80 FR 13925 - Self-Regulatory Organizations; The NASDAQ Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Provide a Limited Price Guarantee to Certain Companies That Switch Their Listing to Nasdaq From Another Exchange
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 80, Issue 51 (March 17, 2015)
Federal Register Volume 80, Issue 51 (March 17, 2015)
| Page Range | 13925-13927 | |
| FR Document | 2015-06015 |
[Federal Register Volume 80, Number 51 (Tuesday, March 17, 2015)] [Notices] [Pages 13925-13927] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2015-06015] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-74472; File No. SR-NASDAQ-2015-017] Self-Regulatory Organizations; The NASDAQ Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Provide a Limited Price Guarantee to Certain Companies That Switch Their Listing to Nasdaq From Another Exchange March 11, 2015. Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\, and Rule 19b-4 thereunder,\2\ notice is hereby given that, on February 25, 2015, The NASDAQ Stock Market LLC (``Nasdaq'' or ``Exchange'') filed with the Securities and Exchange Commission (``SEC'' or ``Commission'') the proposed rule change as described in Items I, II, and III below, which Items have been prepared by the Exchange. The Commission is publishing this notice to solicit comments on the proposed rule change from interested persons. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 17 CFR 240.19b-4. --------------------------------------------------------------------------- I. Self-Regulatory Organization's Statement of the Terms of the Substance of the Proposed Rule Change Nasdaq proposes to provide a limited price guarantee to certain companies that switch their listing to Nasdaq from another securities exchange. The text of the proposed rule change is available on the Exchange's Web site at http://nasdaq.cchwallstreet.com, at the principal office of the Exchange, and at the Commission's Public Reference Room. II. Self-Regulatory Organization's Statement of the Purpose of, and Statutory Basis for, the Proposed Rule Change In its filing with the Commission, the 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 Nasdaq recently adopted an all-inclusive annual listing fee, which simplifies billing and provides transparency and certainty to companies as to the annual cost of listing.\3\ This new fee structure was designed, primarily, to address customer complaints about the number and in some cases the variable nature of certain of Nasdaq's listing fees. It also provides benefits to Nasdaq, including eliminating the multiple invoices that were sent to a company each year and providing more certainty as to revenue.\4\ --------------------------------------------------------------------------- \3\ Securities Exchange Act Release No. 73647 (November 19, 2014), 79 FR 70232 (November 25, 2014) (approving SR-NASDAQ-2014- 087). \4\ Id. --------------------------------------------------------------------------- While this new fee structure will become operative for all listed companies in 2018, currently listed companies were allowed to elect to be subject to the all-inclusive annual listing fee effective January 1, 2015, and were provided certain incentives to do so.\5\ In addition, because they may have made their listing decision based on Nasdaq's prior fee schedule, any company that applied to list on Nasdaq prior to January 1, 2015, and lists after that date, is also provided an [[Page 13926]] accommodation: Until December 31, 2017, such a company will be billed the all-inclusive annual fee based on the lower of its then-current total shares outstanding or the total shares outstanding reflected in information held by Nasdaq as of the date of listing. As such, regardless of any increase in shares outstanding, the tier upon which the all-inclusive annual fee is based for such companies will not increase until at least January 1, 2018.\6\ Companies have reacted favorably to the new fee program and these incentives. --------------------------------------------------------------------------- \5\ See IM-5910-1(b)(1) and IM-5920-1(b)(1). \6\ IM-5910-1(b)(2) and IM-5910-2(b)(2). --------------------------------------------------------------------------- Nasdaq now proposes to offer certain other newly listing companies the same incentive provided to any company that applied to list on Nasdaq prior to January 1, 2015. Specifically, Rules 5910(a)(7) and 5920(a)(7) currently waive entry fees upon listing on Nasdaq for a company that switches from another national securities exchange (including if it is currently dually listed on such exchange) and when an unlisted company acquires a company listed on another national securities exchange and lists on Nasdaq in connection with the transaction.\7\ In order to better compete for these listings, Nasdaq proposes to charge them based on the lower of their shares outstanding as of the date of listing or at the time of billing until January 1, 2018. This will provide certainty to the companies as to their fee until at least 2018 and provides an incentive for a company to switch its listing to Nasdaq sooner than it might otherwise, before issuing additional shares that would result in the company being in a higher fee tier and paying a higher annual fee. Nasdaq believes that this proposed change will enhance the ability of Nasdaq to compete for these listings and may ultimately benefit all issuers and investors.