80 FR 46359 - Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing of Amendment No. 1 and Order Granting Accelerated Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade Shares of the Cambria Sovereign High Yield Bond ETF and the Cambria Value and Momentum ETF Under NYSE Arca Equities Rule 8.600

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 80, Issue 149 (August 4, 2015)

Page Range		46359-46362
FR Document		2015-18883

Federal Register, Volume 80 Issue 149 (Tuesday, August 4, 2015)

[Federal Register Volume 80, Number 149 (Tuesday, August 4, 2015)]
[Notices]
[Pages 46359-46362]
From the Federal Register Online [www.thefederalregister.org]
[FR Doc No: 2015-18883]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-75540; File No. SR-NYSEArca-2015-50]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
of Amendment No. 1 and Order Granting Accelerated Approval of a
Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade
Shares of the Cambria Sovereign High Yield Bond ETF and the Cambria
Value and Momentum ETF Under NYSE Arca Equities Rule 8.600

July 28, 2015.

I. Introduction

On June 19, 2015, NYSE Arca, Inc. (``Exchange'' or ``NYSE Arca'')
filed with the Securities and Exchange Commission (``Commission''),
pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to
list and trade shares (``Shares'') of the Cambria Sovereign High Yield
Bond ETF and the Cambria Value and Momentum ETF (each a ``Fund,'' and
collectively ``Funds'') under NYSE Arca Equities Rule 8.600. The
proposed rule change was published for comment in the Federal Register
on July 2, 2015.\3\ On July 1, 2015, the Exchange filed Amendment No. 1
to the proposed rule change.\4\ The Commission received no comments on
the proposed rule change. The Commission is publishing this notice to
solicit comments on Amendment No. 1 from interested persons, and is
approving the proposed rule change, as modified by Amendment No. 1, on
an accelerated basis.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ See Securities Exchange Act Release No. 75311 (June 26,
2015), 80 FR 38253 (``Notice'').
\4\ In Amendment No. 1, the Exchange deletes references to
investments that the Funds will not be utilizing and clarifies that
U.S. exchange-listed and traded ADRs are included as ``Other
Investments'' only with respect to the Cambria Sovereign High Yield
Bond ETF. Amendment No. 1 is available at: http://www.sec.gov/comments/sr-nysearca-2015-50/nysearca201550.shtml.
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II. The Exchange's Description of the Proposed Rule Change \5\
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\5\ The Commission notes that additional information regarding
the Trust, the Fund, its investments, and the Shares, including
investment strategies, risks, creation and redemption procedures,
fees, portfolio holdings disclosure policies, calculation of net
asset value (``NAV''), distributions, and taxes, among other things,
can be found in the Notice and the Registration Statement, as
applicable. See Notice, supra note 3, and Registration Statement,
infra note 6.
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The Exchange proposes to list and trade the Shares under NYSE Arca
Equities Rule 8.600, which governs the listing and trading of Managed
Fund Shares. The Shares will be offered by the Cambria ETF Trust
(``Trust''), a Delaware statutory trust which is registered with the
Commission as an open-end management investment company.\6\ Cambria
Investment Management, L.P. (``Cambria'' or the ``Adviser'') will serve
as the investment adviser of the Funds. SEI Investments Distribution
Co. will be the principal underwriter and distributor of the Funds'
Shares. SEI Investments Global Funds Services (``SEI GFS'') will serve
as the accountant and administrator of the Funds. Brown Brothers
Harriman & Co. will serve as the custodian and transfer agent of the
Funds' assets.
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\6\ The Exchange states that the Trust will be registered under
the 1940 Act. According to the Exchange, on August 27, 2014, the
Trust filed an amendment to the Trust's registration statement on
Form N-1A under the Securities Act of 1933 (the ``1933 Act'') (15
U.S.C. 77a), and under the 1940 Act relating to the Funds (File Nos.
333-180879 and 811-22704) (the ``Registration Statement''). The
Exchange states that the Commission has issued an order granting
certain exemptive relief to the Trust under the 1940 Act. See
Investment Company Act Release No. 30340 (File No. 812-13959)
(January 4, 2013).
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Cambria Sovereign High Yield Bond ETF

