Notice2022-06102
Self-Regulatory Organizations; Cboe Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Extend the Pilot Period Related to the Market-Wide Circuit Breaker in Rule 5.22 to April 18, 2022
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Published
March 23, 2022
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 87 Issue 56 (Wednesday, March 23, 2022)</title>
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[Federal Register Volume 87, Number 56 (Wednesday, March 23, 2022)]
[Notices]
[Pages 16512-16515]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2022-06102]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-94454; File No. SR-CBOE-2022-013]
Self-Regulatory Organizations; Cboe Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Extend
the Pilot Period Related to the Market-Wide Circuit Breaker in Rule
5.22 to April 18, 2022
March 17, 2022.
Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the ``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given
that on March 17, 2022, Cboe Exchange, Inc. (the ``Exchange'' or ``Cboe
Options'') 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 Exchange. The Exchange
filed the proposal as a ``non-controversial'' proposed rule change
pursuant to Section 19(b)(3)(A)(iii) of the Act \3\ and Rule 19b-
4(f)(6) thereunder.\4\ The Commission is publishing this notice to
solicit comments on the proposed rule change from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A)(iii).
\4\ 17 CFR 240.19b-4(f)(6).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
Cboe Exchange, Inc. (the ``Exchange'' or ``Cboe Options'') proposes
to extend the pilot period related to the market-wide circuit breaker
in Rule 5.22 to April 18, 2022. The text of the proposed rule change is
provided in Exhibit 5. The text of the proposed rule change is provided
in Exhibit 5.
The text of the proposed rule change is also available on the
Exchange's website (<a href="https://www.cboe.com/AboutCBOE/CBOELegalRegulatoryHome.aspx">https://www.cboe.com/AboutCBOE/CBOELegalRegulatoryHome.aspx</a>), at the Exchange's Office of the Secretary, and at the
Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to extend the pilot related to the market-
wide circuit breaker in Rule 5.22 to the close of business on April 18,
2022.
Background
The Market-Wide Circuit Breaker (``MWCB'') rules, including the
Exchange's Rule 5.22, provide an important, automatic mechanism that is
invoked to promote stability and investor confidence during periods of
significant stress when cash equities securities experience extreme
market-wide declines. The MWCB rules are designed to slow the effects
of extreme price declines through coordinated trading halts across both
cash equity and equity options securities markets.
The cash equities rules governing MWCBs were first adopted in 1988
and, in 2012, all U.S. cash equity exchanges and FINRA amended their
cash equities uniform rules on a pilot basis (the ``Pilot Rules'',
including Exchange Rule 5.22).\5\
[[Page 16513]]
The Securities and Exchange Commission (the ``Commission'') approved
the Pilot Rules, the term of which was to coincide with the pilot
period for the Plan to Address Extraordinary Market Volatility Pursuant
to Rule 608 of Regulation NMS (the ``LULD Plan''),\6\ including any
extensions to the pilot period for the LULD Plan. Though the LULD Plan
was primarily designed for equity markets, the Exchange believed it
would, indirectly, potentially impact the options markets as well.
Thus, the Exchange has previously adopted and amended Rule 5.22 \7\ (as
well as other options pilot rules) to ensure the option markets were
not harmed as a result of the Plan's implementation and implemented
such rule on a pilot basis that has coincided with the pilot period for
the Plan.\8\ In April 2019, the Commission approved an amendment to the
LULD Plan for it to operate on a permanent, rather than pilot,
basis.\9\ In light of the proposal to make the LULD Plan permanent, the
Exchange amended Rule 5.22 to untie the pilot's effectiveness from that
of the LULD Plan and to extend the pilot's effectiveness to the close
of business on October 18, 2019.\10\ The Exchange subsequently amended
Rule 5.22 to extend the pilot to the close of business on October 18,
2020,\11\ October 18, 2021,\12\ and March 18, 2022.\13\ The Exchange
now proposes to amend Rule 5.22 to extend the pilot to the close of
business on April 18, 2022. This filing does not propose any
substantive or additional changes to Rule 5.22.
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\5\ See Securities Exchange Act Release No. 67090 (May 31,
2012), 77 FR 33531 (June 6, 2012) (SR-BATS-2011-038; SR-BYX-2011-
025; SR-BX-2011-068; SR-CBOE-2011-087; SR-C2-2011-024; SR-CHX-2011-
30; SR-EDGA-2011-31; SR-EDGX-2011-30; SR-FINRA-2011-054; SR-ISE-
2011-61; SR-NASDAQ-2011-131; SR-NSX-2011-11; SR-NYSE-2011-48;
SRNYSEAmex-2011-73; SR-NYSEArca-2011-68; SR-Phlx-2011-129) (``Pilot
Rules Approval Order'').