\8\ --------------------------------------------------------------------------- \7\ See Securities Exchange Act Release No. 51004 (January 10, 2005), 70 FR 2917 (January 18, 2005) (approving SR-NASDAQ-2004-140); Securities Exchange Act Release No. 55202 (January 30, 2007), 72 FR 6017 (February 8, 2007) (approving SR-NASDAQ-2006-040). \8\ See Release No. 51004, 70 FR at 2917 (expressing the Commission's belief that the adoption of the waivers now codified in Rules 5910(a)(7)(i) and (ii) and 5920(a)(7) (i) and (ii) ``may ultimately benefit issuers and investors because competition among listing markets has the potential to enhance the quality of services that listing markets provide.''). --------------------------------------------------------------------------- Nasdaq notes that few companies qualify for the waivers in Rule 5910(a)(7) and 5920(a)(7). In addition, it is Nasdaq's experience that a company will typically do an extensive review of Nasdaq's requirements before switching to Nasdaq, and therefore companies present few regulatory issues during the first few years after switching. As such, while the incentive may be meaningful to individual companies considering whether, and when, to switch their listing, Nasdaq does not believe that these incentives, in the aggregate, will have any adverse impact on the availability of funds for its regulatory programs.\9\ --------------------------------------------------------------------------- \9\ The proposed rule change will also modify existing rule language to reflect the expiration of the January 1, 2015 deadline for listed companies to opt in to the all-inclusive fee for 2016. --------------------------------------------------------------------------- 2. Statutory Basis Nasdaq believes that the proposed rule change is consistent with the provisions of Section 6 of the Act,\10\ in general and with Sections 6(b)(4) and (5) of the Act,\11\ in particular, in that it provides for the equitable allocation of reasonable dues, fees, and other charges among its members, issuers and other persons using its facilities, and does not unfairly discriminate between customers, issuers, brokers or dealers. --------------------------------------------------------------------------- \10\ 15 U.S.C. 78f. \11\ 15 U.S.C. 78f(b)(4) and (5). --------------------------------------------------------------------------- As a preliminary matter, Nasdaq competes for listings with other national securities exchanges and companies can easily choose to list on, or transfer to, those alternative venues.\12\ As a result, Nasdaq must carefully tailor its fees and incentives to compete with other listing venues and Nasdaq cannot charge prices in a manner that would be unreasonable, inequitable or unfairly discriminatory. --------------------------------------------------------------------------- \12\ The Justice Department noted the intense competitive environment for exchange listings. See ``NASDAQ OMX Group Inc. and IntercontinentalExchange Inc. Abandon Their Proposed Acquisition of NYSE Euronext After Justice Department Threatens Lawsuit'' (May 16, 2011), available at http://www.justice.gov/atr/public/press_releases/2011/271214.htm. --------------------------------------------------------------------------- Nasdaq also believes that the proposed incentives are reasonable and not unfairly discriminatory. These incentives would be provided to a category of companies aligned with another exchange and for which Nasdaq must therefore compete aggressively to have them transfer their listing. Moreover, attracting significant companies to switch listing venues to Nasdaq promotes the Exchange's image, which benefits all companies listed on Nasdaq. For these reasons, Nasdaq has already determined to waive entry fees for these companies and selecting only these companies for the proposed incentive is not an unfairly discriminatory basis to distinguish among companies. Finally, Nasdaq believes that the proposed fees are consistent with the investor protection objectives of Section 6(b)(5) of the Act \13\ in that they are designed to promote just and equitable principles of trade, to remove impediments to a free and open market and national market system, and in general to protect investors and the public interest. Specifically, the proposed change will not impact the resources available for Nasdaq's listing compliance program, which helps to assure that listing standards are properly enforced and investors are protected. --------------------------------------------------------------------------- \13\ 15 U.S.C. 78f(b)(5). --------------------------------------------------------------------------- B. Self-Regulatory Organization's Statement on Burden on Competition Nasdaq does not believe that the proposed rule change will result in any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act, as amended. The market for listing services is extremely competitive and listed companies may freely choose alternative venues based on the aggregate fees assessed, and the value provided by each listing. This rule proposal does not burden competition with other listing venues, which are similarly free to set their fees. Further, Nasdaq believes the proposed change reflects the existing competition between listing venues and will further enhance such competition.\14\ For these reasons, Nasdaq does not believe that the proposed rule change will result in any burden on competition for listings. --------------------------------------------------------------------------- \14\ See footnote 8, supra. --------------------------------------------------------------------------- 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 Act.\15\ --------------------------------------------------------------------------- \15\ 15 U.S.C. 78s(b)(3)(A)(ii). --------------------------------------------------------------------------- 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: (i) Necessary or appropriate in the public interest; (ii) for the protection of investors; or (iii) otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission shall institute proceedings to determine whether the proposed rule should be approved or disapproved. [[Page 13927]] 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 CommentsUse the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or Send an email to [email protected]. Please include File Number SR-NASDAQ-2015-017 on the subject line. Paper Comments Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090. All submissions should refer to File Number SR-NASDAQ-2015-017. 