The Exchange states that, under normal market conditions,\7\ at
least 80% of the value of the Fund's net assets (plus borrowings for
investment purposes) will be invested in sovereign and quasi-sovereign
high yield bonds (commonly known as ``junk bonds''). For the purposes
of this policy, sovereign and quasi-sovereign high yield bonds include
exchange-traded funds (``ETFs'') \8\ and exchange-traded notes
(``ETNs'') \9\ that invest in or have exposure to such bonds. The Fund
will invest in emerging and developed countries, including countries
located in the G-20 and other countries. Sovereign bonds include debt
securities issued by a national government, instrumentality or
political sub-division. Quasi-sovereign bonds include debt securities
issued by a supra-national government or a state-owned enterprise or
agency. The sovereign and quasi-sovereign bonds that the Fund will
invest in may be denominated in local and foreign currencies. The Fund
may invest in securities of any duration or maturity. The Exchange
states that the Fund may invest up to 20% of its net assets in money
market instruments or other high quality debt securities, cash or cash
equivalents, or ETFs and ETNs that invest in, or provide exposure to,
such instruments or securities.
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\7\ The term ``under normal market conditions'' includes, but is
not limited to, the absence of extreme volatility or trading halts
in the equity markets or the financial markets generally;
operational issues causing dissemination of inaccurate market
information; or force majeure type events such as systems failure,
natural or man-made disaster, act of God, armed conflict, act of
terrorism, riot or labor disruption or any similar intervening
circumstance.
\8\ For purposes of this filing, the term ``ETFs'' includes
Investment Company Units (as described in NYSE Arca Equities Rule
5.2(j)(3)); Portfolio Depositary Receipts (as described in NYSE Arca
Equities Rule 8.100); and Managed Fund Shares (as described in NYSE
Arca Equities Rule 8.600). All ETFs will be listed and traded in the
U.S. on a national securities exchange. While the Funds may invest
in inverse ETFs, the Funds will not invest in leveraged (e.g., 2X, -
2X, 3X or -3X) ETFs.
\9\ For purposes of this filing, the term ``ETNs'' includes
Index-Linked Securities (as described in NYSE Arca Equities Rule
5.2(j)(6)). All ETNs will be listed and traded in the U.S. on a
national securities exchange. The Funds will not invest in leveraged
(e.g., 2X, -2X, 3X or -3X) ETNs.
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Cambria Value and Momentum ETF

The Exchange states that, under normal market conditions, at least
80% of the value of the Fund's net assets will be invested in U.S.
exchange-listed equity securities that are undervalued according to
various valuation metrics.
In attempting to avoid overvalued and downtrending markets, the
Fund may use U.S. exchange-traded stock index futures or options
thereon, or take short positions in ETFs to attempt to hedge the long
equity portfolio during times when Cambria believes that the U.S.
equity market is overvalued from a valuation standpoint, or Cambria's
models identify unfavorable trends and momentum in the U.S. equity
market. The Fund may hedge up to 100% of the value of the Fund's long
portfolio using these strategies. During certain periods, including to
collateralize the Fund's investments in futures contracts, the Fund may
invest up to 20% of the value

[[Page 46360]]

of its net assets in U.S. dollar and non-U.S. dollar denominated money
market instruments or other high quality debt securities, or ETFs that
invest in these instruments. The Fund may invest in securities of
companies in any industry, and will limit the maximum allocation to any
particular sector.

Other Investments

According to the Exchange, while each Fund, under normal market
conditions, will invest at least 80% of the value of its net assets
(plus borrowings for investment purposes) in the securities and other
assets described above, each Fund may invest its remaining assets in
the securities and financial instruments described below.
A Fund may invest a portion of its assets in cash or cash items
pending other investments or to maintain liquid assets required in
connection with some of a Fund's investments. A Fund may invest in
corporate debt securities. A Fund may invest in commercial paper,
master notes and other short-term corporate instruments that are
denominated in U.S. dollars. A Fund may invest in the following types
of debt securities in addition to those described above as principal
investments: Securities issued or guaranteed by the U.S. Government,
its agencies, instrumentalities, and political subdivisions; securities
issued or guaranteed by foreign governments, their authorities,
agencies, instrumentalities and political subdivisions; securities
issued or guaranteed by supra-national agencies; corporate debt
securities; time deposits; notes; inflation-indexed securities; and
repurchase agreements; indexed bonds; and zero coupon securities.\10\
The Cambria Sovereign High Yield Bond ETF may gain exposure to foreign
securities by purchasing U.S. exchange-listed and traded American
Depositary Receipts (``ADRs'') and each of the Funds may gain exposure
to foreign securities by purchasing exchange-traded European Depositary
Receipts (``EDRs'') and Global Depositary Receipts (``GDRs'', together
with ADRs and EDRs, ``Depositary Receipts'').\11\ The Cambria Sovereign
High Yield Bond ETF may enter into forward foreign currency contracts.
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\10\ The debt and other fixed income securities in which a Fund
may invest include fixed and floating rate securities of any
maturity.
\11\ See Amendment No. 1, supra note 4. The Exchange states that
not more than 10% of the net assets of a Fund in the aggregate
invested in exchange-traded equity securities shall consist of
equity securities whose principal market is not a member of the
Intermarket Surveillance Group (``ISG'') or party to a comprehensive
surveillance sharing agreement (``CSSA'') with the Exchange. See
Notice, supra note 3, 80 FR at 38255.
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III. Discussion and Commission's Findings

