81 FR 88714 - Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending Chapter Nine of the NYSE Listed Company Manual

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 81, Issue 236 (December 8, 2016)

Page Range		88714-88716
FR Document		2016-29389
Federal Register, Volume 81 Issue 236 (Thursday, December 8, 2016)
[Federal Register Volume 81, Number 236 (Thursday, December 8, 2016)]
[Notices]
[Pages 88714-88716]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2016-29389]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-79458; File No. SR-NYSE-2016-69]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change 
Amending Chapter Nine of the NYSE Listed Company Manual

December 2, 2016.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given 
that, on November 23, 2016, New York Stock Exchange LLC (``NYSE'' or 
the ``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I, II, 
and

[[Page 88715]]

III below, which Items have been prepared by the self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend Chapter Nine of the NYSE Listed 
Company Manual (the ``Manual'') to amend certain of its listing fee 
provisions. The proposed rule change is available on the Exchange's Web 
site at www.nyse.com, at the principal office of the Exchange, and at 
the Commission's Public Reference Room.

II. Self-Regulatory Organization's Statement of the Purpose of, and 
Statutory Basis for, the Proposed Rule Change

    In its filing with the Commission, the self-regulatory organization 
included statements concerning the purpose of, and basis for, the 
proposed rule change and discussed any comments it received on the 
proposed rule change. The text of those statements may be examined at 
the places specified in Item IV below. The Exchange has prepared 
summaries, set forth in sections A, B, and C below, of the most 
significant parts of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend Chapter Nine of the Manual to amend 
certain of its listing fee provisions. The amended fees will take 
effect in the 2017 calendar year. The following are the proposed fee 
increases:
     The fee per share charged in connection with the initial 
listing of a new class of equity securities will be increased from 
$0.0032 per share to $0.004 per share.
     The minimum initial listing fee in connection with a new 
class of equity securities will be increased from $125,000 to $150,000 
and the maximum fee will be increased from $250,000 to $295,000.
     A number of categories of securities are currently billed 
an annual fee of $0.001025 per share. This rate will be increased to 
$0.00105 per share.\4\
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    \4\ The affected securities are as follows: Primary class of 
common shares (including Equity Investment Tracking Stock); each 
additional class of common shares (including tracking stock); 
primary class of preferred stock (if no class of common shares is 
listed); each additional class of preferred stock (whether primary 
class is common stock or preferred stock); each class of warrants; 
structured products listed under Section 902.05; and short-term 
securities.
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     The minimum annual fee applicable to the primary class of 
common shares (including Equity Investment Tracking Stock) or the 
primary class of preferred stock (if no class of common shares is 
listed) will be increased from $52,500 to $59,500.
     The minimum annual fee applicable to structured products 
listed under Section 902.05 and short-term securities listed under 
Section 902.06 (except for warrants to purchase equity securities) will 
be increased from $15,000 to $20,000.
     The initial and annual listing fees for debt listed under 
Section 102.03 and 103.05 of NYSE equity issuers and affiliated 
companies will each be increased from $15,000 to $20,000.
     The initial and annual listing fees for debt listed under 
Section 102.03 and 103.05 of companies other than NYSE equity issuers 
and affiliated companies will each be increased from $15,000 to 
$40,000.\5\
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    \5\ Domestic debt of issuers not subject to registration under 
the Act is exempt from all listing fees.
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     The initial and annual listing fees for securities 
(including short-term securities) that list under the debt standard in 
Section 703.19 and trade on NYSE Bonds will each be increased from 
$15,000 to $20,000.
    As described below, the Exchange proposes to make the 
aforementioned fee increases to better reflect the Exchange's costs 
related to listing equity securities and the corresponding value of 
such listing to issuers.
    The Exchange also proposes to remove a number of references 
throughout Chapter Nine to fees that are no longer applicable as they 
were superseded by new few [sic] rates specified in the rule text and 
to delete other obsolete rule text

