Notice2025-09968
Self-Regulatory Organizations; BOX Exchange LLC; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend Section IV.B. (PIP and COPIP Transactions) of the Fee Schedule for Trading on the BOX Options Market LLC Facility and Add Incentives for Auction and Non-Auction Public Customer Order Flow
Primary source
Metadata and text below are from the Federal Register, a public-domain U.S. government work. Always verify the official published version before relying on it for any legal matter.
Published
June 3, 2025
Issuing agencies
Securities and Exchange Commission
Full Text
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<title>Federal Register, Volume 90 Issue 105 (Tuesday, June 3, 2025)</title>
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[Federal Register Volume 90, Number 105 (Tuesday, June 3, 2025)]
[Notices]
[Pages 23577-23581]
From the Federal Register Online via the Government Publishing Office [<a href="http://www.gpo.gov">www.gpo.gov</a>]
[FR Doc No: 2025-09968]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-103136; File No. SR-BOX-2025-14]
Self-Regulatory Organizations; BOX Exchange LLC; Notice of Filing
and Immediate Effectiveness of a Proposed Rule Change To Amend Section
IV.B. (PIP and COPIP Transactions) of the Fee Schedule for Trading on
the BOX Options Market LLC Facility and Add Incentives for Auction and
Non-Auction Public Customer Order Flow
May 28, 2025.
Pursuant to Section 19(b)(1) under the Securities Exchange Act of
1934 (the ``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby
given that on May 14, 2025, BOX Exchange LLC (``Exchange'') filed with
the Securities and Exchange Commission (``Commission'') the proposed
rule change as described in Items I and II below, which Items have been
prepared by the Exchange. The Exchange filed the proposed rule change
pursuant to Section 19(b)(3)(A)(ii) of the Act,\3\ and Rule 19b-4(f)(2)
thereunder,\4\ which renders the proposal effective upon filing with
the Commission. 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)(ii).
\4\ 17 CFR 240.19b-4(f)(2).
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I. Self-Regulatory Organization's Statement of the Terms of the
Substance of the Proposed Rule Change
The Exchange is filing with the Securities and Exchange Commission
(``Commission'') a proposed rule change to amend the Fee Schedule on
the BOX Options Market LLC (``BOX'') options facility. The Exchange
proposes to amend Section IV.B. (PIP and COPIP Transactions) of the Fee
Schedule for trading on BOX to add incentives for Auction and Non-
Auction Public Customer \5\ order flow. Specifically, the Exchange is
proposing to adopt new Section IV.B.3 (National Customer Volume
Incentives) to provide an additional method based on national Customer
Auction and Non-Auction transaction volume in multiply-listed options
\6\ for Participants to qualify for Tier 2 in Section IV.B.1, to be
assessed the lowest Primary Improvement Order fees, and Tier 4 in
Section IV.B.2, to receive the highest BOX Volume Rebate. The Exchange
is also proposing to renumber old Section IV.B.3 as Section IV.B.4 to
correspond with the proposed new Section IV.B.3. The text of the
proposed rule change is available from the principal office of the
Exchange, at
[[Page 23578]]
the Commission's Public Reference Room and also on the Exchange's
internet website at <a href="https://rules.boxexchange.com/rulefilings">https://rules.boxexchange.com/rulefilings</a>.
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\5\ ``Public Customer'' means a person that is not a broker or
dealer in securities and ``Public Customer Order'' means an order
for the account of a Public Customer. See Rule 100(a)(53) and (54).
\6\ National Customer volume in multiply-listed options is
obtained directly from The Options Clearing Corporation (``OCC'')
and includes transactions that are cleared by the OCC in the
``customer'' range. Stated differently, Customer volume is volume
obtained from the OCC that is neither Firm nor Market Maker volume.