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 Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all written statements with respect to the proposed rule change that are filed with the Commission, and all written communications relating to the proposed rule change between the Commission and any person, other than those that may be withheld from the public in accordance with the provisions of 5 U.S.C. 552, will be available for Web site 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 such filing also will be available for inspection and copying at the principal office of the Exchange. All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR-NASDAQ-2015-017, and should be submitted on or before April 7, 2015. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\16\ --------------------------------------------------------------------------- \16\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Brent J. Fields, Secretary. [FR Doc. 2015-06015 Filed 3-16-15; 8:45 am] BILLING CODE 8011-01-P
![Federal Register / Vol. 80, No. 51 / Tuesday, March 17, 2015 / Notices 13925
interruption. The Commission believes proposed rule change between the I. Self-Regulatory Organization’s
that waiving the 30-day operative delay Commission and any person, other than Statement of the Terms of the Substance
is consistent with the protection of those that may be withheld from the of the Proposed Rule Change
investors and the public interest.17 The public in accordance with the Nasdaq proposes to provide a limited
Commission notes that waiving the 30- provisions of 5 U.S.C. 552, will be price guarantee to certain companies
day operative delay would prevent the available for Web site viewing and that switch their listing to Nasdaq from
expiration of the Pilot Program prior to printing in the Commission’s Public another securities exchange. The text of
the extension of the pilot program Reference Room, 100 F Street NE., the proposed rule change is available on
becoming operative. Therefore, the Washington, DC 20549, on official the Exchange’s Web site at http://
Commission hereby waives the 30-day business days between the hours of nasdaq.cchwallstreet.com, at the
operative delay and designates the 10:00 a.m. and 3:00 p.m. Copies of the principal office of the Exchange, and at
proposal operative upon filing. filing also will be available for the Commission’s Public Reference
At any time within 60 days of the inspection and copying at the principal Room.
filing of the proposed rule change, the office of the Exchange. All comments
Commission summarily may II. Self-Regulatory Organization’s
received will be posted without change; Statement of the Purpose of, and
temporarily suspend such rule change if the Commission does not edit personal
it appears to the Commission that such Statutory Basis for, the Proposed Rule
identifying information from Change
action is: (i) Necessary or appropriate in
submissions. You should submit only
the public interest; (ii) for the protection In its filing with the Commission, the
information that you wish to make Exchange included statements
of investors; or (iii) otherwise in
furtherance of the purposes of the Act. available publicly. All submissions concerning the purpose of and basis for
If the Commission takes such action, the should refer to File Number SR–Phlx– the proposed rule change and discussed
Commission shall institute proceedings 2015–22 and should be submitted on or any comments it received on the
to determine whether the proposed rule before April 7, 2015. proposed rule change. The text of these
should be approved or disapproved. For the Commission, by the Division of statements may be examined at the
Trading and Markets, pursuant to delegated places specified in Item IV below. The
IV. Solicitation of Comments Exchange has prepared summaries, set
authority.18
Interested persons are invited to Brent J. Fields, forth in sections A, B, and C below, of
submit written data, views, and the most significant aspects of such
Secretary.
arguments concerning the foregoing, statements.
[FR Doc. 2015–06011 Filed 3–16–15; 8:45 am]
including whether the proposed rule A. Self-Regulatory Organization’s
change is consistent with the Act. BILLING CODE 8011–01–P
Statement of the Purpose of, and
Comments may be submitted by any of Statutory Basis for, the Proposed Rule
the following methods: Change
SECURITIES AND EXCHANGE
Electronic Comments COMMISSION 1. Purpose
• Use the Commission’s Internet Nasdaq recently adopted an all-
comment form (http://www.sec.gov/ [Release No. 34–74472; File No. SR– inclusive annual listing fee, which
rules/sro.shtml); or NASDAQ–2015–017] simplifies billing and provides
• Send an email to rule-comments@ transparency and certainty to companies
sec.gov. Please include File Number SR– Self-Regulatory Organizations; The as to the annual cost of listing.3 This
Phlx–2015–22 on the subject line. NASDAQ Stock Market LLC; Notice of new fee structure was designed,
Filing and Immediate Effectiveness of primarily, to address customer
Paper Comments
Proposed Rule Change To Provide a complaints about the number and in
• Send paper comments in triplicate Limited Price Guarantee to Certain some cases the variable nature of certain
to Secretary, Securities and Exchange Companies That Switch Their Listing of Nasdaq’s listing fees. It also provides
Commission, 100 F Street NE., to Nasdaq From Another Exchange benefits to Nasdaq, including
Washington, DC 20549–1090. eliminating the multiple invoices that
All submissions should refer to File March 11, 2015.
