 
806(e)(1)(D) of the Clearing Supervision Act,\10\ which tolled the 
Commission's period of review of the Advance Notices until 120 days 
from the date the information required by the Commission was received 
by the Commission.\11\ On June 22, 2022, the Commission received OCC's 
response to the Commission's request for additional information.\12\ 
The Commission is hereby providing notice of no objection to the 
Advance Notice.
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    \10\ 12 U.S.C. 5465(e)(1)(D).
    \11\ See 12 U.S.C. 5465(e)(1)(E)(ii) and (G)(ii); Memorandum 
from the Office of Clearance and Settlement Supervision, Division of 
Trading and Markets, titled ``Commission's Request for Additional 
Information,'' available at https://www.sec.gov/comments/sr-occ-2022-801/srocc2022801-20129507-295740.pdf.
    \12\ See 12 U.S.C. 5465(e)(1)(E)(ii) and (G)(ii); Memorandum 
from the Office of Clearance and Settlement Supervision, Division of 
Trading and Markets, titled ``Response to the Commission's Request 
for Additional Information,'' available at https://www.sec.gov/comments/sr-occ-2022-801/srocc2022801-20132694-303185.pdf.
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II. Background 13
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    \13\ Capitalized terms used but not defined herein have the 
meanings specified in OCC's Rules and By-Laws, available at https://www.theocc.com/about/publications/bylaws.jsp.
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    The System for Theoretical Analysis and Numerical Simulations 
(``STANS'') is OCC's methodology for calculating margin.\14\ STANS 
includes econometric models that incorporate a number of risk factors. 
OCC defines a risk factor in STANS as a product or attribute whose 
historical data is used to estimate and simulate the risk for an 
associated product. The majority of risk factors utilized in STANS are 
the returns on individual equity securities; however, a number of other 
risk factors may be considered, including, among other things, returns 
on implied volatility.\15\
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    \14\ In February 2021, the Commission approved a proposed rule 
change by OCC to adopt a new document describing OCC's system for 
calculating daily and intraday margin requirements for its Clearing 
Members (the ``STANS Methodology Description''). See Securities 
Exchange Release No. 91079 (Feb. 8, 2021), 86 FR 9410 (Feb. 12, 
2021) (File No. SR-OCC-2020-016) (``STANS Methodology Approval'').
    \15\ Using the Black-Scholes options pricing model, the implied 
volatility is the standard deviation of the underlying asset price 
necessary to arrive at the market price of an option of a given 
strike, time to maturity, underlying asset price and the current 
risk-free rate. In December 2015, the Commission approved a proposed 
rule change and issued a Notice of No Objection to an advance notice 
filing by OCC to modify its margin methodology by more broadly 
incorporating variations in implied volatility within STANS. See 
Securities Exchange Act Release No. 76781 (Dec. 28, 2015), 81 FR 135 
(Jan. 4, 2016) (File No. SR-OCC-2015-016) and Securities Exchange 
Act Release No. 76548 (Dec. 3, 2015), 80 FR 76602 (Dec. 9, 2015) 
(File No. SR-OCC-2015-804). In December 2018, the Commission 
approved a proposed rule change and issued a Notice of No Objection 
to an advance notice filing by OCC to introduce an exponentially 
weighted moving average for the daily forecasted volatility of 
implied volatility risk factors in STANS. See Securities Exchange 
Act Release No. 84879 (Dec. 20, 2018), 83 FR 67392 (Dec. 28, 2018) 
(File No. SR-OCC-2018-014) and Securities Exchange Act Release No. 
84838 (Dec. 18, 2018), 83 FR 66791 (Dec. 27, 2018) (File No. SR-OCC-
2018-804).
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    OCC's STANS Methodology Description includes subsections on (i) 
implied volatility risk factors to measure the expected future 
volatility of an option's underlying security at expiration, (ii) a 
synthetic futures model to price specified products such as volatility 
index-based futures, and (iii) a specialized factor model to price 
variance futures.\16\ As described below, and in more detail in the 
Notice of Filing, OCC proposes the following changes:
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    \16\ See STANS Methodology Approval, 86 FR at 9411.
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    (1) implement a new model for incorporating variations in implied 
volatility within STANS for products based on the S&P 500 Index (such 
index hereinafter referred to as ``S&P 500'' and such proposed model 
being the ``S&P 500 Implied Volatility Simulation Model'');
    (2) implement a new model to calculate the theoretical values of 
futures on indexes designed to measure volatilities implied by prices 
of options on a particular underlying index (such indexes being 
``Volatility Indexes''; futures contracts on such Volatility Indexes 
being ``Volatility Index Futures''; and such proposed model being the 
``Volatility Index Futures Model''); and
    (3) replace OCC's model to calculate the theoretical values of 
exchange-traded futures contracts based on the expected realized 
variance of an underlying interest (such contracts being ``Variance 
Futures,'' and such model being the ``Variance Futures Model'').