See, e.g., <a href="https://www.theocc.com/market-data/market-data-reports/volume-and-open-interest/volume-by-account-type">https://www.theocc.com/market-data/market-data-reports/volume-and-open-interest/volume-by-account-type</a>. The Exchange
believes generally that volume designated as Public Customer and
Professional Customer on BOX is included in Customer volume by the
OCC. The Exchange also believes generally that volume designated as
Broker Dealer volume on BOX may be included in either Customer or
Firm volume by the OCC.
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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 amend the Fee Schedule for trading on BOX
to add incentives for Auction and Non-Auction Public Customer order
flow.\7\ Specifically, the Exchange is proposing to adopt new Section
IV.B.3 (National Customer Volume Incentives) to provide an additional
method based on national Customer volume in multiply-listed options for
Participants to qualify for Tier 2 in Section IV.B.1, to be assessed
the lowest Primary Improvement Order (``PIO'') fees, and Tier 4 in
Section IV.B.2, to receive the highest BOX Volume Rebate (``BVR'').\8\
The Exchange is also proposing to renumber old Section IV.B.3 as
Section IV.B.4 to correspond with the proposed new Section IV.B.3.
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\7\ The Exchange initially filed the proposed change on April 1,
2025 (SR-BOX-2025-04). On April 2, 2025, the Exchange withdrew that
filing and submitted SR-BOX-2025-05. On April 3, 2025, the Exchange
withdrew SR-BOX-2025-05 and submitted SR-BOX-2025-06. On April 16,
2025, the Exchange withdrew SR-BOX-2025-06 and submitted SR-BOX-
2025-11. On April 30, 2025, the Exchange withdrew SR-BOX-2025-11 and
submitted SR-BOX-2025-13. On May 14, 2025, the Exchange withdrew SR-
BOX-2025-13 and replaced it with the instant filing.
\8\ The Exchange notes that the percentage thresholds of
national Customer volume in multiply listed options are based on the
percentage of the Participant's Public Customer volume on BOX
relative to the account type's overall total industry equity and ETF
option volume. The OCC provides volume information in two product
categories: equity and ETF volume and index volume, and the
information can be filtered to show only Customer, Firm, or Market
Maker account type. Equity and ETF Customer volume numbers are
available directly from the OCC each morning, or may be transmitted,
upon request, free of charge from the Exchange. Equity and ETF
Customer volume is a widely followed benchmark of industry volume
and is indicative of industry market share. Total Industry equity
and ETF option volume is comprised of those equity and ETF option
contracts that clear in a respective account type at the OCC
(Customer, Market Maker and Firm), including Exchange-Traded Fund
Shares, Trust Issued Receipts, Partnership Units, and Index-Linked
Securities such as Exchange-Traded Notes, and does not include
contracts overlying a security other than an equity or ETF security.
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Currently, a per contract execution fee based upon the tiered fee
schedule below is applied to Primary Improvement Order executions where
the corresponding PIP or COPIP Order is from the account of a Public
Customer,\9\ with the exception of SPY Primary Improvement Orders,
which are assessed a per contract execution fee of $0.02. Percentage
thresholds are calculated on a monthly basis by totaling the Initiating
Participant's Primary Improvement Order volume submitted to BOX,
relative to the total national Customer volume in multiply-listed
options classes.\10\
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\9\ The Exchange notes that Public Customers do not initiate
transactions on BOX directly. BOX Participants initiate electronic
Auction and Non-Auction transactions on the behalf of Public
Customers and are assessed fees or provided rebates by the Exchange.
\10\ See BOX Fee Schedule Section IV.B.1.
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Percentage thresholds of
national customer volume in Per contract fee
Tier multiply-listed options (all account
classes (monthly) types)
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1..................... 0.000%-0.449%................ $0.05
2..................... 0.450% and Above............. 0.02
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Additionally, a per contract rebate based upon the tiered schedule
below is applied to all Public Customer PIP Orders and COPIP Orders of
250 and under contracts that do not trade solely with their contra
order. Percentage thresholds are calculated on a monthly basis by
totaling the Participant's PIP and COPIP volume submitted to BOX,
relative to the total national Customer volume in multiply-listed
options classes. Public Customer PIP Orders of 250 and under contracts
that trade solely with their contra order receive a $0.03 per contract
rebate, regardless of tier.\11\
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\11\ See BOX Fee Schedule Section IV.B.2.