were sent to a company each year and
Number SR–Phlx–2015–22. This file Pursuant to Section 19(b)(1) of the providing more certainty as to revenue.4
number should be included on the Securities Exchange Act of 1934 While this new fee structure will
subject line if email is used. To help the (‘‘Act’’) 1, and Rule 19b–4 thereunder,2 become operative for all listed
Commission process and review your notice is hereby given that, on February companies in 2018, currently listed
comments more efficiently, please use 25, 2015, The NASDAQ Stock Market companies were allowed to elect to be
only one method. The Commission will LLC (‘‘Nasdaq’’ or ‘‘Exchange’’) filed subject to the all-inclusive annual
post all comments on the Commission’s with the Securities and Exchange listing fee effective January 1, 2015, and
Internet Web site (http://www.sec.gov/ Commission (‘‘SEC’’ or ‘‘Commission’’) were provided certain incentives to do
rules/sro.shtml). Copies of the the proposed rule change as described so.5 In addition, because they may have
submission, all subsequent in Items I, II, and III below, which Items made their listing decision based on
amendments, all written statements have been prepared by the Exchange. Nasdaq’s prior fee schedule, any
with respect to the proposed rule company that applied to list on Nasdaq
mstockstill on DSK4VPTVN1PROD with NOTICES
The Commission is publishing this
change that are filed with the notice to solicit comments on the prior to January 1, 2015, and lists after
Commission, and all written proposed rule change from interested that date, is also provided an
communications relating to the persons. 3 Securities Exchange Act Release No. 73647
17 Forpurposes only of waiving the 30-day (November 19, 2014), 79 FR 70232 (November 25,
18 17 CFR 200.30–3(a)(12). 2014) (approving SR–NASDAQ–2014–087).
operative delay, the Commission has considered the
1 15 U.S.C. 78s(b)(1). 4 Id.
proposed rule’s impact on efficiency, competition,
and capital formation. See 15 U.S.C. 78c(f). 2 17 CFR 240.19b–4. 5 See IM–5910–1(b)(1) and IM–5920–1(b)(1).
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![Federal Register / Vol. 80, No. 51 / Tuesday, March 17, 2015 / Notices 13927
IV. Solicitation of Comments For the Commission, by the Division of Office Building, Washington, DC 20503,
Trading and Markets, pursuant to delegated or by sending an email to: Shagufta_
Interested persons are invited to authority.16 Ahmed@omb.eop.gov; and (ii) Pamela
submit written data, views, and Brent J. Fields, Dyson, Director/Chief Information
arguments concerning the foregoing, Secretary. Officer, Securities and Exchange
including whether the proposed rule [FR Doc. 2015–06015 Filed 3–16–15; 8:45 am] Commission, c/o Remi Pavlik-Simon,
change is consistent with the Act. BILLING CODE 8011–01–P 100 F Street NE., Washington, DC
Comments may be submitted by any of 20549, or by sending an email to: PRA_
the following methods: Mailbox@sec.gov. Comments must be
SECURITIES AND EXCHANGE submitted to OMB within 30 days of
Electronic Comments COMMISSION this notice.
• Use the Commission’s Internet Submission for OMB Review;
Dated: March 10, 2015.
comment form (http://www.sec.gov/ Comment Request Brent J. Fields,
rules/sro.shtml); or Secretary.