A. S&P 500 Implied Volatility Simulation Model

    OCC considers variations in implied volatility within STANS to 
ensure that the anticipated cost of liquidating options positions in an 
account recognizes the possibility that implied volatility could change 
during the two-business day liquidation time horizon and lead to 
corresponding changes in the market prices of the options. OCC relies 
on its Implied Volatilities Scenarios Model to simulate the variations 
in implied volatility that OCC uses to re-price options within STANS 
for substantially all option contracts \17\ available to be cleared by 
OCC that have a residual tenor \18\ of less than three years. As noted 
above, OCC now proposes to implement a new model, the S&P 500 Implied 
Volatility Simulation Model, for incorporating

[[Page 43583]]

variations in implied volatility within STANS for products based on the 
S&P 500 Index.
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    \17\ OCC's Implied Volatilities Scenarios Model excludes: (i) 
binary options, (ii) options on commodity futures, (iii) options on 
U.S. Treasury securities, and (iv) Asians and Cliquets.
    \18\ The ``tenor'' of an option is the amount of time remaining 
to its expiration.
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    In the Notice of Filing, OCC stated that its current Implied 
Volatilities Scenarios Model is subject to certain limitations and 
issues.\19\ Such issues relate to (1) volatility of volatility 
forecasting; (2) volatility surface discontinuities; and (3) arbitrage 
constraints and cross-product offsets. OCC proposes to replace the 
current Implied Volatilities Scenarios Model for the S&P 500 product 
group with the proposed S&P 500 Implied Volatility Simulation Model to 
address such limitations, which are described below. OCC would continue 
to use the current Implied Volatilities Scenarios Model for the 
products other than S&P 500-based products.\20\
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    \19\ See Notice of Filing, 87 FR at 8065.
    \20\ See Notice of Filing, 87 FR at 8066, n. 32.
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    Volatility of volatility forecasting. In the current Implied 
Volatilities Scenarios Model, OCC uses a GARCH model \21\ to forecast 
the volatility of implied volatility risk factors.\22\ OCC's past 
analysis has demonstrated that the volatility changes forecasted by the 
GARCH model were extremely sensitive to sudden spikes in volatility, 
which at times resulted in margin requirements that OCC believes were 
unreasonable.\23\ OCC's current Implied Volatilities Scenarios Model 
relies on an exponentially weighted moving average \24\ of forecasted 
volatilities over a specified look-back period to reduce the model's 
sensitivity to large, sudden shocks in market volatility. OCC stated 
that reliance on an exponentially weighted moving average reduces and 
delays the impact of large implied volatility spikes, but that it does 
so in an artificial way that does not target the limitations and issues 
with the model noted above.\25\
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    \21\ The acronym ``GARCH'' refers to an econometric model that 
can be used to estimate volatility based on historical data. See 
generally Tim Bollerslev, ``Generalized Autoregressive Conditional 
Heteroskedasticity,'' Journal of Econometrics, 31(3), 307-327 
(1986).
    \22\ See Notice of Filing, 87 FR at 8064.
    \23\ See Notice of Filing, 87 FR at 8065.
    \24\ An exponentially weighted moving average is a statistical 
method that averages data in a way that gives more weight to the 
most recent observations using an exponential scheme. As noted 
above, OCC introduced an exponentially weighted moving average for 
the daily forecasted volatility of implied volatility risk factors 
in STANS in 2018. See supra note 15. OCC found that using unweighted 
daily forecasted volatilities of implied volatilities caused jumps 
in aggregate margin requirements of up to 80 percent overnight, 
which OCC believes were unreasonable. See Securities Exchange Act 
Release No. 84879 (Dec. 20, 2018), 83 FR 67392, 67393 (Dec. 28, 
2018) (File No. SR-OCC-2018-014) and Securities Exchange Act Release 
No. 84838 (Dec. 18, 2018), 83 FR 66791, 66792 (Dec. 27, 2018) (File 
No. SR-OCC-2018-804).
    \25\ See Notice of Filing, 87 FR at 8065.
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    In the proposed S&P 500 Implied Volatility Simulation Model, OCC 
would forecast volatility for S&P 500 1-month at-the-money (``ATM'') 