After careful review, the Commission finds that the proposed rule
change is consistent with the requirements of Section 6 of the Act \12\
and the rules and regulations thereunder applicable to a national
securities exchange.\13\ In particular, the Commission finds that the
proposed rule change is consistent with Section 6(b)(5) of the Act,\14\
which requires, among other things, that the Exchange's rules be
designed to prevent fraudulent and manipulative acts and practices, to
promote just and equitable principles of trade, 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. The Commission notes that the Funds and the Shares must
comply with the requirements of NYSE Arca Equities Rule 8.600 for the
Shares to be listed and traded on the Exchange.
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\12\ 15 U.S.C. 78f.
\13\ In approving this proposed rule change, the Commission
notes that it has considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
\14\ 15 U.S.C. 78f(b)(5).
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The Commission finds that the proposal to list and trade the Shares
on the Exchange is consistent with Section 11A(a)(1)(C)(iii) of the
Act,\15\ which sets forth Congress's finding that it is in the public
interest and appropriate for the protection of investors and the
maintenance of fair and orderly markets to assure the availability to
brokers, dealers, and investors of information with respect to
quotations for, and transactions in, securities. According to the
Exchange, quotation and last-sale information for the Shares and equity
portfolio holdings of the Funds that are U.S. exchange listed,
including common stocks, preferred stocks, ETFs, ETNs, Depositary
Receipts, and real estate investment trusts (``REITs''), will be
available via the Consolidated Tape Association high-speed line. In
addition, the Intraday Indicative Value (``IIV''), which is the
Portfolio Indicative Value as defined in NYSE Arca Equities Rule
8.600(c)(3), will be widely disseminated at least every 15 seconds
during the Core Trading Session by one or more major market data
vendors.\16\ On each business day, before commencement of trading in
Shares in the Core Trading Session (as defined in NYSE Arca Equities
Rule 7.34(a)(2)), each Fund will disclose on its Web site the Disclosed
Portfolio (as defined in NYSE Arca Equities Rule 8.600(c)(2)) that will
form the basis for such Fund's calculation of NAV at the end of the
business day.\17\ The NAV of each Fund will be calculated each business
day by SEI GFS as of the close of regular trading on the NYSE,
generally 4:00 p.m., Eastern Time on each day that the NYSE is open. A
basket composition file, which will include the security names and
share quantities required to be delivered in exchange for each Fund's
shares, together with estimates and actual cash components, will be
publicly disseminated daily prior to the opening of the New York Stock
Exchange via the National Securities Clearing Corporation. Information
regarding market price and trading volume of the Shares will be
continually available on a real-time basis throughout the day on
brokers' computer screens and other electronic services. Information
regarding the previous day's closing price and trading volume
information for the Shares will be published daily in the financial
section of newspapers. The Web site for the Funds will include a form
of the prospectus for the Funds and additional data relating to NAV and
other applicable quantitative information.
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\15\ 15 U.S.C. 78k-1(a)(1)(C)(iii).
\16\ According to the Exchange, the IIV does not necessarily
reflect the precise composition of the current portfolio of
securities held by a Fund at a particular point in time. The IIV
should not be viewed as a ``real-time'' update of the NAV of a Fund
because the approximate value may not be calculated in the same
manner as the NAV. The quotations for certain investments may not be
updated during U.S. trading hours if such holdings do not trade in
the U.S., except such quotations may be updated to reflect currency
fluctuations.
\17\ On a daily basis, the Funds will disclose on their Web site
the following information for each Fund regarding their portfolio
holdings, as applicable to the type of holding: ticker symbol, CUSIP
number or other identifier, if any; a description of the holding
(including the type of holding, such as the type of swap); the
identity of the security, commodity, index or other asset or
instrument underlying the holding, if any; for options, the option
strike price; quantity held (as measured by, for example, par value,
notional value or number of shares, contracts or units); maturity
date, if any; coupon rate, if any; effective date, if any; market
value of the holding; and the percentage weighting of the holding in
a Fund's portfolio. The Web site information will be publicly
available at no charge.
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The Commission further believes that the proposal to list and trade
the Shares is reasonably designed to promote fair disclosure of
information that may be necessary to price the Shares appropriately and
to prevent trading when a reasonable degree of transparency cannot be
assured. The Commission notes that the Exchange will obtain a
representation from the issuer of the Shares that the NAV per Share
will be calculated daily and that the NAV and the Disclosed Portfolio