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Percentage Per contract rebate (all
thresholds of account types)
national customer -------------------------------
Tier volume in multiply-
listed options PIP COPIP
classes (monthly)
------------------------------------------------------------------------
1................. 0.000% to 0.049%.... $(0.00) $(0.00)
2................. 0.050% to 0.299%.... (0.05) (0.05)
3................. 0.300% to 0.449%.... (0.08) (0.08)
4................. 0.450% and Above.... (0.11) (0.11)
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The Exchange now proposes to add a new Section IV.B.3 (National
Customer Volume Incentives) to provide an additional method for
Participants to qualify for lower PIO fees in Tier 2 of Section IV.B.1
and the highest BVR rebate in Tier 4 of Section IV.B.2, based on
National Customer Volume in Multiply-Listed Options Classes.
Specifically, Participants with 1.300% and above of National Customer
Volume in Multiply-Listed Options Classes (Monthly) will now qualify
for the fee in Tier 2 of Section IV.B.1. for PIO executions, except
SPY,\12\ where the corresponding PIP or COPIP Order is from the account
of a Public Customer. Additionally, Participants with 1.300%
[[Page 23579]]
and above of National Customer Volume in Multiply-Listed Options
Classes (Monthly) will also qualify to receive the rebate in Tier 4 of
the BVR in Section IV.B.2 for all Public Customer PIP Orders and COPIP
Orders, except SPY,\13\ of 250 and under contracts that do not trade
solely with their contra order. For the purposes of proposed Section
IV.B.3, percentage thresholds will be calculated on a monthly basis by
totaling the Participant's Public Customer \14\ executed Auction and
Non-Auction transaction volume on BOX, relative to the total national
Customer \15\ volume in multiply-listed options classes.\16\
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\12\ The Exchange notes that this proposed SPY exclusion is
merely describing the current fees in Section IV.B.1. Currently, a
per contract execution fee based upon the tiered fee schedule is
applied to Primary Improvement Order executions where the
corresponding PIP or COPIP Order is from the account of a Public
Customer, with the exception of SPY Primary Improvement Orders,
which are assessed a per contract execution fee of $0.02. See BOX
Fee Schedule Section IV.B.1. and Endnote 25.
\13\ The Exchange notes that this proposed SPY exclusion is
merely describing the current rebate in Section IV.B.2, as SPY COPIP
and PIP orders are excluded from the BVR today. See BOX Fee Schedule
Section IV.B.2. and Endnote 25.
\14\ See supra note 5.
\15\ See supra note 6.
\16\ See proposed BOX Fee Schedule Section IV.B.3.
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The proposed exclusions of SPY within the National Customer Volume
Incentives detailed in proposed Section IV.B.3 are intended to align
with the current fees and rebates contained in Sections IV.B.1 and 2,
respectively. The proposed change provides an additional method for
Participants to be assessed the lowest PIO fees and to receive the
highest BVR and is not changing the existing tier structures within
Sections IV.B.1 and 2. The Exchange notes further that it is not
proposing to change the way fees are currently assessed for SPY PIOs or
to change the way BVR rebates are offered,\17\ but is merely describing
the existing exclusion of SPY Orders from the current tiered fee
structure in Section IV.B.1 and the BVR in Section IV.B.2. To make this
clearer, the Exchange is also proposing to update Endnote 25 of the Fee
Schedule to include a reference to the National Customer Volume
Incentives (Section IV.B.3).\18\ As such, Participants will continue to
be assessed the same fees for SPY PIOs as they are today, and SPY will
continue to be excluded from the BVR as it is today.\19\
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\17\ Current Endnote 25 provides, ``SPY transactions executed
through the PIP and COPIP auction mechanisms will be included in the
volume thresholds for the Primary Improvement Order tiered execution
fee (Section IV.B.1.) and the BOX Volume Rebate (Section IV.B.2).