implied volatility based on the 30-day VVIX, Cboe's option-implied 
volatility-of-volatility index. OCC would further smooth the daily 30-
day VVIX to control for procyclicality. OCC asserted that, based on a 
performance analysis, the proposed S&P 500 Implied Volatility 
Simulation Model would (1) provide adequate margin coverages for both 
upward and downward movements of implied volatility over the margin 
risk horizon; and (2) remain stable across both time and low, medium, 
and high volatility market conditions.\26\
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    \26\ See Notice of Filing, 87 FR at 8068.
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    Volatility surface discontinuities. The current Implied 
Volatilities Scenarios Model relies on a ``nearest neighbor'' method to 
map the implied volatility surface between reference points.\27\ The 
reliance on a nearest neighbor method introduces discontinuity in the 
implied volatility curve for a given tenor. Further, the current 
Implied Volatilities Scenarios Model's use of arithmetic implied 
volatility returns can result in near-zero implied volatility in 
simulated scenarios, which OCC states is unrealistic.\28\ Additionally, 
the current model includes implied volatility scenarios for call and 
put options with the same tenor and strike price that are not equal, 
which contributes to inconsistencies in the implied volatility 
scenarios. OCC now proposes to model the implied volatility surface 
directly to generate a surface that would be smooth and continuous in 
both term structure and moneyness \29\ dimensions.\30\ Modeling the 
implied volatility surface directly rather than mapping the surface 
based on a series of reference points would simplify OCC's margin 
methodology and help avoid the discontinuities discussed above.
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    \27\ The Implied Volatilities Scenarios Model models a 
volatility surface by incorporating nine risk factors based on a 
range of tenors and option deltas. The ``delta'' of an option 
represents the sensitivity of the option price to the price of the 
underlying security.
    \28\ See Notice of Filing, 87 FR at 8065.
    \29\ The term ``moneyness'' refers to the relationship between 
the current market price of the underlying interest and the exercise 
price. See Notice of Filing, 87 FR at 8064, n. 13.
    \30\ Key risk factors driving the implied volatility surface are 
explicitly modeled within the model itself. See Notice of Filing, 87 
FR at 8067.
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    Arbitrage constraints and cross-product offsets. The current 
Implied Volatilities Scenarios Model does not impose constraints to 
ensure that simulated surfaces are arbitrage-free. Because of this 
potential for arbitrage, OCC believes the implied volatilities are not 
adequate inputs to price Variance Futures and Volatility Index Futures 
accurately, both of which assume an arbitrage-free condition.\31\ 
Further, the current Implied Volatilities Scenarios Model may not 
provide natural offsetting of risks in Clearing Member accounts that 
contain combinations of S&P 500 options, variance futures, and/or 
volatility index futures because OCC models such options and futures 
independent of each other rather than as inherently related components 
of a broader system, which could in turn result in unnecessarily large 
margin requirements for certain Clearing Members.
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    \31\ See Notice of Filing, 87 FR at 8065.
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    Under the proposed model, put and call options with the same tenors 
and strike prices would have the same implied volatility scenarios. 
Imposing such a constraint on arbitrage would be sufficient to allow 
OCC to use the output of the proposed model for margining volatility 
index futures and variance futures.\32\ Use of the proposed S&P 500 
Implied Volatility Simulation Model as an input to margining volatility 
index futures and variance futures also would, in turn, support margin 
offsets between S&P 500 options, VIX futures, and S&P 500 variance 
futures.
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    \32\ See Notice of Filing, 87 FR at 8068. OCC intends to rely on 
the output from the proposed S&P 500 Implied Volatility Simulation 
Model as an input to the proposed Volatility Index Futures Model and 
Variance Futures Model described below. See Notice of Filing, 87 FR 
at 8067.
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B. Volatility Index Futures Model