\6\ See Securities Exchange Act Release No. 67091 (May 31,
2012), 77 FR 33498 (June 6, 2012). The LULD Plan provides a
mechanism to address extraordinary market volatility in individual
securities.
\7\ In October 2019, the Exchange restructured its Rulebook and
relocated previous Rule 6.3B, governing the MWCB mechanism, to
current Rule 5.22. No substantive changes were made to the rule. See
Securities Exchange Act Release No. 87224 (October 4, 2019), 84 FR
54652 (October 10, 2019) (SR-CBOE-2019-081).
\8\ See Securities Exchange Act Release Nos. 65438 (September
28, 2011), 76 FR 61447 (October 4, 2011) (SR-CBOE-2011-087)
(amending Rule 5.22, prior Rule 6.3B, for determining when to halt
trading in all stocks and stock options due to extraordinary market
volatility); 68770 (January 30, 2013), 78 FR 8211 (February 5, 2013)
(SR-CBOE-2013-011) (amending Rule 5.22, prior Rule 6.3B, to delay
the operative date of the pilot to coincide with the initial date of
operations of the Plan); and 85616 (April 11, 2019), 84 FR 16093
(April 17, 2019) (SR-CBOE-2019-020) (proposal to extend the pilot
for certain options pilots, including Rule 5.22, prior Rule 6.3B).
\9\ See Securities Exchange Act Release No. 85623 (April 11,
2019), 84 FR 16086 (April 17, 2019) (Order Approving Amendment No.
18).
\10\ See Securities Exchange Act Release No. 85616 (April 11,
2019), 84 FR 16093 (April 17, 2019) (SR-CBOE-2019-020) (proposal to
extend the pilot for certain options pilots, including Rule 5.22,
prior Rule 6.3B).
\11\ See Securities Exchange Act Release No. 87341 (October 18,
2019), 84 FR 57081 (October 24, 2019) (SR-CBOE-2020-100).
\12\ See Securities Exchange Act Release No. 90165 (October 13,
2020), 85 FR 66391 (October 19, 2020) (SR-CBOE-2020-098).
\13\ See Securities Exchange Act Release No. 93372 (October 18,
2021), 86 FR 58709 (October 22, 2021) (SR-CBOE-2021-060).
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As stated above, because all U.S. equity exchanges and FINRA
adopted uniform Pilot Rules relating to market-wide circuit breakers in
2012, the Exchange, too, adopted a MWCB mechanism on a pilot basis
pursuant to Rule 5.22. Pursuant to Rule 5.22, a market-wide trading
halt will be triggered if the S&P 500 Index declines in price by
specified percentages from the prior day's closing price of that index.
Currently, the triggers are set at three circuit breaker thresholds: 7%
(Level 1), 13% (Level 2), and 20% (Level 3). A market decline that
triggers a Level 1 or Level 2 halt after 9:30 a.m. ET and before 3:25
p.m. ET would halt market-wide trading for 15 minutes, while a similar
market decline at or after 3:25 p.m. ET would not halt market-wide
trading. A market decline that triggers a Level 3 halt, at any time
during the trading day, would halt market-wide trading for the
remainder of the trading day.
The MWCB Task Force and the March 2020 MWCB Events
In late 2019, Commission staff requested the formation of a MWCB
Task Force (``Task Force'') to evaluate the operation and design of the
MWCB mechanism. The Task Force included representatives from the SROs,
the Commission, CME, the Commodity Futures Trading Commission
(``CFTC''), and the securities industry and conducted several
organizational meetings in December 2019 and January 2020. In Spring
2020, the MWCB mechanism proved itself to be an effective tool for
protecting markets through turbulent times. In March 2020, at the
outset of the worldwide COVID-19 pandemic, U.S. equities markets
experienced four MWCB Level 1 halts, on March 9, 12, 16, and 18, 2020.
In each instance, the markets halted as intended upon a 7% drop in the
S&P 500 Index, and resumed as intended 15 minutes later.
In response to these events, in the Spring and Summer of 2020, the
Task Force held ten meetings that were attended by Commission staff,
with the goal of performing an expedited review of the March 2020 halts
and identifying any areas where the MWCB mechanism had not worked
properly. Given the risk of unintended consequences, the Task Force did
not recommend changes that were not rooted in a noted deficiency. The
Task Force recommended creating a process for a backup reference price
in the event that SPX were to become unavailable, and enhancing
functional MWCB testing. The Task Force also asked CME to consider
modifying its rules to enter into a limit-down state in the futures
pre-market after a 7% decline instead of 5%. CME made the requested
change, which became effective on October 12, 2020.\14\
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\14\ See <a href="https://www.cmegroup.com/content/dam/cmegroup/market-regulation/rulefilings/2020/9/20-392_1.pdf">https://www.cmegroup.com/content/dam/cmegroup/market-regulation/rulefilings/2020/9/20-392_1.pdf</a>; <a href="https://www.cmegroup.com/content/dam/cmegroup/marketregulation/rule-filings/2020/9/20-392_2.pdf">https://www.cmegroup.com/content/dam/cmegroup/marketregulation/rule-filings/2020/9/20-392_2.pdf</a>.
