81_FR_35177 81 FR 35072 - Joint Industry Plan; Notice of Filing and Immediate Effectiveness of Amendment No. 3 to the National Market System Plan Governing the Process of Selecting a Plan Processor and Developing a Plan for the Consolidated Audit Trail by BATS Exchange, Inc., BATS-Y Exchange, Inc., BOX Options Exchange LLC, C2 Options Exchange, Incorporated, Chicago Board Options Exchange, Incorporated, Chicago Stock Exchange, Inc., EDGA Exchange, Inc., EDGX Exchange, Inc., Financial Industry Regulatory Authority, Inc., International Securities Exchange, LLC, ISE Gemini, LLC, Miami International Securities Exchange LLC, NASDAQ OMX BX, Inc., NASDAQ OMX PHLX LLC, The NASDAQ Stock Market LLC, National Stock Exchange, Inc., New York Stock Exchange LLC, NYSE MKT LLC, and NYSE Arca, Inc.

81 FR 35072 - Joint Industry Plan; Notice of Filing and Immediate Effectiveness of Amendment No. 3 to the National Market System Plan Governing the Process of Selecting a Plan Processor and Developing a Plan for the Consolidated Audit Trail by BATS Exchange, Inc., BATS-Y Exchange, Inc., BOX Options Exchange LLC, C2 Options Exchange, Incorporated, Chicago Board Options Exchange, Incorporated, Chicago Stock Exchange, Inc., EDGA Exchange, Inc., EDGX Exchange, Inc., Financial Industry Regulatory Authority, Inc., International Securities Exchange, LLC, ISE Gemini, LLC, Miami International Securities Exchange LLC, NASDAQ OMX BX, Inc., NASDAQ OMX PHLX LLC, The NASDAQ Stock Market LLC, National Stock Exchange, Inc., New York Stock Exchange LLC, NYSE MKT LLC, and NYSE Arca, Inc.

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 105 (June 1, 2016)

Page Range35072-35074
FR Document2016-12779

Federal Register, Volume 81 Issue 105 (Wednesday, June 1, 2016)
[Federal Register Volume 81, Number 105 (Wednesday, June 1, 2016)]
[Notices]
[Pages 35072-35074]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-12779]



[[Page 35072]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-77917; File No. 4-668]


Joint Industry Plan; Notice of Filing and Immediate Effectiveness 
of Amendment No. 3 to the National Market System Plan Governing the 
Process of Selecting a Plan Processor and Developing a Plan for the 
Consolidated Audit Trail by BATS Exchange, Inc., BATS-Y Exchange, Inc., 
BOX Options Exchange LLC, C2 Options Exchange, Incorporated, Chicago 
Board Options Exchange, Incorporated, Chicago Stock Exchange, Inc., 
EDGA Exchange, Inc., EDGX Exchange, Inc., Financial Industry Regulatory 
Authority, Inc., International Securities Exchange, LLC, ISE Gemini, 
LLC, Miami International Securities Exchange LLC, NASDAQ OMX BX, Inc., 
NASDAQ OMX PHLX LLC, The NASDAQ Stock Market LLC, National Stock 
Exchange, Inc., New York Stock Exchange LLC, NYSE MKT LLC, and NYSE 
Arca, Inc.

May 25, 2016.

I. Introduction

    Pursuant to Section 11A of the Securities Exchange Act of 1934 
(``Act'') \1\ and Rule 608 thereunder,\2\ notice is hereby given that, 
on March 29, 2016, BATS Exchange, Inc., BATS-Y Exchange, Inc., BOX 
Options Exchange LLC, C2 Options Exchange, Incorporated, Chicago Board 
Options Exchange, Incorporated, Chicago Stock Exchange, Inc., EDGA 
Exchange, Inc., EDGX Exchange, Inc., Financial Industry Regulatory 
Authority, Inc., International Securities Exchange, LLC, ISE Gemini, 
LLC, Miami International Securities Exchange LLC, NASDAQ OMX BX, Inc., 
NASDAQ OMX PHLX LLC, The NASDAQ Stock Market LLC, National Stock 
Exchange, Inc., New York Stock Exchange LLC, NYSE MKT LLC, and NYSE 
Arca, Inc. (collectively, ``SROs'' or ``Participants''), filed with the 
Securities and Exchange Commission (the ``Commission'') a proposal to 
amend the Plan Governing the Process of Selecting a Plan Processor and 
Developing a Plan for the Consolidated Audit Trail (the ``Selection 
Plan'').\3\
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78k-1.
    \2\ 17 CFR 242.608.
    \3\ In this filing, the SROs withdrew the amendment to the 
Selection Plan filed with the Commission on March 11, 2016. See 
Letter from the Participants to Brent J. Fields, Secretary, 
Commission, dated March 11, 2016.
---------------------------------------------------------------------------

    The SROs propose to amend the Selection Plan to add ISE Mercury, 
LLC (``ISE Mercury'') as a Participant to the Selection Plan, and 
replace references to ``Topaz Exchange, LLC'' with references to ``ISE 
Gemini, LLC.'' A copy of the proposed amendment to the Selection Plan 
(``Amendment No. 3'') is attached as Exhibit A hereto. The Commission 
is publishing this notice to solicit comments from interested persons 
on proposed Amendment No. 3 to the Selection Plan.