    To calculate margin for Clearing Member portfolios, OCC currently 
relies on its ``Synthetic Futures Model'' to calculate the theoretical 
value of volatility index futures, among other products.\33\ As noted 
above, OCC now

[[Page 43584]]

proposes to implement its new Volatility Index Futures model, which 
would be used to calculate the theoretical values of futures on certain 
volatility futures indexes (i.e., indexes designed to measure 
volatilities implied by prices of options on a particular underlying 
index).\34\
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    \33\ See Securities Exchange Act Release No. 85873 (May 16, 
2019), 84 FR 23620 (May 22, 2019) (File No. SR-OCC-2019-002) 
(approving a proposed rule change regarding the measurement of 
volatilities implied by prices of options on a particular underlying 
interest). OCC also applies the Synthetic Futures Model to (i) 
futures on the American Interbank Offered Rate (``AMERIBOR''); (ii) 
futures products linked to indexes comprised of continuous yield 
based on the most recently issued (i.e., ``on-the-run'') U.S. 
Treasury notes listed by Small Exchange Inc. (``Small Treasury Yield 
Index Futures''); and (iii) futures products linked to Light Sweet 
Crude Oil (WTI) listed by Small Exchange (``Small Crude Oil 
Futures''). See Securities Exchange Act Release No. 89392 (Jul. 24, 
2020), 85 FR 45938 (Jul. 30, 2020) (File No. SR-OCC-2020-007) 
(application of OCC's Synthetic Futures model to AMERIBOR futures); 
Securities Exchange Act Release No. 90139 (Oct. 8, 2020), 85 FR 
65886 (Oct. 16, 2020) (File No. SR-OCC-2020-012) (application of 
OCC's Synthetic Futures model to Small Treasury Yield Index 
Futures); Securities Exchange Act Release No. 91833 (May 10, 2021), 
86 FR 26586 (May 14, 2021) (File No. SR-OCC-2021-005) (application 
of OCC's Synthetic Futures model to Small Crude Oil Futures).
    \34\ OCC would continue to use the current Synthetic Futures 
Model to model prices for interest rate futures on AMERIBOR, Small 
Treasury Yield Index Futures and Small Crude Oil Futures. See Notice 
of Filing, 87 FR at 8065, n. 26.
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    In the Notice of Filing, OCC stated that its current Synthetic 
Futures Model is subject to certain limitations and issues.\35\ First, 
the current Synthetic Futures Model relies on a GARCH variance forecast 
that, as noted above, is sensitive to large volatility shocks. OCC 
mitigates this sensitivity by imposing a floor for variance estimates 
based on the underlying index (e.g., VIX). The proposed Volatility 
Index Futures Model would instead rely on a direct link between the 
volatility index futures price and the underlying S&P 500 options price 
to mitigate the model's sensitivity to large volatility shocks. Such a 
link would come from reliance on the output of the proposed S&P 500 
Implied Volatility Simulation Model, which does not rely on a GARCH 
process and, therefore, the input to the proposed Volatility Index 
Futures Model would not have the same sensitivity to large volatility 
shocks as the current Synthetic Futures Model.
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    \35\ See Notice of Filing, 87 FR at 8066.
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    Second, the current Synthetic Futures Model makes the rolling 
volatility futures contracts take on different variances from 
calibration at futures roll dates, which could translate to jumps in 
margin. The proposed Volatility Index Futures Model would be based on 
an entirely different approach that would not incorporate the same 
potential jumps in margin. Specifically, OCC proposes to adopt a 
parameter-free approach based on the replication of log-contract, which 
measures the expected realized volatility using S&P 500 options, as 
discussed in Cboe's VIX white paper.\36\
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    \36\ See Cboe, VIX White Paper (2019), available at https://www.cboe.com/micro/vix/vixwhite.pdf.
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    As described in the confidential exhibits OCC submitted with the 
Advance Notice, the proposed Volatility Index Futures Model would 
provide more consistent margin coverage across the term structure when 
compared to the current Synthetic Futures Model. Based on OCC's 
testing, the proposed model would continue to provide adequate margin 
coverage during periods of low and high volatility as well as for 
short-term futures. Further, the proposed model would provide for more 
efficient margin coverage for VIX futures portfolios hedged with S&P 
500 options.