[[Page 46361]]

will be made available to all market participants at the same time.\18\
In addition, trading in the Shares will be subject to NYSE Arca
Equities Rule 8.600(d)(2)(D), which sets forth circumstances under
which Shares of a Fund may be halted. The Exchange may halt trading in
the Shares if trading is not occurring in the securities and/or the
financial instruments constituting the Disclosed Portfolio of a Fund,
or if other unusual conditions or circumstances detrimental to the
maintenance of a fair and orderly market are present.\19\ Further, the
Commission notes that the Reporting Authority that provides the
Disclosed Portfolio of each Fund must implement and maintain, or be
subject to, procedures designed to prevent the use and dissemination of
material, non-public information regarding the actual components of the
portfolio.\20\ The Commission notes that the Financial Industry
Regulatory Authority (``FINRA''), on behalf of the Exchange,\21\ will
communicate as needed regarding trading in the Shares and any
underlying common stocks, preferred stocks, Depositary Receipts, REITs,
ETFs, ETNs, futures and options on futures with other markets and other
entities that are members of the Intermarket Surveillance Group. FINRA,
on behalf of the Exchange, may obtain trading information regarding
trading in the Shares, ETFs, ETNs, futures and options on futures from
such markets and other entities. In addition, the Exchange may obtain
information regarding trading in the Shares, common stocks, preferred
stocks, Depositary Receipts, REITs, ETFs, ETNs, futures and options on
futures from markets and other entities that are members of ISG or with
which the Exchange has in place a comprehensive surveillance sharing
agreement. The Exchange states that it has a general policy prohibiting
the distribution of material, non-public information by its employees.
The Exchange also states that the Adviser is not registered as a
broker-dealer or affiliated with a broker-dealer. In the event (a) the
Adviser or any sub-adviser becomes registered as a broker-dealer or
newly affiliated with a broker-dealer, or (b) any new adviser or sub-
adviser is a registered broker-dealer or becomes affiliated with a
broker-dealer, the Exchange states that the Adviser will implement a
fire wall with respect to its relevant personnel or broker-dealer
affiliate regarding access to information concerning the composition
and/or changes to the portfolio, and will be subject to procedures
designed to prevent the use and dissemination of material non-public
information regarding such portfolio.
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\18\ See NYSE Arca Equities Rule 8.600(d)(1)(B).
\19\ See NYSE Arca Equities Rule 8.600(d)(2)(C) (providing
additional considerations for the suspension of trading in or
removal from listing of Managed Fund Shares on the Exchange). With
respect to trading halts, the Exchange may consider all relevant
factors in exercising its discretion to halt or suspend trading in
the Shares of each Fund. Trading in Shares of a Fund will be halted
if the circuit breaker parameters in NYSE Arca Equities Rule 7.12
have been reached. Trading also may be halted because of market
conditions or for reasons that, in the view of the Exchange, make
trading in the Shares inadvisable.
\20\ See NYSE Arca Equities Rule 8.600(d)(2)(B)(ii).
\21\ The Exchange states that, while FINRA surveils trading on
the Exchange pursuant to a regulatory services agreement, the
Exchange is responsible for FINRA's performance under this
regulatory services agreement.
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The Exchange represents that the Shares are deemed to be equity
securities, thus rendering trading in the Shares subject to the
Exchange's existing rules governing the trading of equity securities.
In support of this proposal, the Exchange has made additional
representations, including:
(1) The Shares of each Fund will conform to the initial and
continued listing criteria under NYSE Arca Equities Rule 8.600.
(2) The Exchange has appropriate rules to facilitate transactions
in the Shares during all trading sessions.
(3) Trading in the Shares will be subject to the existing trading
surveillances, administered by FINRA on behalf of the Exchange, which
are designed to detect violations of Exchange rules and applicable
federal securities laws and these procedures are adequate to properly
monitor Exchange trading of the Shares in all trading sessions and to
deter and detect violations of Exchange rules and federal securities
laws applicable to trading on the Exchange.
(4) Prior to the commencement of trading, the Exchange will inform
its Equity Trading Permit Holders in an Information Bulletin of the
special characteristics and risks associated with trading the Shares.
Specifically, the Information Bulletin will discuss the following: (a)
the procedures for purchases and redemptions of Shares in Creation Unit
aggregations (and that Shares are not individually redeemable); (b)
NYSE Arca Equities Rule 9.2(a), which imposes a duty of due diligence
on its Equity Trading Permit Holders to learn the essential facts
relating to every customer prior to trading the Shares; (c) the risks
involved in trading the Shares during the Opening and Late Trading
Sessions when an updated Portfolio Indicative Value will not be
calculated or publicly disseminated; (d) how information regarding the
Portfolio Indicative Value and the Disclosed Portfolio is disseminated;
(e) the requirement that Equity Trading Permit Holders deliver a
prospectus to investors purchasing newly issued Shares prior to or
concurrently with the confirmation of a transaction; and (f) trading
information.
(5) For initial and/or continued listing, the Funds will be in
compliance with Rule 10A-3 under the Act,\22\ as provided by NYSE Arca
Equities Rule 5.3.
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\22\ 17 CFR 240.10A-3.
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(6) A minimum of 100,000 Shares of each Fund will be outstanding at
the commencement of trading on the Exchange.
(7) Not more than 10% of the net assets of a Fund in the aggregate
invested in exchange-traded equity securities shall consist of equity
securities whose principal market is not a member of the ISG or party
to a CSSA with the Exchange.