II. Description of the Plan

    Set forth in this Section II is the statement of the purpose of 
Amendment No. 3 to the Selection Plan, along with the information 
required by Rule 608(a)(4) and (5) under the Exchange Act,\4\ as 
prepared and submitted by the SROs to the Commission.\5\
---------------------------------------------------------------------------

    \4\ See 17 CFR 242.608(a)(4) and (a)(5).
    \5\ See Letter from the Participants to Brent J. Fields, 
Secretary, Commission, dated March 29, 2016.
---------------------------------------------------------------------------

* * * * *
Background
    The Selection Plan was initially filed with the Commission on 
September 4, 2013,\6\ approved on February 21, 2014,\7\ and 
subsequently amended on June 17, 2015 and September 24, 2015.\8\ The 
Selection Plan governs the process for how the Participants will 
evaluate and select a Plan Processor and develop the National Market 
System Plan Governing the Consolidated Audit Trail Pursuant to Rule 613 
of Regulation NMS under the Exchange Act (``CAT NMS Plan'').
---------------------------------------------------------------------------

    \6\ See Securities Exchange Act Release No. 70892 (November 15, 
2013), 78 FR 69910 (November 21, 2013) (Notice of the Selection 
Plan).
    \7\ See Securities Exchange Act Release No. 71596 (February 21, 
2014), 79 FR 11152 (February 27, 2014) (Order Approving Selection 
Plan).
    \8\ See Securities Exchange Act Release No. 75192 (June 17, 
2015), 80 FR 36028 (June 23, 2015); Securities Exchange Act Release 
No. 75980 (September 24, 2015), 80 FR 58796 (September 30, 2015).
---------------------------------------------------------------------------

Requirements Pursuant to Rule 608(a)

A. Description of the Amendments to the Selection Plan

    On January 29, 2016, the Commission approved ISE Mercury's 
registration as a national securities exchange pursuant to Section 6 of 
the Exchange Act.\9\ Pursuant to Section II(B) of the Selection Plan, 
the Participants propose amending the Selection Plan to add ISE Mercury 
as a Participant thereto. Section II(B) of the Selection Plan states:

    Any entity approved by the SEC as a national securities exchange 
or national securities association under the Exchange Act after the 
effectiveness of the Plan shall become a Participant by satisfying 
each of the following requirements: (1) Effecting an amendment to 
the Plan by executing a copy of the Plan as then in effect (with the 
only change being the addition of the new Participant's name in 
Section II of the Plan) and submitting such amendment to the SEC for 
approval; and (2) providing each then-current Participant with a 
copy of such executed Plan. The amendment shall be effective when it 
is approved by the SEC in accordance with SEC Rule 608 or otherwise 
becomes effective pursuant to SEC Rule 608.\10\

    \9\ See Securities Exchange Act Release No. 76998 (January 29, 
2016), 81 FR 6066 (February 4, 2016).
    \10\ See Selection Plan, Section II(B), available at 
www.catnmsplan.com.

Accordingly, ISE Mercury has executed a copy of the Selection Plan as 
currently in effect, with the addition of ISE Mercury's name to Section 
II of the Selection Plan, and provided each existing Participant a copy 
of the executed Selection Plan. With this submission, the Participants 
submit the executed Selection Plan to the Commission for approval on 
behalf of ISE Mercury. A copy of the executed version of the Selection 
Plan is attached hereto.\11\
---------------------------------------------------------------------------

    \11\ See Exhibit B.
---------------------------------------------------------------------------

    The Participants also propose to amend the Selection Plan to 
replace references to ``Topaz Exchange, LLC'' with references to ``ISE 
Gemini, LLC.'' On February 20, 2014, the Commission approved a proposed 
rule change that authorized Topaz Exchange, LLC to amend its 
Constitution, Certificate of Formation, Limited Liability Company 
Agreement, Rules and Schedule of Fees to change its name to ``ISE 
Gemini, LLC.'' \12\
---------------------------------------------------------------------------

    \12\ See Securities Exchange Act Release No. 71586 (February 20, 
2014), 79 FR 10861 (February 26, 2014).
---------------------------------------------------------------------------

    The proposed amendments to the text of the Selection Plan are set 
forth in Exhibit A to this letter.\13\
---------------------------------------------------------------------------

    \13\ See Exhibit A.
---------------------------------------------------------------------------

B. Governing or Constituent Documents

    Not applicable.

C. Implementation of Amendment

    The terms of the proposed amendment will become effective upon 
filing pursuant to Rule 608(b)(3)(iii) of the Exchange Act because it 
involves solely technical or ministerial matters. At any time within 
sixty days of the filing of this amendment, the Commission may 
summarily abrogate the amendment and require that it be refiled 
pursuant to paragraph (b)(1) of Rule 608,\14\ if it appears to the 
Commission that such action is necessary or appropriate in the public 
interest, for the protection of investors

[[Page 35073]]

or the maintenance of fair and orderly markets, to remove impediments 
to, and perfect the mechanisms of, a national market system or 
otherwise in furtherance of the purposes of the Exchange Act.
---------------------------------------------------------------------------

    \14\ The Commission notes that if it abrogated an amendment, the 
Commission could require the amendment to be refiled in accordance 
with subparagraph (a)(1) of Rule 608. See 17 CFR 242.608(b)(3)(iii).
---------------------------------------------------------------------------

D. Development and Implementation Phases

    Not applicable.