C. Variance Futures Model

    Variance futures are commodity futures for which the underlying 
interest is a variance. OCC's current model for calculating the 
theoretical value of variance futures, adopted in 2007, is an 
econometric model designed to capture long- and short-term conditional 
variance of the underlying S&P 500 to generate variance futures prices. 
OCC now proposes to replace its current model for margining variance 
futures with the proposed Variance Futures Model, which would be based 
on a replication technique using the log-contract to price variance 
futures similar to the proposed Volatility Index Futures Model.\37\
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    \37\ This approach is based on Cboe's published method for 
pricing S&P 500 variance futures. See Cboe, S&P 500 Variance Futures 
Contract Specification (Dec. 10, 2012), available at http://www.cboe.com/products/futures/va-s-p-500-variance-futures/contract-specifications.
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    OCC believes that its current model for margining variance futures 
has several disadvantages.\38\ First, OCC currently models variance 
futures by simulating a final settlement price rather than a near-term 
variance futures price, which is not consistent with OCC's two-day 
liquidation horizon.\39\ The proposed Variance Futures Model would 
simulate a near-term variance futures price rather than a final 
settlement price, consistent with OCC's two-day liquidation assumption.
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    \38\ See Notice of Filing, 87 FR at 8066.
    \39\ OCC's processes for managing the default of a Clearing 
Member assume that OCC can close out the defaulter's portfolio 
within two days of default.
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    Second, similar to the Implied Volatilities Scenarios Model and 
Synthetic Futures Model, OCC's current model for margining variance 
futures relies on a GARCH model that OCC believes: (1) does not provide 
appropriate risk offsets with other instruments inherently related to 
the S&P 500 implied volatility and (2) does not generate margin 
requirements that are sufficiently conservative for short positions and 
aggressive for long positions to avoid causing model backtesting 
failures.\40\
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    \40\ See Notice of Filing, 87 FR at 8066.
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    Instead of relying on a GARCH variance forecast, the proposed 
Variance Futures Model would approximate the implied component of 
variance futures (i.e., the unrealized variance) based on option prices 
generated using the proposed S&P 500 Implied Volatility Simulation 
Model. As described in the confidential exhibits OCC submitted with the 
Advance Notice, this would significantly reduce long-side coverage 
exceedances relative to the current model while maintaining coverage 
for periods of low and high volatility. It would also offer offsets for 
variance futures with the options of the same underlying security.