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The MWCB Working Group's Study
On September 17, 2020, the Director of the Commission's Division of
Trading and Markets asked the SROs to conduct a more complete study of
the design and operation of the Pilot Rules and the LULD Plan during
the period of volatility in the Spring of 2020. In response to the
request, the SROs created a MWCB ``Working Group'' composed of SRO
representatives and industry advisers that included members of the
advisory committees to both the LULD Plan and the NMS Plans governing
the collection, consolidation, and dissemination of last-sale
transaction reports and quotations in NMS Stocks. The Working Group met
regularly from September 2020 through March 2021 to consider the
Commission's request, review data, and compile its study. The Working
Group's efforts in this respect incorporated and built on the work of
an MWCB Task Force. The Working Group submitted its study to the
Commission on March 31, 2021 (the ``Study'').\15\ In addition to a
timeline of the MWCB events in March 2020, the Study includes a summary
of the analysis and recommendations of the MWCB Task Force; an
evaluation of the operation of the Pilot Rules during the March 2020
events; an evaluation of the design of the current MWCB system; and the
Working Group's conclusions and recommendations.
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\15\ See Report of the Market-Wide Circuit Breaker (``MWCB'')
Working Group Regarding the March 2020 MWCB Events, submitted March
31, 2021 (the ``Study''), available at <a href="https://www.nyse.com/publicdocs/nyse/markets/nyse/Report_of_the_MarketWide_Circuit_Breaker_Working_Group.pdf">https://www.nyse.com/publicdocs/nyse/markets/nyse/Report_of_the_MarketWide_Circuit_Breaker_Working_Group.pdf</a>.
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In the Study, the Working Group concluded: (1) The MWCB mechanism
[[Page 16514]]
set out in the Pilot Rules worked as intended during the March 2020
events; (2) the MWCB halts triggered in March 2020 appear to have had
the intended effect of calming volatility in the market, without
causing harm; (3) the design of the MWCB mechanism with respect to
reference value (SPX), trigger levels (7%/13%/20%), and halt times (15
minutes) is appropriate; (4) the change implemented in Amendment 10 to
the Plan to Address Extraordinary Market Volatility (the ``Limit Up/
Limit Down Plan'' or ``LULD Plan'') did not likely have any negative
impact on MWCB functionality; and (5) no changes should be made to the
mechanism to prevent the market from halting shortly after the opening
of regular trading hours at 9:30 a.m. In light of the foregoing
conclusions, the Working Group also made several recommendations,
including that the Pilot Rules should be permanent without any
changes.\16\
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\16\ See id. at 46
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Proposal To Extend the Operation of the Pilot Rules Pending the
Commission's Consideration of the New York Stock Exchange LLC's Filing
To Make the Pilot Rules Permanent
On July 16, 2021, an SRO member of the Working Group, the New York
Stock Exchange (``NYSE''), proposed a rule change to make the Pilot
Rules permanent, consistent with the Working Group's
recommendations.\17\ On August 27, 2021, the Commission extended its
time to consider the proposed rule change to October 20, 2021.\18\ On
September 30, 2021, the Commission initiated proceedings to determine
whether to approve or disapprove the proposed rule change.\19\ On
January 7, 2022, the Commission extended its time to approve or
disapprove the proposed rule change by an additional 60 days, to March
19, 2022.\20\ The Exchange understands that upon approval of this
proposal, the other national securities exchanges and FINRA, including
the Exchange, will also submit substantively identical proposals to the
Commission. The Exchange now proposes to extend the expiration date of
the Pilot Rules to the end of business on April 18, 2022.
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\17\ See Securities Exchange Act Release No. 92428 (July 16,
2021), 86 FR 38776 (July 22, 2021) (SR-NYSE-2021-40) (the ``NYSE
Proposal'').
\18\ See Securities Exchange Act Release No. 92785A (August 27,
2021), 86 FR 50202 (September 7, 2021) (SR-NYSE-2021-40).
\19\ See Securities Exchange Act Release No. 93212 (September
30, 2021), 86 FR 55066 (October 5, 2021) (SR-NYSE-2021-40).
\20\ See Securities Exchange Act Release No. 93933 (January 7,
2022), 87 FR 2189 (January 13, 2022) (SR-NYSE-2021-40).