E. Analysis of Impact on Competition

    Not applicable.

F. Written Understanding or Agreements Relating to Interpretation of, 
or Participation in, Plan

    Not applicable.

G. Statement That the Amendments Have Been Approved by the Plan 
Sponsors

    The Selection Plan provides that, except with respect to the 
addition of new Participants, amendments to the Selection Plan shall be 
effected by means of a written amendment that: (1) Sets forth the 
change, addition, or deletion; (2) is executed by over two-thirds of 
the Participants; and (3) is approved by the SEC pursuant to Rule 608, 
or otherwise becomes effective under Rule 608.\15\ The proposed 
amendment has been executed by all of the Participants and has 
consequently been approved by the SROs.
---------------------------------------------------------------------------

    \15\ See Notice of Selection Plan, supra note 5.
---------------------------------------------------------------------------

    With respect to new Participants, an amendment to the Selection 
Plan may be effected by the new national securities exchange or 
national securities association in accordance with Section II of the 
Selection Plan. As discussed above, ISE Mercury has executed the 
existing version of the Selection Plan, with ISE Mercury's name added 
to Section II, provided each existing Participant a copy of the 
executed Selection Plan, and is providing the Commission with a copy of 
the executed version with this submission.

H. Terms and Conditions of Access

    Not applicable.

I. Method of Determination and Imposition, and Amount of, Fees and 
Charges

    Not applicable.

J. Method and Frequency of Processor Evaluation

    Not applicable.

K. Dispute Resolution

    Not applicable.

III. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the Amendment No. 
3 to the Selection Plan 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 4-668 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields, 
Secretary, Securities and Exchange Commission, 100 F Street NE., 
Washington, DC 20549-1090.

All submissions should refer to File Number 4-668. 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 Amendment to the Plan that are filed 
with the Commission, and all written communications relating to the 
Amendment to the Plan 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 10:00 a.m. and 
3:00 p.m. Copies of the submission will also be available for 
inspection and copying at the Participants' principal offices. 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 4-668 and should be submitted 
on or before June 22, 2016.

    By the Commission.
Brent J. Fields,
Secretary.

EXHIBIT A

    Additions italicized; deletions bracketed

Plan Processor Evaluation and Selection Plan

II. Participants

(A) List of Participants

    The Participants are as follows:

(1) BATS Exchange, Inc.
(2) BATS Y-Exchange, Inc.
(3) BOX Options Exchange LLC
(4) C2 Options Exchange, Incorporated
(5) Chicago Board Options Exchange, Incorporated
(6) Chicago Stock Exchange, Inc.
(7) EDGA Exchange, Inc.
(8) EDGX Exchange, Inc.
(9) Financial Industry Regulatory Authority, Inc.
(10) International Securities Exchange, LLC
(11) ISE Gemini, LLC
(12) ISE Mercury, LLC
([11]13) Miami International Securities Exchange LLC
([12]14) NASDAQ OMX BX, Inc.
([13]15) NASDAQ OMX PHLX LLC
([14]16) The Nasdaq Stock Market LLC
([15]17) National Stock Exchange, Inc.
([16]18) New York Stock Exchange LLC
([17]19) NYSE MKT LLC
([18]20) NYSE Arca, Inc.
[(19) Topaz Exchange, LLC]
* * * * *
BATS EXCHANGE, INC.

BY:--------------------------------------------------------------------

BATS Y-EXCHANGE, INC.

BY:--------------------------------------------------------------------

BOX OPTIONS EXCHANGE LLC

BY:--------------------------------------------------------------------

C2 OPTIONS EXCHANGE, INCORPORATED

BY:--------------------------------------------------------------------

CHICAGO BOARD OPTIONS EXCHANGE, INCORPORATED

BY:--------------------------------------------------------------------

CHICAGO STOCK EXCHANGE, INC.

BY:--------------------------------------------------------------------

EDGA EXCHANGE, INC.

BY:--------------------------------------------------------------------

EDGX EXCHANGE, INC.

BY:--------------------------------------------------------------------

FINANCIAL INDUSTRY REGULATORY AUTHORITY, INC.

BY:--------------------------------------------------------------------

INTERNATIONAL SECURITIES EXCHANGE, LLC

BY:--------------------------------------------------------------------

ISE GEMINI, LLC

BY:--------------------------------------------------------------------

ISE MERCURY, LLC

BY:--------------------------------------------------------------------

MIAMI INTERNATIONAL SECURITIES EXCHANGE LLC

BY:--------------------------------------------------------------------

NASDAQ OMX BX, INC.

BY:--------------------------------------------------------------------

NASDAQ OMX PHLX LLC

BY:--------------------------------------------------------------------

THE NASDAQ STOCK MARKET LLC

BY:--------------------------------------------------------------------

NATIONAL STOCK EXCHANGE, INC.