However, the fees and rebates set forth in the tiers of these
sections will not apply to PIP and COPIP SPY executions.'' See BOX
Fee Schedule Endnote 25.
\18\ See proposed BOX Fee Schedule Endnote 25.
\19\ The Exchange notes that SPY PIOs will continue to be
assessed a per contract execution fee of $0.02 for all account
types. Professional Customers, Broker Dealers and Market Makers will
continue to be assessed a $0.05 fee for SPY PIP or COPIP Orders and
Public Customers will continue to not be charged for SPY PIP or
COPIP Orders. See BOX Fee Schedule IV.B (PIP and COPIP Transactions)
and Section IV.B.1 (Primary Improvement Orders).
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Lastly, the Exchange proposes to renumber old Section IV.B.3 as
Section IV.B.4, which is intended to add a new section and renumber the
old section for consistency and readability.\20\
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\20\ See proposed BOX Fee Schedule Section IV.B.4.
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The Exchange notes that the proposal provides an additional method
to qualify for lower PIO fees and the highest BVR rebate, while the
existing tier structure is unchanged. The Exchange believes that the
proposed changes discussed above will encourage Participants to send
increased Public Customer Auction and Non-Auction transactions to BOX
in order to achieve the proposed incentives, which will result in
increased liquidity on BOX to the benefit of all market participants.
The Exchange notes that other exchanges offer incentives for one
order type based on the volumes of another order type.\21\
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\21\ See Nasdaq ISE, LLC (``Nasdaq ISE'') Rules Options 7,
Section 6.C. Nasdaq ISE provides additional rebates to Members that
qualify for the PIM and Facilitation Rebate program and achieve
certain levels of Priority Customer Complex Order ADV. See also
Nasdaq PHLX LLC (``Nasdaq PHLX'') Rules Options 7, Section 2. For
example under Category B, Nasdaq PHLX provides rebates on Customer
PIXL Orders that execute against a PIXL Initiating Order based on
Percentage Thresholds of National Customer Volume in Multiply-Listed
and ETF Options Classes, excluding SPY Options. The Exchange notes
that the structure of these rebates is to provide incentives for one
type of order flow based on the volumes of a different type of order
flow i.e., PIM and Facilitation rebates based on Priority Customer
Complex Order ADV on Nasdaq ISE and rebates on Customer PIXL Orders
based on Percentage Thresholds of National Customer Volume in
Multiply-Listed and ETF Options Classes, excluding SPY Options, on
Nasdaq PHLX. Similarly, the Exchange proposes Primary Improvement
Order fee discounts and rebates on certain PIP and COPIP Orders
based on National Customer Volume in Multiply-Listed Options. The
Exchange also notes that, similar to this proposal, both Nasdaq ISE
and Nasdaq PHLX incentivize Customer order flow by offering Auction
rebates.
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2. Statutory Basis
The Exchange believes that the proposal is consistent with the
requirements of Section 6(b) of the Act, in general, and Section
6(b)(4) and 6(b)(5) of the Act,\22\ in particular, in that it provides
for the equitable allocation of reasonable dues, fees, and other
charges among BOX Participants and other persons using its facilities
and does not unfairly discriminate between customers, issuers, brokers
or dealers.
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\22\ 15 U.S.C. 78f(b)(4) and (5).