III. Discussion and Notice of No Objection

    Although the Clearing Supervision Act does not specify a standard 
of review for an advance notice, the stated purpose of the Clearing 
Supervision Act is instructive: to mitigate systemic risk in the 
financial system and promote financial stability by, among other 
things, promoting uniform risk management standards for SIFMUs and 
strengthening the liquidity of SIFMUs.\41\
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    \41\ See 12 U.S.C. 5461(b).
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    Section 805(a)(2) of the Clearing Supervision Act authorizes the 
Commission to prescribe regulations containing risk management 
standards for the payment, clearing, and settlement activities of 
designated clearing entities engaged in designated activities for which 
the Commission is the supervisory agency.\42\ Section 805(b) of the 
Clearing Supervision Act provides the following objectives and 
principles for the Commission's risk management standards prescribed 
under Section 805(a): \43\
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    \42\ 12 U.S.C. 5464(a)(2).
    \43\ 12 U.S.C. 5464(b).
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     to promote robust risk management;
     to promote safety and soundness;
     to reduce systemic risks; and
     to support the stability of the broader financial system.
    Section 805(c) provides, in addition, that the Commission's risk 
management standards may address such areas as risk management and 
default policies and procedures, among other areas.\44\
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    \44\ 12 U.S.C. 5464(c).
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    The Commission has adopted risk management standards under Section 
805(a)(2) of the Clearing Supervision Act and Section 17A of the 
Exchange Act (the ``Clearing Agency Rules'').\45\ The Clearing Agency 
Rules require, among other things, each covered clearing agency to 
establish, implement, maintain, and enforce written policies

[[Page 43585]]

and procedures that are reasonably designed to meet certain minimum 
requirements for its operations and risk management practices on an 
ongoing basis.\46\ As such, it is appropriate for the Commission to 
review advance notices against the Clearing Agency Rules and the 
objectives and principles of these risk management standards as 
described in Section 805(b) of the Clearing Supervision Act. As 
discussed below, the Commission believes the changes proposed in the 
Advance Notice are consistent with the objectives and principles 
described in Section 805(b) of the Clearing Supervision Act,\47\ and in 
the Clearing Agency Rules, in particular Rule 17Ad-22(e)(6).\48\
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    \45\ 17 CFR 240.17Ad-22. See Securities Exchange Act Release No. 
68080 (Oct. 22, 2012), 77 FR 66220 (Nov. 2, 2012) (S7-08-11). See 
also Covered Clearing Agency Standards, 81 FR 70786. OCC is a 
``covered clearing agency'' as defined in Rule 17Ad-22(a)(5).
    \46\ 17 CFR 240.17Ad-22.
    \47\ 12 U.S.C. 5464(b).
    \48\ 17 CFR 240.17Ad-22(e)(6).
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A. Consistency With Section 805(b) of the Clearing Supervision Act