[[Page 35074]]


BY:--------------------------------------------------------------------

NEW YORK STOCK EXCHANGE LLC

BY:--------------------------------------------------------------------

NYSE ARCA, INC.

BY:--------------------------------------------------------------------

NYSE MKT LLC

BY:--------------------------------------------------------------------

[TOPAZ EXCHANGE, LLC

BY: _________________]-------------------------------------------------

[FR Doc. 2016-12779 Filed 5-31-16; 8:45 am]
 BILLING CODE 8011-01-P



                                                35072                        Federal Register / Vol. 81, No. 105 / Wednesday, June 1, 2016 / Notices

                                                SECURITIES AND EXCHANGE                                 Selection Plan, and replace references to             amendment to the Plan by executing a copy
                                                COMMISSION                                              ‘‘Topaz Exchange, LLC’’ with references               of the Plan as then in effect (with the only
                                                                                                        to ‘‘ISE Gemini, LLC.’’ A copy of the                 change being the addition of the new
                                                [Release No. 34–77917; File No. 4–668]                                                                        Participant’s name in Section II of the Plan)
                                                                                                        proposed amendment to the Selection                   and submitting such amendment to the SEC
                                                Joint Industry Plan; Notice of Filing                   Plan (‘‘Amendment No. 3’’) is attached                for approval; and (2) providing each then-
                                                and Immediate Effectiveness of                          as Exhibit A hereto. The Commission is                current Participant with a copy of such
                                                Amendment No. 3 to the National                         publishing this notice to solicit                     executed Plan. The amendment shall be
                                                Market System Plan Governing the                        comments from interested persons on                   effective when it is approved by the SEC in
                                                                                                        proposed Amendment No. 3 to the                       accordance with SEC Rule 608 or otherwise
                                                Process of Selecting a Plan Processor                                                                         becomes effective pursuant to SEC Rule
                                                and Developing a Plan for the                           Selection Plan.
                                                                                                                                                              608.10
                                                Consolidated Audit Trail by BATS                        II. Description of the Plan
                                                Exchange, Inc., BATS–Y Exchange,                                                                              Accordingly, ISE Mercury has executed
                                                                                                           Set forth in this Section II is the                a copy of the Selection Plan as currently
                                                Inc., BOX Options Exchange LLC, C2
                                                                                                        statement of the purpose of Amendment                 in effect, with the addition of ISE
                                                Options Exchange, Incorporated,
                                                                                                        No. 3 to the Selection Plan, along with               Mercury’s name to Section II of the
                                                Chicago Board Options Exchange,
                                                                                                        the information required by Rule                      Selection Plan, and provided each
                                                Incorporated, Chicago Stock
                                                                                                        608(a)(4) and (5) under the Exchange                  existing Participant a copy of the
                                                Exchange, Inc., EDGA Exchange, Inc.,
                                                                                                        Act,4 as prepared and submitted by the                executed Selection Plan. With this
                                                EDGX Exchange, Inc., Financial
                                                                                                        SROs to the Commission.5                              submission, the Participants submit the
                                                Industry Regulatory Authority, Inc.,
                                                International Securities Exchange,                      *     *     *      *    *                             executed Selection Plan to the
                                                LLC, ISE Gemini, LLC, Miami                                                                                   Commission for approval on behalf of
                                                                                                        Background
                                                International Securities Exchange LLC,                                                                        ISE Mercury. A copy of the executed
                                                                                                          The Selection Plan was initially filed              version of the Selection Plan is attached
                                                NASDAQ OMX BX, Inc., NASDAQ OMX
                                                                                                        with the Commission on September 4,                   hereto.11
                                                PHLX LLC, The NASDAQ Stock Market
                                                                                                        2013,6 approved on February 21, 2014,7                  The Participants also propose to
                                                LLC, National Stock Exchange, Inc.,
                                                                                                        and subsequently amended on June 17,                  amend the Selection Plan to replace
                                                New York Stock Exchange LLC, NYSE
                                                                                                        2015 and September 24, 2015.8 The                     references to ‘‘Topaz Exchange, LLC’’
                                                MKT LLC, and NYSE Arca, Inc.
                                                                                                        Selection Plan governs the process for                with references to ‘‘ISE Gemini, LLC.’’
                                                May 25, 2016.                                           how the Participants will evaluate and                On February 20, 2014, the Commission