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The proposed change is reasonable, equitable, and not unfairly
discriminatory. As a threshold matter, BOX is subject to significant
competitive forces in the market for options securities transaction
services that constrain its pricing determinations in that market. The
Commission has repeatedly expressed its preference for competition over
regulatory intervention in determining prices, products, and services
in the securities markets. In Regulation NMS, the Commission
highlighted the importance of market forces in determining prices and
SRO revenues and, also, recognized that current regulation of the
market system ``has been remarkably successful in promoting market
competition in its broader forms that are most important to investors
and listed companies.'' \23\ There are currently 18 registered options
exchanges competing for order flow. Based on publicly available
information, no single exchange has more than 17% of U.S. options
market share.\24\ Therefore, currently no exchange possesses
significant pricing power in the execution of options order flow. More
specifically, in January 2025, BOX had 6.71% market share of options
contracts traded, 7.18% in February 2025, and 7.46% in March 2025.\25\
In such a low-concentrated and highly competitive market, no single
options exchange possesses significant pricing power in the execution
of option order flow. Within this environment, market participants can
freely and often do shift their order flow among BOX and competing
venues in response to changes in their respective pricing schedules.
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\23\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496, 37499 (June 29, 2005) (S7-10-04) (``Reg NMS
Adopting Release'').
\24\ See <a href="https://www.cboe.com/us/options/market_share/market/2025-01-31/">https://www.cboe.com/us/options/market_share/market/2025-01-31/</a>, <a href="https://www.cboe.com/us/options/market_share/market/2025-02-28/">https://www.cboe.com/us/options/market_share/market/2025-02-28/</a> and <a href="https://www.cboe.com/us/options/market_share/market/2025-03-31/">https://www.cboe.com/us/options/market_share/market/2025-03-31/</a> (Month-to-Date (``MTD'') % of Mkt as of April 28, 2025).
\25\ Id.
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The Exchange believes it is reasonable to add another method for
Participants to qualify for the lowest PIO fees and highest BVR
rebates. The volume-based thresholds provided in Section IV of the Fee
Schedule and the corresponding fees and rebates are designed to
incentivize Participants to send Public Customer order flow to BOX to
obtain such electronic Non-Auction rebates, PIO fee discounts and BVR
rebates. Should these rebates and discounted fees successfully
incentivize Participants to direct Public Customer order flow to BOX,
the Exchange believes that all market participants will benefit due to
the increased liquidity and trading opportunities and executions on
BOX.\26\ Further, the
[[Page 23580]]
Exchange notes that the proposed change to adopt an additional method
for Participants to qualify for PIP and COPIP incentives in Section
IV.B.1 and 2 based on Public Customer Auction and Non-Auction
transaction volume is designed to further incentivize Participants to
send Public Customer order flow to BOX. Additionally, the Exchange
believes the proposed change to qualify for PIO fee discounts and the
highest BVR rebates should incentivize Participants to aggregate their
executions at BOX as a primary execution venue because market
participants may consolidate order flow as a matter of convenience.
Specifically, as proposed, Participants with 1.300% and above of
National Customer Volume in Multiply-Listed Options Classes (Monthly)
will be assessed the fee in Tier 2 in Section IV.B.1. for Primary
Improvement Order executions, except SPY, where the corresponding PIP
or COPIP Order is from the account of a Public Customer and will
receive the rebate in Tier 4 of the BOX Volume Rebate in Section
IV.B.2. for all Public Customer PIP Orders and COPIP Orders, except
SPY, of 250 and under contracts that do not trade solely with their
contra order.
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\26\ The Exchange notes that BOX Participants collect rebates on
behalf of Public Customers and have independent fee arrangements
with such Public Customers.
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The Exchange believes further that providing the proposed new
method for Participants with 1.300% and above of National Customer
Volume in Multiply-Listed Options Classes (Monthly) to qualify for PIO
fee discounts and BVR rebates is equitable and not unfairly
discriminatory because the new incentives are designed to incentivize
Public Customer order flow, are equally available to all Participants,
and are offered in addition to the current PIO and BVR qualification
methods. Specifically, the discounted Tier 1 and Tier 2 fees are
assessed to PIO executions only where the corresponding PIP or COPIP
Order is from the account of a Public Customer and the BVR rebate is
provided to Public Customer PIP Orders and COPIP Orders of 250 and
under contracts that do not trade solely with their contra order. The
proposal will allow Participants to qualify for PIO fee discounts and
BVR rebates as they do today, as well as by executing Public Customer
Auction and Non-Auction transaction volume on BOX. As such, the
Exchange believes that Participants will be incentivized to execute
Public Customer Auction and Non-Auction transactions on BOX, which may
result in increased trading opportunities and executions on BOX.