This approval order is based on all of the Exchange's representations.

For the foregoing reasons, the Commission finds that the proposed
rule change, as modified by Amendment No. 1, is consistent with Section
6(b)(5) of the Act \23\ and the rules and regulations thereunder
applicable to a national securities exchange.
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\23\ 15 U.S.C. 78f(b)(5).
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IV. Solicitation of Comments on Amendment No. 1

Interested persons are invited to submit written data, views, and
arguments concerning whether Amendment No. 1 is consistent with the
Act. Comments may be submitted by any of the following methods:

Electronic Comments

Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
Send an email to rule-comments@sec.gov. Please include
File Number SR-NYSEArca-2015-50 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-NYSEArca-2015-50. 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

[[Page 46362]]

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 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; 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-NYSEArca-2015-50 and should
be submitted on or before August 25, 2015.

V. Accelerated Approval of Proposed Rule Change as Modified by
Amendment No. 1

The Commission finds good cause to approve the proposed rule
change, as modified by Amendment No. 1, prior to the thirtieth day
after the date of publication of notice in the Federal Register.
Amendment No. 1 supplements the proposed rule change by deleting
references to investments that the Funds will not be utilizing and
clarifies that U.S. Exchange-listed and traded ADRs are included as
``Other Investments'' only with respect to the Cambria Sovereign High
Yield Bond ETF. The Commission believes that this additional
information provides clarity about the Funds' permitted investments.
Accordingly, the Commission finds good cause, pursuant to Section
19(b)(2) of the Act,\24\ to approve the proposed rule change, as
modified by Amendment No. 1, on an accelerated basis.
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\24\ 15 U.S.C. 78s(b)(2).
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VI. Conclusion

It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\25\ that the proposed rule change (SR-NYSEArca-2015-50), as
modified by Amendment No. 1, be, and it hereby is, approved on an
accelerated basis.
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\25\ 15 U.S.C. 78s(b)(2).