                                                                                                        select a Plan Processor and develop the               approved a proposed rule change that
                                                I. Introduction                                         National Market System Plan Governing                 authorized Topaz Exchange, LLC to
                                                   Pursuant to Section 11A of the                       the Consolidated Audit Trail Pursuant                 amend its Constitution, Certificate of
                                                Securities Exchange Act of 1934                         to Rule 613 of Regulation NMS under                   Formation, Limited Liability Company
                                                (‘‘Act’’) 1 and Rule 608 thereunder,2                   the Exchange Act (‘‘CAT NMS Plan’’).                  Agreement, Rules and Schedule of Fees
                                                notice is hereby given that, on March                                                                         to change its name to ‘‘ISE Gemini,
                                                29, 2016, BATS Exchange, Inc., BATS–                    Requirements Pursuant to Rule 608(a)
                                                                                                                                                              LLC.’’ 12
                                                Y Exchange, Inc., BOX Options                           A. Description of the Amendments to                     The proposed amendments to the text
                                                Exchange LLC, C2 Options Exchange,                      the Selection Plan                                    of the Selection Plan are set forth in
                                                Incorporated, Chicago Board Options                                                                           Exhibit A to this letter.13
                                                                                                          On January 29, 2016, the Commission
                                                Exchange, Incorporated, Chicago Stock
                                                                                                        approved ISE Mercury’s registration as a              B. Governing or Constituent Documents
                                                Exchange, Inc., EDGA Exchange, Inc.,
                                                                                                        national securities exchange pursuant to                Not applicable.
                                                EDGX Exchange, Inc., Financial
                                                                                                        Section 6 of the Exchange Act.9
                                                Industry Regulatory Authority, Inc.,                                                                          C. Implementation of Amendment
                                                                                                        Pursuant to Section II(B) of the
                                                International Securities Exchange, LLC,
                                                                                                        Selection Plan, the Participants propose                 The terms of the proposed
                                                ISE Gemini, LLC, Miami International
                                                                                                        amending the Selection Plan to add ISE                amendment will become effective upon
                                                Securities Exchange LLC, NASDAQ
                                                                                                        Mercury as a Participant thereto.                     filing pursuant to Rule 608(b)(3)(iii) of
                                                OMX BX, Inc., NASDAQ OMX PHLX
                                                                                                        Section II(B) of the Selection Plan states:           the Exchange Act because it involves
                                                LLC, The NASDAQ Stock Market LLC,
                                                National Stock Exchange, Inc., New                        Any entity approved by the SEC as a                 solely technical or ministerial matters.
                                                York Stock Exchange LLC, NYSE MKT                       national securities exchange or national              At any time within sixty days of the
                                                                                                        securities association under the Exchange             filing of this amendment, the
                                                LLC, and NYSE Arca, Inc. (collectively,
                                                                                                        Act after the effectiveness of the Plan shall         Commission may summarily abrogate
                                                ‘‘SROs’’ or ‘‘Participants’’), filed with               become a Participant by satisfying each of the
                                                the Securities and Exchange                                                                                   the amendment and require that it be
                                                                                                        following requirements: (1) Effecting an
                                                Commission (the ‘‘Commission’’) a                                                                             refiled pursuant to paragraph (b)(1) of
                                                proposal to amend the Plan Governing                      4 See  17 CFR 242.608(a)(4) and (a)(5).
                                                                                                                                                              Rule 608,14 if it appears to the
                                                the Process of Selecting a Plan Processor                 5 See  Letter from the Participants to Brent J.     Commission that such action is
                                                and Developing a Plan for the                           Fields, Secretary, Commission, dated March 29,        necessary or appropriate in the public
                                                Consolidated Audit Trail (the ‘‘Selection               2016.                                                 interest, for the protection of investors
                                                                                                           6 See Securities Exchange Act Release No. 70892
                                                Plan’’).3                                               (November 15, 2013), 78 FR 69910 (November 21,          10 See Selection Plan, Section II(B), available at
                                                   The SROs propose to amend the                        2013) (Notice of the Selection Plan).                 www.catnmsplan.com.
                                                Selection Plan to add ISE Mercury, LLC                     7 See Securities Exchange Act Release No. 71596
                                                                                                                                                                11 See Exhibit B.
                                                (‘‘ISE Mercury’’) as a Participant to the
sradovich on DSK3TPTVN1PROD with NOTICES