Upon Written Request, Copies Available
• Send an email to rule-comments@ [FR Doc. 2015–05983 Filed 3–16–15; 8:45 am]
From: Securities and Exchange
sec.gov. Please include File Number SR– BILLING CODE 8011–01–P
Commission, Office of FOIA Services,
NASDAQ–2015–017 on the subject line. 100 F Street NE., Washington, DC
Paper Comments 20549–2736. SECURITIES AND EXCHANGE
Extension: COMMISSION
• Send paper comments in triplicate Rule 24b–1. SEC File No. 270–205; OMB
to Secretary, Securities and Exchange [Release No. 34–74479; File No. SR–MIAX–
Control No. 3235–0194. 2015–17]
Commission, 100 F Street NE., Notice is hereby given that pursuant
Washington, DC 20549–1090. to the Paperwork Reduction Act of 1995 Self-Regulatory Organizations; Miami
All submissions should refer to File (44 U.S.C. 3501 et seq.), the Securities International Securities Exchange LLC;
Number SR–NASDAQ–2015–017. This and Exchange Commission Notice of Filing and Immediate
file number should be included on the (‘‘Commission’’) has submitted to the Effectiveness of a Proposed Rule
subject line if email is used. To help the Office of Management and Budget Change To Amend Its Fee Schedule
Commission process and review your (‘‘OMB’’) a request for approval of March 11, 2015.
comments more efficiently, please use extension of the existing collection of Pursuant to the provisions of Section
only one method. The Commission will information provided for in the 19(b)(1) of the Securities Exchange Act
post all comments on the Commission’s following rule: Rule 24b–1 (17 CFR of 1934 (‘‘Act’’),1 and Rule 19b–4
Internet Web site (http://www.sec.gov/ 240.24b–1). thereunder,2 notice is hereby given that
Rule 24b–1 under the Securities
rules/sro.shtml). Copies of the on March 2, 2015, Miami International
Exchange Act of 1934 (15 U.S.C. 78a et Securities Exchange LLC (‘‘MIAX’’ or
submission, all subsequent seq.) requires a national securities
amendments, all written statements ‘‘Exchange’’) filed with the Securities
exchange to keep and make available for and Exchange Commission
with respect to the proposed rule public inspection a copy of its
change that are filed with the (‘‘Commission’’) a proposed rule change
registration statement and exhibits filed as described in Items I, II, and III below,
Commission, and all written with the Commission, along with any
communications relating to the which Items have been prepared by the
amendments thereto. Exchange. The Commission is
proposed rule change between the There are 18 national securities
publishing this notice to solicit
Commission and any person, other than exchanges that spend approximately comments on the proposed rule change
those that may be withheld from the one half hour each complying with this from interested persons.
public in accordance with the rule, for an aggregate total compliance
provisions of 5 U.S.C. 552, will be burden of 9 hours per year. The staff I. Self-Regulatory Organization’s
available for Web site viewing and estimates that the average cost per Statement of the Terms of the Substance
printing in the Commission’s Public respondent is $65.18 per year, of the Proposed Rule Change
Reference Room, 100 F Street NE., calculated as the costs of copying The Exchange is filing a proposal to
Washington, DC 20549 on official ($13.97) plus storage ($51.21), resulting amend its Fee Schedule.
business days between the hours of in a total cost of compliance for the The text of the proposed rule change
10:00 a.m. and 3:00 p.m. Copies of such respondents of $1,173.24. is available on the Exchange’s Web site
filing also will be available for An agency may not conduct or at http://www.miaxoptions.com/filter/
sponsor, and a person is not required to wotitle/rule_filing, at MIAX’s principal
inspection and copying at the principal
respond to, a collection of information office, and at the Commission’s Public
office of the Exchange. All comments
under the PRA unless it displays a Reference Room.
received will be posted without change; currently valid OMB control number.
the Commission does not edit personal The public may view background II. Self-Regulatory Organization’s
identifying information from documentation for this information Statement of the Purpose of, and
submissions. You should submit only collection at the following Web site: Statutory Basis for, the Proposed Rule
information that you wish to make Change
mstockstill on DSK4VPTVN1PROD with NOTICES
www.reginfo.gov. Comments should be
available publicly. All submissions directed to: (i) Desk Officer for the In its filing with the Commission, the
should refer to File Number SR– Securities and Exchange Commission, Exchange included statements
NASDAQ–2015–017, and should be Office of Information and Regulatory concerning the purpose of and basis for
submitted on or before April 7, 2015. Affairs, Office of Management and the proposed rule change and discussed
Budget, Room 10102, New Executive
1 15 U.S.C. 78s(b)(1).
16 17 CFR 200.30–3(a)(12). 2 17 CFR 240.19b–4.
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Document Created: 2015-12-18 12:01:33
Document Modified: 2015-12-18 12:01:33
| Category | Regulatory Information | |
| Collection | Federal Register | |
| sudoc Class | AE 2.7: GS 4.107: AE 2.106: | |
| Publisher | Office of the Federal Register, National Archives and Records Administration | |
| Section | Notices | |
| FR Citation | 80 FR 13925 |
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