The Exchange believes that the proposed changes are equitable and
not unfairly discriminatory as they are available to all Participants
submitting Public Customers orders, and Public Customers may choose
whether or not to take advantage of the additional incentives.
Specifically, Participants that already qualify for the Tier 2 PIO fees
and Tier 4 BVR rebates may continue qualifying without changing their
behavior in response to this proposed change as this change is merely
providing an additional method for Participants to reach these tiers.
Additionally, the securities markets generally, and BOX in particular,
have historically aimed to improve markets for investors and develop
various features within the market structure for Public Customer
benefit. As such, the Exchange believes that offering additional
incentives for Public Customer Auction and Non-Auction transactions is
appropriate, equitable and not unfairly discriminatory. The Exchange
believes it promotes the best interests of investors to have lower
transaction costs for Public Customer orders, and offering additional
incentives for Public Customer Auction and Non-Auction transactions
will attract Public Customer order flow to BOX. The Exchange believes
further that Public Customer order flow is attractive to other
Participants and that greater opportunities to interact with Public
Customer order flow will benefit other Participants. If the proposal
succeeds in attracting both Auction and Non-Auction Public Customer
order flow, all market participants benefit from the increased trading
opportunities, which facilitates tighter spreads. Tighter spreads may
cause an additional corresponding increase in order flow from other
market participants, to the benefit of all market participants. As
such, the industry in general and the Exchange in particular have
historically created fee structures to benefit Public Customers because
increased Public Customer order flow benefits all market participants.
Accordingly, the Exchange believes that providing additional incentives
for Public Customers orders is appropriate and not unfairly
discriminatory.
The Exchange believes that the proposed SPY exclusions in Section
IV.B.3 and the proposed update to Endnote 25 are reasonable, equitable
and not unfairly discriminatory because they are intended to detail the
treatment of SPY under Section IV.B.3 and align Section IV.B.3 with the
current fees and rebates contained in Sections IV.B.1 and 2. The
proposed SPY exclusions in Section IV.B.3 will allow the Exchange to
continue excluding SPY PIO from the tiered fee structure in Section
IV.B.1 and SPY PIP and COPIP Orders from the BVR in Section IV.B.2. The
proposal is intended to provide an additional method for Participants
to be assessed the lowest PIO fees and to receive the highest BVR and
is not changing the existing tier structures within Sections IV.B.1 and
2. As such, Participants will continue to be assessed the same fees for
SPY PIO as they are today, and SPY will continue to be excluded from
the BVR as it is today.\27\ The Exchange believes that maintaining
these exclusions for SPY PIOs and SPY COPIP and PIP Orders will
continue to encourage Participants to submit this type of order flow to
the Exchange.
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\27\ See supra note 19.
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The Exchange also believes that renumbering old Section IV.B.3 as
Section IV.B.4 is reasonable, equitable and not unfairly discriminatory
because it is intended to add a new section and renumber the old
section for consistency and readability.
The Exchange believes that the ever-shifting market share among the
exchanges from month to month demonstrates that market participants can
and do shift order flow and discontinue or reduce use of certain
categories of products in response to fee changes. Accordingly,
competitive forces constrain options exchange transaction fees. Stated
differently, changes to exchange transaction fees can have a direct
effect on the ability of an exchange to compete for order flow. The
Exchange believes the proposed changes are a reasonable attempt to
effectively compete for Public Customer orders. The Exchange believes
that the proposed change may incentivize Public Customer order flow
and, in turn, may make BOX a more competitive venue for order execution
to the benefit of all market participants. Finally, the Exchange
believes the proposed changes are consistent with the Act because, to
the extent the modifications permit BOX to continue to attract greater
volume and liquidity, the proposed changes would improve BOX's overall
competitiveness and strengthen market quality for all market
participants.