                                                                                                        (February 21, 2014), 79 FR 11152 (February 27,          12 See Securities Exchange Act Release No. 71586
                                                                                                        2014) (Order Approving Selection Plan).
                                                                                                           8 See Securities Exchange Act Release No. 75192
                                                                                                                                                              (February 20, 2014), 79 FR 10861 (February 26,
                                                  1 15  U.S.C. 78k–1.                                                                                         2014).
                                                  2 17                                                  (June 17, 2015), 80 FR 36028 (June 23, 2015);
                                                        CFR 242.608.                                                                                            13 See Exhibit A.
                                                  3 In this filing, the SROs withdrew the
                                                                                                        Securities Exchange Act Release No. 75980               14 The Commission notes that if it abrogated an
                                                                                                        (September 24, 2015), 80 FR 58796 (September 30,
                                                amendment to the Selection Plan filed with the          2015).                                                amendment, the Commission could require the
                                                Commission on March 11, 2016. See Letter from the                                                             amendment to be refiled in accordance with
                                                Participants to Brent J. Fields, Secretary,                9 See Securities Exchange Act Release No. 76998    subparagraph (a)(1) of Rule 608. See 17 CFR
                                                Commission, dated March 11, 2016.                       (January 29, 2016), 81 FR 6066 (February 4, 2016).    242.608(b)(3)(iii).