For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\26\
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\26\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2015-18883 Filed 8-3-15; 8:45 am]
BILLING CODE 8011-01-P

Federal Register / Vol. 80, No. 149 / Tuesday, August 4, 2015 / Notices 46361

will be made available to all market employees. The Exchange also states or publicly disseminated; (d) how
participants at the same time.18 In that the Adviser is not registered as a information regarding the Portfolio
addition, trading in the Shares will be broker-dealer or affiliated with a broker- Indicative Value and the Disclosed
subject to NYSE Arca Equities Rule dealer. In the event (a) the Adviser or Portfolio is disseminated; (e) the
8.600(d)(2)(D), which sets forth any sub-adviser becomes registered as a requirement that Equity Trading Permit
circumstances under which Shares of a broker-dealer or newly affiliated with a Holders deliver a prospectus to
Fund may be halted. The Exchange may broker-dealer, or (b) any new adviser or investors purchasing newly issued
halt trading in the Shares if trading is sub-adviser is a registered broker-dealer Shares prior to or concurrently with the
not occurring in the securities and/or or becomes affiliated with a broker- confirmation of a transaction; and (f)
the financial instruments constituting dealer, the Exchange states that the trading information.
the Disclosed Portfolio of a Fund, or if Adviser will implement a fire wall with (5) For initial and/or continued
other unusual conditions or respect to its relevant personnel or listing, the Funds will be in compliance
circumstances detrimental to the broker-dealer affiliate regarding access with Rule 10A–3 under the Act,22 as
maintenance of a fair and orderly to information concerning the provided by NYSE Arca Equities Rule
market are present.19 Further, the composition and/or changes to the 5.3.
Commission notes that the Reporting portfolio, and will be subject to (6) A minimum of 100,000 Shares of
Authority that provides the Disclosed procedures designed to prevent the use each Fund will be outstanding at the
Portfolio of each Fund must implement and dissemination of material non- commencement of trading on the
and maintain, or be subject to, public information regarding such Exchange.
procedures designed to prevent the use portfolio. (7) Not more than 10% of the net
and dissemination of material, non- The Exchange represents that the assets of a Fund in the aggregate
public information regarding the actual Shares are deemed to be equity invested in exchange-traded equity
components of the portfolio.20 The securities, thus rendering trading in the securities shall consist of equity
Commission notes that the Financial Shares subject to the Exchange’s securities whose principal market is not
Industry Regulatory Authority existing rules governing the trading of a member of the ISG or party to a CSSA
(‘‘FINRA’’), on behalf of the Exchange,21 equity securities. with the Exchange.
will communicate as needed regarding In support of this proposal, the This approval order is based on all of
trading in the Shares and any Exchange has made additional the Exchange’s representations.
underlying common stocks, preferred representations, including: For the foregoing reasons, the
stocks, Depositary Receipts, REITs, (1) The Shares of each Fund will Commission finds that the proposed
ETFs, ETNs, futures and options on conform to the initial and continued rule change, as modified by Amendment
futures with other markets and other listing criteria under NYSE Arca No. 1, is consistent with Section 6(b)(5)
entities that are members of the Equities Rule 8.600. of the Act 23 and the rules and
Intermarket Surveillance Group. FINRA, (2) The Exchange has appropriate
regulations thereunder applicable to a
on behalf of the Exchange, may obtain rules to facilitate transactions in the
national securities exchange.
trading information regarding trading in Shares during all trading sessions.
(3) Trading in the Shares will be IV. Solicitation of Comments on
the Shares, ETFs, ETNs, futures and
subject to the existing trading Amendment No. 1
options on futures from such markets
surveillances, administered by FINRA Interested persons are invited to
and other entities. In addition, the
on behalf of the Exchange, which are submit written data, views, and
Exchange may obtain information
designed to detect violations of arguments concerning whether
regarding trading in the Shares,
Exchange rules and applicable federal Amendment No. 1 is consistent with the
common stocks, preferred stocks,
securities laws and these procedures are Act. Comments may be submitted by
Depositary Receipts, REITs, ETFs, ETNs,
adequate to properly monitor Exchange any of the following methods:
futures and options on futures from
trading of the Shares in all trading
markets and other entities that are Electronic Comments
sessions and to deter and detect
members of ISG or with which the
Exchange has in place a comprehensive
violations of Exchange rules and federal • Use the Commission’s Internet
securities laws applicable to trading on comment form (http://www.sec.gov/
surveillance sharing agreement. The
the Exchange. rules/sro.shtml); or
Exchange states that it has a general
policy prohibiting the distribution of
(4) Prior to the commencement of • Send an email to rule-comments@
trading, the Exchange will inform its sec.gov. Please include File Number SR–
material, non-public information by its Equity Trading Permit Holders in an NYSEArca-2015–50 on the subject line.
18 See
Information Bulletin of the special
NYSE Arca Equities Rule 8.600(d)(1)(B). Paper Comments
19 See NYSE Arca Equities Rule 8.600(d)(2)(C)
characteristics and risks associated with
(providing additional considerations for the trading the Shares. Specifically, the • Send paper comments in triplicate
suspension of trading in or removal from listing of Information Bulletin will discuss the to Secretary, Securities and Exchange
Managed Fund Shares on the Exchange). With following: (a) the procedures for Commission, 100 F Street NE.,
respect to trading halts, the Exchange may consider
all relevant factors in exercising its discretion to
purchases and redemptions of Shares in Washington, DC 20549–1090.
halt or suspend trading in the Shares of each Fund. Creation Unit aggregations (and that All submissions should refer to File
Trading in Shares of a Fund will be halted if the Shares are not individually redeemable); Number SR–NYSEArca-2015–50. This
circuit breaker parameters in NYSE Arca Equities (b) NYSE Arca Equities Rule 9.2(a),
Rule 7.12 have been reached. Trading also may be
file number should be included on the
halted because of market conditions or for reasons
which imposes a duty of due diligence subject line if email is used. To help the
tkelley on DSK3SPTVN1PROD with NOTICES