    The Commission believes that the proposal contained in OCC's 
Advance Notice is consistent with the stated objectives and principles 
of Section 805(b) of the Clearing Supervision Act. Specifically, as 
discussed below, the Commission believes that the changes proposed in 
the Advance Notice are consistent with promoting robust risk 
management, promoting safety and soundness, reducing systemic risks, 
and supporting the stability of the broader financial system.\49\
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    \49\ 12 U.S.C. 5464(b).
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    The Commission believes that the Advance Notice is consistent with 
promoting robust risk management as well as safety and soundness 
because, based on the confidential information provided by OCC and 
reviewed by the Commission, the proposed models provide for margin 
coverage levels that are consistent with, and in certain instances 
(e.g., long-side variance futures coverage) better than, the current 
models. The proposed models would also simplify OCC's methodology for 
simulating variations in implied volatilities while simultaneously 
supporting offsets for products with the same underlying (e.g., 
volatility and variance products based on the S&P 500). The Commission 
believes that providing for such offsets would more accurately 
represent the relationship between the products OCC clears. Ensuring 
that OCC's margin models accurately reflect the relationships between 
the products OCC clears would, in turn, facilitate OCC's ability to set 
margins that more accurately reflect the risks posed by such products. 
Additionally, providing for such offsets could reduce the likelihood 
that Clearing Members would be required to provide additional financial 
resources unnecessarily, which, in turn, could reduce the strain on 
such members during stress market conditions.
    Further, the Commission believes that, to the extent the proposed 
changes are consistent with promoting OCC's safety and soundness, they 
are also consistent with supporting the stability of the broader 
financial system. OCC has been designated as a SIFMU, in part, because 
its failure or disruption could increase the risk of significant 
liquidity or credit problems spreading among financial institutions or 
markets.\50\ The Commission believes that the proposed changes would 
support OCC's ability to continue providing services to the options 
markets by addressing losses and shortfalls arising out of the default 
of a Clearing Member. OCC's continued operations would, in turn, help 
support the stability of the financial system by reducing the risk of 
significant liquidity or credit problems spreading among market 
participants that rely on OCC's central role in the options market.
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    \50\ See Financial Stability Oversight Council (``FSOC'') 2012 
Annual Report, Appendix A, https://home.treasury.gov/system/files/261/here.pdf (last visited Feb. 17, 2022).
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    Accordingly, and for the reasons stated above, the Commission 
believes the changes proposed in the Advance Notice are consistent with 
Section 805(b) of the Clearing Supervision Act.\51\
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    \51\ 12 U.S.C. 5464(b).
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B. Consistency With Rule 17Ad-22(e)(6) Under the Exchange Act

    Rule 17Ad-22(e)(6)(i) under the Exchange Act requires that a 
covered clearing agency establish, implement, maintain, and enforce 
written policies and procedures reasonably designed to cover, if the 
covered clearing agency provides central counterparty services, its 
credit exposures to its participants by establishing a risk-based 
margin system that, among other things, (1) considers, and produces 
margin levels commensurate with, the risks and particular attributes of 
each relevant product, portfolio, and market \52\ and (2) calculates 
sufficient margin to cover its potential future exposure to 
participants in the interval between the last margin collection and the 
close out of positions following a participant default.\53\
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    \52\ 17 CFR 240.17Ad-22(e)(6)(i).
    \53\ 17 CFR 240.17Ad-22(e)(6)(iii).
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    As described above, the proposed models would remove the reliance 
on GARCH models that have demonstrated extreme sensitivity to sudden 
spikes in volatility. The Commission believes that such reactivity can 
produce instability and in certain instances over or underestimation of 
margin requirements.\54\ The proposed models would also replace the 
modeling techniques that currently allow for discontinuities and jumps 
in margin (e.g., simulating scenarios with near-zero implied 
volatility). Such discontinuities and jumps in margin may, in turn, 
lead to disparate margin requirements for instruments with similar risk 
profiles. Further, OCC's proposed reliance on output from the proposed 
S&P 500 Implied Volatility Simulation Model as an input to the 
Volatility Index Futures model and Variance Futures model would capture 
the natural risk offsets between inherently related products. Providing 
for such offsets would more accurately represent the relationship 
between the products OCC clears. Ensuring that OCC's margin models 
accurately reflect the relationships between the products OCC clears 
would, in turn, facilitate OCC's ability to set margins that more 
accurately reflect the risks posed by such products. Further, providing 
for such offsets could reduce the likelihood that Clearing Members 
would be required to provide additional financial resources 
unnecessarily, which, in turn, could reduce the strain on such members 
during stress market conditions. Additionally, the proposed Variance 
Futures model would simulate a near-term variance futures price rather 
than a final settlement price, which is consistent with the risks OCC 
would face in the event of a Clearing Member default.
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    \54\ For example, OCC's current model would have increased 
aggregate margin requirements by 80 percent overnight in response to 
the increased volatility observed on February 5, 2018. See 
Securities Exchange Act Release No. 84879 (Dec. 20, 2018), 83 FR 
67392, 67393 (Dec. 28, 2018).
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    In response to the Notice of Filing,\55\ the Commission received a 
comment opposing the proposal on the basis that the change would reduce 
margins to a level that could ensure some Clearing Members would fail, 
with expenses borne by ``direct investors.'' \56\ The