                                           VerDate Sep<11>2014   21:59 May 31, 2016   Jkt 238001   PO 00000   Frm 00104   Fmt 4703   Sfmt 4703   E:\FR\FM\01JNN1.SGM   01JNN1


                                                                                Federal Register / Vol. 81, No. 105 / Wednesday, June 1, 2016 / Notices                                              35073

                                                or the maintenance of fair and orderly                    III. Solicitation of Comments                         Plan Processor Evaluation and Selection
                                                markets, to remove impediments to, and                                                                          Plan
                                                perfect the mechanisms of, a national                        Interested persons are invited to
                                                                                                                                                                II. Participants
                                                market system or otherwise in                             submit written data, views, and
                                                                                                          arguments concerning the foregoing,                   (A) List of Participants
                                                furtherance of the purposes of the
                                                Exchange Act.                                             including whether the Amendment No.                      The Participants are as follows:
                                                                                                          3 to the Selection Plan is consistent                 (1) BATS Exchange, Inc.
                                                D. Development and Implementation                         with the Act. Comments may be                         (2) BATS Y–Exchange, Inc.
                                                Phases                                                    submitted by any of the following                     (3) BOX Options Exchange LLC
                                                                                                          methods:                                              (4) C2 Options Exchange, Incorporated
                                                   Not applicable.                                                                                              (5) Chicago Board Options Exchange,
                                                E. Analysis of Impact on Competition                      Electronic Comments                                        Incorporated
                                                                                                                                                                (6) Chicago Stock Exchange, Inc.
                                                   Not applicable.                                          • Use the Commission’s Internet                     (7) EDGA Exchange, Inc.
                                                                                                          comment form (http://www.sec.gov/                     (8) EDGX Exchange, Inc.
                                                F. Written Understanding or Agreements                                                                          (9) Financial Industry Regulatory Authority,
                                                                                                          rules/sro.shtml); or
                                                Relating to Interpretation of, or                                                                                    Inc.
                                                Participation in, Plan                                      • Send an email to rule-comments@                   (10) International Securities Exchange, LLC
                                                                                                          sec.gov. Please include File Number 4–                (11) ISE Gemini, LLC
                                                   Not applicable.                                        668 on the subject line.                              (12) ISE Mercury, LLC
                                                G. Statement That the Amendments                                                                                ([11]13) Miami International Securities
                                                                                                          Paper Comments                                             Exchange LLC
                                                Have Been Approved by the Plan
                                                                                                                                                                ([12]14) NASDAQ OMX BX, Inc.
                                                Sponsors                                                    • Send paper comments in triplicate
                                                                                                                                                                ([13]15) NASDAQ OMX PHLX LLC
                                                                                                          to Brent J. Fields, Secretary, Securities             ([14]16) The Nasdaq Stock Market LLC
                                                  The Selection Plan provides that,
                                                                                                          and Exchange Commission, 100 F Street                 ([15]17) National Stock Exchange, Inc.
                                                except with respect to the addition of
                                                                                                          NE., Washington, DC 20549–1090.                       ([16]18) New York Stock Exchange LLC
                                                new Participants, amendments to the
                                                                                                                                                                ([17]19) NYSE MKT LLC
                                                Selection Plan shall be effected by                       All submissions should refer to File                  ([18]20) NYSE Arca, Inc.
                                                means of a written amendment that: (1)                    Number 4–668. This file number should                 [(19) Topaz Exchange, LLC]
                                                Sets forth the change, addition, or                       be included on the subject line if email
                                                                                                                                                                *        *   *     *    *
                                                deletion; (2) is executed by over two-                    is used. To help the Commission                       BATS EXCHANGE, INC.
                                                thirds of the Participants; and (3) is                    process and review your comments
                                                                                                                                                                BY: lllllllllllllllllll
                                                approved by the SEC pursuant to Rule                      more efficiently, please use only one
                                                                                                                                                                BATS Y–EXCHANGE, INC.
                                                608, or otherwise becomes effective                       method. The Commission will post all
                                                under Rule 608.15 The proposed                            comments on the Commission’s Internet                 BY: lllllllllllllllllll
                                                amendment has been executed by all of                     Web site (http://www.sec.gov/rules/                   BOX OPTIONS EXCHANGE LLC
                                                the Participants and has consequently                     sro.shtml). Copies of the submission, all             BY: lllllllllllllllllll
                                                been approved by the SROs.                                subsequent amendments, all written                    C2 OPTIONS EXCHANGE, INCORPORATED
                                                  With respect to new Participants, an                    statements with respect to the                        BY: lllllllllllllllllll
                                                amendment to the Selection Plan may                       Amendment to the Plan that are filed                  CHICAGO BOARD OPTIONS EXCHANGE,
                                                be effected by the new national                           with the Commission, and all written                  INCORPORATED
                                                securities exchange or national                           communications relating to the                        BY: lllllllllllllllllll
                                                securities association in accordance                      Amendment to the Plan between the                     CHICAGO STOCK EXCHANGE, INC.
                                                with Section II of the Selection Plan. As                 Commission and any person, other than                 BY: lllllllllllllllllll
                                                discussed above, ISE Mercury has                          those that may be withheld from the
                                                                                                                                                                EDGA EXCHANGE, INC.
                                                executed the existing version of the                      public in accordance with the
                                                                                                                                                                BY: lllllllllllllllllll
                                                Selection Plan, with ISE Mercury’s                        provisions of 5 U.S.C. 552, will be
                                                name added to Section II, provided each                   available for Web site viewing and                    EDGX EXCHANGE, INC.
                                                existing Participant a copy of the                        printing in the Commission’s Public                   BY: lllllllllllllllllll
                                                executed Selection Plan, and is                           Reference Room, 100 F Street NE.,                     FINANCIAL INDUSTRY REGULATORY
                                                providing the Commission with a copy                      Washington, DC 20549 on official                      AUTHORITY, INC.
                                                of the executed version with this                         business days between 10:00 a.m. and                  BY: lllllllllllllllllll
                                                submission.                                               3:00 p.m. Copies of the submission will               INTERNATIONAL SECURITIES EXCHANGE,
                                                                                                          also be available for inspection and                  LLC
                                                H. Terms and Conditions of Access                         copying at the Participants’ principal                BY: lllllllllllllllllll
                                                   Not applicable.                                        offices. All comments received will be                ISE GEMINI, LLC
                                                                                                          posted without change; the Commission                 BY: lllllllllllllllllll
                                                I. Method of Determination and                            does not edit personal identifying
                                                Imposition, and Amount of, Fees and                                                                             ISE MERCURY, LLC
                                                                                                          information from submissions. You                     BY: lllllllllllllllllll
                                                Charges                                                   should submit only information that
                                                                                                                                                                MIAMI INTERNATIONAL SECURITIES
                                                   Not applicable.                                        you wish to make available publicly. All              EXCHANGE LLC
                                                                                                          submissions should refer to File
                                                J. Method and Frequency of Processor                                                                            BY: lllllllllllllllllll
                                                                                                          Number 4–668 and should be submitted
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                                                Evaluation                                                on or before June 22, 2016.                           NASDAQ OMX BX, INC.
                                                                                                                                                                BY: lllllllllllllllllll
                                                   Not applicable.                                          By the Commission.
                                                                                                                                                                NASDAQ OMX PHLX LLC
                                                K. Dispute Resolution                                     Brent J. Fields,
                                                                                                                                                                BY: lllllllllllllllllll
                                                                                                          Secretary.
                                                   Not applicable.                                                                                              THE NASDAQ STOCK MARKET LLC
                                                                                                          EXHIBIT A                                             BY: lllllllllllllllllll
                                                  15 See   Notice of Selection Plan, supra note 5.          Additions italicized; deletions bracketed           NATIONAL STOCK EXCHANGE, INC.