B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition not necessary or appropriate in
furtherance of the purposes of the Act.
The Exchange believes the proposal does not impose an undue burden
on
[[Page 23581]]
inter-market competition because the proposed change will provide an
additional method for Participants to qualify for Tier 2 PIO fee and
Tier 4 BVR rebate. Currently, Participants may only qualify for PIO fee
discounts by executing certain Primary Improvement Order volume on BOX
and may only qualify for BVR rebates by executing certain PIP and COPIP
Order volume on BOX. These existing qualification methods will remain
unchanged and Participants will now have an additional opportunity to
qualify based on Public Customer Auction and Non-Auction transaction
volume on BOX. The Exchange believes further its proposal remains
competitive with other options markets and will offer market
participants with another choice of where to transact its business. The
Exchange notes that it operates in a highly competitive market in which
market participants can readily favor competing venues if they deem fee
levels at a particular venue to be excessive, or rebate opportunities
available at other venues to be more favorable. In such an environment,
the Exchange must continually adjust its fees and rebates to remain
competitive with other exchanges. Because competitors are free to
modify their own fees and rebates in response, and because market
participants may readily adjust their order routing practices, the
Exchange believes that the degree to which fee changes in this market
may impose any burden on competition is extremely limited. The Exchange
notes that other exchanges offer incentives for one order type based on
the volumes of another order type.\28\
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\28\ See supra note 21.
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The proposed changes do not impose an undue burden on intramarket
competition because the Exchange does not believe that its proposal
will place any category of market participant at a competitive
disadvantage. The Exchange believes that the proposed changes will
encourage Participants to send additional Public Customer Auction and
Non-Auction order flow to BOX for execution in order to lower their
costs. The Exchange believes that the proposed incentive may result in
increased Auction and Non-Auction Public Customer order flow to BOX
which will provide market participants with increased trading
opportunities and executions. Public Customer liquidity benefits all
market participants by providing more trading opportunities, which
facilitates tighter spreads. Tighter spreads may cause an additional
corresponding increase in order flow from other market participants, to
the benefit of all market participants.
The Exchange also believes that renumbering old Section IV.B.3 as
Section IV.B.4 does not impose any burden on competition because it is
intended to add a new section and renumber the old section for
consistency and readability.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were either solicited or received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become effective pursuant to Section
19(b)(3)(A)(ii) of the Exchange Act \29\ and Rule 19b-4(f)(2)
thereunder,\30\ because it establishes or changes a due, or fee.
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\29\ 15 U.S.C. 78s(b)(3)(A)(ii).
\30\ 17 CFR 240.19b-4(f)(2).
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At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend the rule
change if it appears to the Commission that the action is necessary or
appropriate in the public interest, for the protection of investors, or
would otherwise further the purposes of the Act. If the Commission
takes such action, the Commission shall institute proceedings to
determine whether the proposed rule 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#bfcdcad3da92dcd0d2d2dad1cbccffccdadc91d8d0c9"><span class="__cf_email__" data-cfemail="a9dbdcc5cc84cac6c4c4ccc7dddae9daccca87cec6df">[email protected]</span></a>. Please include
file number SR-BOX-2025-14 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-BOX-2025-14. 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
a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of the Exchange. Do not
include personal identifiable information in submissions; you should
submit only information that you wish to make available publicly. We
may redact in part or withhold entirely from publication submitted
material that is obscene or subject to copyright protection. All
submissions should refer to file number SR-BOX-2025-14 and should be
submitted on or before June 24, 2025.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\31\
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\31\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-09968 Filed 6-2-25; 8:45 am]
BILLING CODE 8011-01-P
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</html>Indexed from Federal Register on June 3, 2025.
This is legal information, not legal advice. Laws vary by jurisdiction and change frequently. Always verify current law with official sources and consult a licensed attorney in your jurisdiction for advice on your specific situation.