that, in the view of the Exchange, make trading in on its Equity Trading Permit Holders to Commission process and review your
the Shares inadvisable. learn the essential facts relating to every comments more efficiently, please use
20 See NYSE Arca Equities Rule 8.600(d)(2)(B)(ii).
customer prior to trading the Shares; (c) only one method. The Commission will
21 The Exchange states that, while FINRA surveils
the risks involved in trading the Shares post all comments on the Commission’s
trading on the Exchange pursuant to a regulatory
services agreement, the Exchange is responsible for
during the Opening and Late Trading
FINRA’s performance under this regulatory services Sessions when an updated Portfolio 22 17 CFR 240.10A–3.
agreement. Indicative Value will not be calculated 23 15 U.S.C. 78f(b)(5).

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46362 Federal Register / Vol. 80, No. 149 / Tuesday, August 4, 2015 / Notices

Internet Web site (http://www.sec.gov/ For the Commission, by the Division of Written comments are invited on: (a)
rules/sro.shtml). Copies of the Trading and Markets, pursuant to delegated Whether the proposed collection of
submission, all subsequent authority.26 information is necessary for the proper
amendments, all written statements Robert W. Errett, performance of the functions of the
with respect to the proposed rule Deputy Secretary. Commission, including whether the
change that are filed with the [FR Doc. 2015–18883 Filed 8–3–15; 8:45 am] information shall have practical utility;
Commission, and all written BILLING CODE 8011–01–P (b) the accuracy of the Commission’s
communications relating to the estimates of the burden of the proposed
proposed rule change between the collection of information; (c) ways to
Commission and any person, other than SECURITIES AND EXCHANGE enhance the quality, utility, and clarity
those that may be withheld from the COMMISSION of the information to be collected; and
public in accordance with the (d) ways to minimize the burden of the
Proposed Collection; Comment collection of information on
provisions of 5 U.S.C. 552, will be Request
available for Web site viewing and respondents, including through the use
printing in the Commission’s Public Upon Written Request, Copies Available of automated collection techniques or
Reference Room, 100 F Street NE., From: Securities and Exchange other forms of information technology.
Washington, DC 20549, on official Commission, Office of FOIA Services, Consideration will be given to
business days between the hours of 100 F Street NE., Washington, DC comments and suggestions submitted in
10:00 a.m. and 3:00 p.m. Copies of the 20549–2736. writing within 60 days of this
filing also will be available for Extension: publication.
inspection and copying at the principal Rule 17f–2(a), SEC File No. 270–34, OMB The Commission may not conduct or
office of the Exchange. All comments Control No. 3235–0034. sponsor a collection of information
received will be posted without change; unless it displays a currently valid OMB
Notice is hereby given that pursuant
the Commission does not edit personal control number. No person shall be
to the Paperwork Reduction Act of 1995
identifying information from subject to any penalty for failing to
(44 U.S.C. 3501 et seq.) (‘‘PRA’’), the
submissions. You should submit only comply with a collection of information
Securities and Exchange Commission
information that you wish to make subject to the PRA that does not display
(‘‘Commission’’) is soliciting comments
available publicly. All submissions on the existing collection of information a valid OMB control number. Please
should refer to File Number SR– provided for in Rule 17f–2(a) (17 CFR direct your written comments to:
NYSEArca-2015–50 and should be 240.17f–2(a)), under the Securities Pamela Dyson, Director/Chief
submitted on or before August 25, 2015. Exchange Act of 1934 (15 U.S.C. 78a et Information Officer, Securities and
seq.). The Commission plans to submit Exchange Commission, c/o Remi Pavlik-
V. Accelerated Approval of Proposed the existing collection of information to Simon, 100 F Street NE., Washington
Rule Change as Modified by the Office of Management and Budget DC 20549; or send an email to: PRA_
Amendment No. 1 (‘‘OMB’’) for extension and approval. Mailbox@sec.gov.
Rule 17f–2(a) (Fingerprinting Dated: July 28, 2015.
The Commission finds good cause to
approve the proposed rule change, as Requirements for Securities Robert W. Errett,
modified by Amendment No. 1, prior to Professionals) requires that securities Deputy Secretary.
the thirtieth day after the date of professionals be fingerprinted. This [FR Doc. 2015–19012 Filed 8–3–15; 8:45 am]
publication of notice in the Federal requirement serves to identify security- BILLING CODE 8011–01–P
Register. Amendment No. 1 risk personnel, to allow an employer to
supplements the proposed rule change make fully informed employment
by deleting references to investments decisions, and to deter possible SECURITIES AND EXCHANGE
that the Funds will not be utilizing and wrongdoers from seeking employment COMMISSION
clarifies that U.S. Exchange-listed and in the securities industry. Partners,
directors, officers, and employees of Proposed Collection; Comment
traded ADRs are included as ‘‘Other
exchanges, brokers, dealers, transfer Request
Investments’’ only with respect to the
Cambria Sovereign High Yield Bond agents, and clearing agencies are Upon Written Request, Copies Available
ETF. The Commission believes that this included. From: Securities and Exchange
The Commission staff estimates that
additional information provides clarity Commission, Office of FOIA Services,
approximately 4,500 respondents will
about the Funds’ permitted investments. 100 F Street NE., Washington, DC
submit an aggregate total 300,700 new
Accordingly, the Commission finds 20549–2736.
fingerprint cards each year or
good cause, pursuant to Section 19(b)(2) approximately 67 fingerprint cards per Extension:
of the Act,24 to approve the proposed year per registrant. The staff estimates Rule 17Ad–4(b) & (c); SEC File No. 270–
rule change, as modified by Amendment that the average number of hours 264, OMB Control No. 235–0341.
No. 1, on an accelerated basis. necessary to complete a fingerprint card Notice is hereby given that pursuant
VI. Conclusion is one-half hour. Thus, the total to the Paperwork Reduction Act of 1995
estimated annual burden is 150,350 (44 U.S.C. 3501 et seq.) the Securities
It is therefore ordered, pursuant to hours for all respondents (300,700 times and Exchange Commission
Section 19(b)(2) of the Act,25 that the one-half hour). The average internal (‘‘Commission’’) is soliciting comments
tkelley on DSK3SPTVN1PROD with NOTICES

proposed rule change (SR–NYSEArca- labor cost of compliance per hour is on the existing collection of information
2015–50), as modified by Amendment approximately $283. Therefore, the total provided for in the following rule: Rule
No. 1, be, and it hereby is, approved on estimated annual internal labor cost of 17Ad–4(b) & (c) under the Securities
an accelerated basis. compliance for all respondents is Exchange Act of 1934 (15 U.S.C. 78a et
$42,549,050 (150,350 times $283). seq.) (‘‘Exchange Act’’). The
24 15 U.S.C. 78s(b)(2). Commission plans to submit this
25 15 U.S.C. 78s(b)(2). 26 17 CFR 200.30–3(a)(12). existing collection of information to the

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Document Created: 2015-12-18 14:51:10
Document Modified: 2015-12-18 14:51:10

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 46359