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                                                35074                           Federal Register / Vol. 81, No. 105 / Wednesday, June 1, 2016 / Notices

                                                BY: lllllllllllllllllll                                    the proposed rule change and discussed                obligation on Phlx to gather information
                                                NEW YORK STOCK EXCHANGE LLC                                any comments it received on the                       on the members’ legal business
                                                BY: lllllllllllllllllll                                    proposed rule change. The text of these               structure. Specifically, Phlx was
                                                NYSE ARCA, INC.                                            statements may be examined at the                     obligated to maintain a heighted
                                                BY: lllllllllllllllllll                                    places specified in Item IV below. The                vigilance on the structure, ownership,
                                                NYSE MKT LLC
                                                                                                           Exchange has prepared summaries, set                  and change of control in a partnership
                                                                                                           forth in sections A, B, and C below, of               in order to ensure the financial integrity
                                                BY: lllllllllllllllllll
                                                                                                           the most significant aspects of such                  of its ownership and members ability to
                                                [TOPAZ EXCHANGE, LLC                                       statements.                                           honor their trades and obligations. Rule
                                                BY: lllllllllllllllll]                                                                                           900.1(b) and 900.1(d) articulates
                                                                                                           A. Self-Regulatory Organization’s
                                                [FR Doc. 2016–12779 Filed 5–31–16; 8:45 am]                                                                      obligations of partners and general
                                                                                                           Statement of the Purpose of, and
                                                BILLING CODE 8011–01–P                                                                                           partners as they relate to the Exchange
                                                                                                           Statutory Basis for, the Proposed Rule
                                                                                                                                                                 that are no longer relevant as the
                                                                                                           Change
                                                                                                                                                                 partnership no longer conveys specific
                                                SECURITIES AND EXCHANGE                                    1. Purpose                                            obligations that are distinct from any
                                                COMMISSION                                                    The Exchange proposes to modify                    other member organization. Rule 910(j)
                                                [Release No. 34–77916; File No. SR–Phlx–                   certain Phlx membership rules in order                relates to liabilities that were unique to
                                                2016–38]                                                   to harmonize them with Nasdaq and BX                  the partnership, as a member, which are
                                                                                                           rules and to modernize the Exchange’s                 no longer applicable today.
                                                Self-Regulatory Organizations;                             Rulebook. Specifically, Exchange                         Today, permits are issued to Exchange
                                                NASDAQ PHLX LLC; Notice of Filing                          proposes to amend Rule 900.1 entitled,                members and member organizations.
                                                and Immediate Effectiveness of                             ‘‘General Powers and Duties of                        The Exchange no longer needs to
                                                Proposed Rule Change To Amend                              Membership Department’’ by                            differentiate among types of entities
                                                Rules 900.1, 910, and 921                                  eliminating sections (b) and (d) which                because the permit structure conveys no
                                                                                                           are the provisions regarding                          ownership to the member. These
                                                May 25, 2016.
                                                                                                           partnerships as distinct membership                   membership rules related to
                                                   Pursuant to Section 19(b)(1) of the                                                                           partnerships are no longer applicable
                                                Securities Exchange Act of 1934                            classifications. The exchange also
                                                                                                           proposes to eliminate the provisions                  today. The distinctions regarding the
                                                (‘‘Act’’),1 and Rule 19b–4 thereunder,2                                                                          admission of a member or member
                                                notice is hereby given that, on May 12,                    regarding partnerships from Rule 910(j),
                                                                                                           Qualifications [sic] as Member                        organization as a partnership, as
                                                2016, NASDAQ PHLX LLC (‘‘Phlx’’ or                                                                               compared to another ownership
                                                ‘‘Exchange’’) filed with the Securities                    Organization. The Exchange will reserve
                                                                                                           those sections of the rules in order to               structure, are no longer relevant.
                                                and Exchange Commission                                                                                             The Exchange also proposes to
                                                (‘‘Commission’’) the proposed rule                         allow for future membership needs.
                                                                                                           Sections of each of these Rules were                  replace the references to the ‘‘Board of
                                                change as described in Items I, II, and                                                                          Directors’’ with the ‘‘Membership
                                                III, below, which Items have been                          more relevant to the Phlx membership
                                                                                                           review process prior to demutualization               Department’’ as part of Rule 910(h). The
                                                prepared by the Exchange. The                                                                                    responsibilities of the Board of Directors
                                                Commission is publishing this notice to                    in 2004 and specifically related to the
                                                                                                           review of partnerships and no longer                  have changed. Consequently, the Board
                                                solicit comments on the proposed rule                                                                            of Directors is no longer actively
                                                change from interested persons.                            reflect the information needed as part of
                                                                                                           the membership review. These                          involved in the membership process,
                                                I. Self-Regulatory Organization’s                          provisions were retained following                    which is now operated in the same way
                                                Statement of the Terms of Substance of                     changes to the Exchange Bylaws in                     as Nasdaq’s and BX’s and the review of
                                                the Proposed Rule Change                                   2009, yet no longer were relevant to the              the qualifications of Member
                                                                                                           regulatory needs of the Exchange. The                 Organizations is handled by the
                                                   The Exchange proposes to amend the
                                                                                                           proposed changes related to ownership                 Membership Department, as defined in
                                                following Rules: 900.1, General Powers
                                                                                                           structures of partnerships that the                   Rule 1(p). This rule has become
                                                and Duties of Membership Department;
                                                                                                           Exchange no longer needs as discussed                 outdated and no longer reflects current
                                                910, Qualifications [sic] as Member
                                                                                                           in greater detail below. An additional                business practices.
                                                Organization; and 921, Qualifications
                                                [sic]; Designation of Executive                            amendment relates to the organizational                  The final change relates to Rule
                                                Representative.                                            changes that occurred following                       921(b); Phlx seeks to harmonize 921(b)
                                                   The text of the proposed rule change                    demutualization such that                             with the existing Nasdaq and BX Rule
                                                is available on the Exchange’s Web site                    responsibilities that formerly were                   1150 by not requiring an executive
                                                at http://                                                 handled by the Board of Directors are                 representative to provide evidence of
                                                nasdaqomxphlx.cchwallstreet.com/, at                       now a responsibility of the Membership                their acceptance of designation in
                                                the principal office of the Exchange, and                  Department. The final change to Rule                  writing. The membership form will
                                                at the Commission’s Public Reference                       921 entitled, ‘‘Qualification; Designation            continue to require the designation of
                                                Room.                                                      of Executive Representative’’ is                      the Executive Representative, but will
                                                                                                           proposed to align Phlx rules with                     no longer require the designated person
                                                II. Self-Regulatory Organization’s                         existing NASDAQ and BX rule 1150.                     to provide their signature. The
                                                Statement of the Purpose of, and                              The membership distinctions in Rule                elimination of the evidence of
                                                Statutory Basis for, the Proposed Rule                     900.1(b) and (d) and Rule 910(j) were                 acceptance provision of 921(b) does not
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                                                Change                                                     applicable when Phlx offered seats to its             impose any burden on competition
                                                  In its filing with the Commission, the                   members, prior to demutualization, yet                rather it aligns the requirements of
                                                Exchange included statements                               remained in the rules after this was                  PHLX with that of Nasdaq and BX.
                                                concerning the purpose of and basis for                    concluded in 2004. Before                             2. Statutory Basis
                                                                                                           demutualization, Phlx seats conveyed
                                                  1 15   U.S.C. 78s(b)(1).                                 ownership of the Exchange, in addition                  The Exchange believes that its
                                                  2 17   CFR 240.19b–4.                                    to access, which created a greater                    proposal is consistent with Section 6(b)


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Document Created: 2018-02-08 07:27:17
Document Modified: 2018-02-08 07:27:17
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation81 FR 35072 

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