[[Page 43586]]

commenter's assertions, however, are inconsistent with the confidential 
performance data provided by OCC. The confidential information provided 
by OCC includes backtesting data demonstrating how the proposed models 
would have performed had they been in production at OCC from February 
2018 through February 2021. This backtesting period includes the period 
of increased volatility observed on February 5, 2018 that demonstrated 
the reactivity of OCC's current models.\57\ The confidential 
information provided by OCC and reviewed by the Commission demonstrates 
that, overall, the proposed models perform better than OCC's current 
models with regard to setting margin requirements to cover exposures 
presented by Clearing Member portfolios.\58\
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    \55\ See Notice of Filing, at 87 FR 8063.
    \56\ Comment from Mary (Feb. 7, 2022), available at https://www.sec.gov/comments/sr-occ-2022-001/srocc2022001-20114809-267072.htm. The commenter also raised a concern regarding the 
confidentiality of certain exhibits. Id. OCC asserted that the 
exhibits to the filing were entitled to confidential treatment 
because they contained commercial and financial information that is 
not customarily released to the public and is treated as the private 
information of OCC. Under Section 23(a)(3) of the Exchange Act, the 
Commission is not required to make public statements filed with the 
Commission in connection with a proposed rule change of a self-
regulatory organization if the Commission could withhold the 
statements from the public in accordance with the Freedom of 
Information Act (``FOIA''), 5 U.S.C. 552. 15 U.S.C. 78w(a)(3). The 
Commission has reviewed the documents for which OCC requests 
confidential treatment and concludes that they could be withheld 
from the public under the FOIA. FOIA Exemption 4 protects 
confidential commercial or financial information. 5 U.S.C. 
552(b)(4). Under Exemption 4, information is confidential if it ``is 
both customarily and actually treated as private by its owner and 
provided to government under an assurance of privacy.'' Food 
Marketing Institute v. Argus Leader Media, 139 S. Ct. 2356, 2366 
(2019). In its requests for confidential treatment, OCC stated that 
it has not disclosed the confidential exhibits to the public, and 
the information is the type that would not customarily be disclosed 
to the public. In addition, by requesting confidential treatment, 
OCC had an assurance of privacy because the Commission generally 
protects information that can be withheld under Exemption 4. Thus, 
the Commission has determined to accord confidential treatment to 
the confidential exhibits.
    \57\ See supra footnote 54.
    \58\ The Commission received other comments generally asserting 
that the proposal would reduce margin at the expense of retail 
investors and that there is a need to ``lower the amount of leverage 
in the system.'' As described above, the backtesting data provided 
by OCC demonstrates that the proposed models would set margin 
requirements that more effectively cover exposures presented by 
Clearing Member portfolios, which include customer positions.
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    Accordingly, the Commission believes that the proposed model 
changes are consistent with Rule 17Ad-22(e)(6) under the Exchange 
Act.\59\
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    \59\ 17 CFR 240.17Ad-22(e)(6).
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IV. Conclusion

    It is therefore noticed, pursuant to Section 806(e)(1)(I) of the 
Clearing Supervision Act, that the Commission does not object to 
Advance Notice (SR-OCC-2022-801) and that OCC is authorized to 
implement the proposed change as of the date of this notice or the date 
of an order by the Commission approving proposed rule change SR-OCC-
2022-001, whichever is later.

    By the Commission.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-15525 Filed 7-20-22; 8:45 am]
BILLING CODE 8011-01-P