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2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Securities Exchange Act of 1934 (the ``Act'') and the rules and
regulations thereunder applicable to the Exchange and, in particular,
the requirements of Section 6(b) of the Act.\21\ Specifically, the
Exchange believes the proposed rule change is consistent with the
Section 6(b)(5) \22\ requirements that the rules of an exchange be
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 regulating, clearing,
settling, processing information with respect to, and 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. Additionally,
the Exchange believes the proposed rule change is consistent with the
Section 6(b)(5) \23\ requirement that the rules of an exchange not be
designed to permit unfair discrimination between customers, issuers,
brokers, or dealers.
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\21\ 15 U.S.C. 78f(b).
\22\ 15 U.S.C. 78f(b)(5).
\23\ Id.
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The MWCB mechanism under Rule 5.22 is an important, automatic
mechanism that is invoked to promote stability and investor confidence
during a period of significant stress when securities markets
experience extreme broad-based declines. Extending the market-wide
circuit breaker pilot for an additional month would ensure the
continued, uninterrupted operation of a consistent mechanism to halt
trading across the U.S. markets while the Commission reviews the NYSE
Proposal change to make the Pilot Rules permanent.
The Exchange also believes that the proposed rule change promotes
just and equitable principles of trade in that it promotes transparency
and uniformity across markets concerning when and how to halt trading
in all stocks as a result of extraordinary market volatility. Based on
the foregoing, the Exchange believes the benefits to market
participants from the MWCB under Rule 5.22 should continue on a pilot
basis because the MWCB will promote fair and orderly markets and
protect investors and the public interest.
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition not necessary or appropriate in
furtherance of the purposes of the Act because the proposal would
ensure the continued, uninterrupted operation of a consistent mechanism
to halt trading across the U.S. markets while the Commission reviews
the proposed rule change to make the Pilot Rules permanent.
Further, the Exchange understands that FINRA and other national
securities exchanges will file proposals to extend their rules
regarding the market-wide circuit breaker pilot. Thus, the proposed
rule change will help to ensure consistency across market centers
without implicating any competitive issues.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange neither solicited nor received comments on the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule change does not:
A. Significantly affect the protection of investors or the public
interest;
B. impose any significant burden on competition; and
C. become operative for 30 days from the date on which it was
filed, or such shorter time as the Commission may designate, it has
become effective pursuant to Section 19(b)(3)(A) of the Act \24\ and
Rule 19b-4(f)(6) \25\ thereunder.
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\24\ 15 U.S.C. 78s(b)(3)(A).
\25\ 17 CFR 240.19b-4(f)(6).
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A proposed rule change filed under Rule 19b-4(f)(6) \26\ normally
does not become operative prior to 30 days after the date of the
filing. However, pursuant to Rule 19b-4(f)(6)(iii),\27\ the Commission
may designate a shorter time if such action is consistent with the
protection of investors and the public interest. The Exchange asked
that the Commission waive the 30-day operative delay so that the
proposal may become operative immediately upon filing. Extending the
Pilot Rules' effectiveness to the close of business on April 18, 2022
will extend the protections provided by the Pilot Rules, which would
otherwise expire in less than 30-
[[Page 16515]]
days. Waiver of the operative delay would therefore permit
uninterrupted continuation of the MWCB pilot while the Commission
reviews the NYSE's proposed rule change to make the Pilot Rules
permanent. Therefore, the Commission hereby waives the 30-day operative
delay and designates the proposed rule change as operative upon
filing.\28\
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\26\ 17 CFR 240.19b-4(f)(6).
\27\ 17 CFR 240.19b-4(f)(6)(iii).
\28\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
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At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act. If the Commission
takes such action, the Commission will institute proceedings to
determine whether the proposed rule change should be approved or
disapproved.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:
Electronic Comments
<bullet> Use the Commission's internet comment form (<a href="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>); or
<bullet> Send an email to <a href="/cdn-cgi/l/email-protection#98eaedf4fdb5fbf7f5f5fdf6ecebd8ebfdfbb6fff7ee"><span class="__cf_email__" data-cfemail="e89a9d848dc58b8785858d869c9ba89b8d8bc68f879e">[email protected]</span></a>. Please include
File Number SR-CBOE-2022-013 on the subject line.
Paper Comments
<bullet> 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-CBOE-2022-013. 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 (<a href="https://www.sec.gov/rules/sro.shtml">https://www.sec.gov/rules/sro.shtml</a>). 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-CBOE-2022-013
and should be submitted on or before April 13, 2022.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\29\
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\29\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2022-06102 Filed 3-22-22; 8:45 am]
BILLING CODE 8011-01-P
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