2. Statutory Basis

    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\6\ in general, and furthers the 
objectives of Sections 6(b)(4) \7\ of the Act, in particular, in that 
it is designed to provide for the equitable allocation of reasonable 
dues, fees, and other charges and is not designed to permit unfair 
discrimination among its members and issuers and other persons using 
its facilities. The Exchange also believes that the proposed rule 
change is consistent with Section 6(b)(5) of the Act, in particular in 
that it is designed to promote just and equitable principles of trade, 
to foster cooperation and coordination with persons engaged in 
regulating, clearing, settling, processing information with respect to, 
and facilitating transactions in securities, to remove impediments to 
and perfect the mechanism of a free and open market and a national 
market system, and, in general, to protect investors and the public 
interest.
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    \6\ 15 U.S.C. 78f(b).
    \7\ 15 U.S.C. 78f(b)(4).
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    The Exchange believes that it is reasonable to amend Chapter Nine 
of the Manual to increase the various listing fees as set forth above 
because the resulting fees would better reflect the Exchange's costs 
related to such listing and the resulting value that that such listings 
provide to the issuers. In that regard, the Exchange notes that it has 
incurred increased expenses as it continues to improve and increase the 
services it provides to listed companies. These improvements include 
the development and roll-out of a new interactive web-based platform 
designed to improve communication between the Exchange and listed 
companies and significant capital improvements to the Exchange's 
facility at 11 Wall Street to create state-of-the-art conference 
facilities to be used by listed companies. The Exchange believes that 
the proposed fee increases are equitably allocated because the per 
share fee increase will be the same for all issuers on the Exchange. 
Therefore, the proposed fee increases will not be unfairly 
discriminatory towards any individual issuer. The Exchange believes it 
is consistent with Section 6(b)(5) of the Act to apply different fees 
to bonds of companies that do not have their equity securities listed 
on the NYSE than to companies with NYSE-listed equity securities and 
their affiliates, as there is a greater regulatory and administrative 
burden associated with listing bonds of companies with which the 
Exchange does not otherwise have a regulatory or listing relationship.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act. The proposed rule change is 
designed to ensure that the fees charged by the Exchange accurately 
reflect the services provided and benefits realized by listed 
companies. The market for listing services is extremely competitive. 
Each listing exchange has a different fee schedule that applies to 
issuers seeking

[[Page 88716]]

to list securities on its exchange. Issuers have the option to list 
their securities on these alternative venues based on the fees charged 
and the value provided by each listing. Because issuers have a choice 
to list their securities on a different national securities exchange, 
the Exchange does not believe that the proposed fee changes impose a 
burden on competition.

C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The foregoing rule change is effective upon filing pursuant to 
Section 19(b)(3)(A) \8\ of the Act and subparagraph (f)(2) of Rule 19b-
4 \9\ thereunder, because it establishes a due, fee, or other charge 
imposed by the Exchange.
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    \8\ 15 U.S.C. 78s(b)(3)(A).
    \9\ 17 CFR 240.19b-4(f)(2).
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    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \10\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \10\ 15 U.S.C. 78s(b)(2)(B).
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IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and 
arguments concerning the foregoing, including whether the proposed rule 
change is consistent with the Act. Comments may be submitted by any of 
the following methods:

Electronic Comments

     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-NYSE-2016-69 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 SR-NYSE-2016-69. This file 
number should be included on the subject line if email is used. To help 
the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549 on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of such filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change; the Commission does 
not edit personal identifying information from submissions. You should 
submit only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NYSE-2016-69, and should be 
submitted on or before December 29, 2016

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\11\
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    \11\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2016-29389 Filed 12-7-16; 8:45 am]
 BILLING CODE 8011-01-P
88714 Federal Register / Vol. 81, No. 236 / Thursday, December 8, 2016 / Notices

• amend the name under first column any burden on competition that is not Internet Web site (http://www.sec.gov/
of the tiers listed under footnotes 1, 3, necessary or appropriate in furtherance rules/sro.shtml). Copies of the
4, 5, 12, and 13 to simply state ‘‘Tier 1’’, of the purposes of the Act, as amended. submission, all subsequent
Tier 2’’ etc. as the deleted language is To the contrary, the Exchange believes amendments, all written statements
redundant with the respective tier’s title that the proposed rule change will not with respect to the proposed rule
or with the description of the tier’s impose any burden on competition as change that are filed with the
criteria; the changes are purely clerical and do Commission, and all written
• replace the phrase ‘‘equal to or not amend any fee or rebate. communications relating to the
greater than’’ and ‘‘greater than or equal proposed rule change between the
to’’ with ‘‘≥’’ in all required criteria cells C. Self-Regulatory Organization’s Commission and any person, other than
under footnotes 1, 2, 3, 4, 5, 6, 7, 8, 9, Statement on Comments on the those that may be withheld from the
10, 11, 12, and 13; and Proposed Rule Change Received From public in accordance with the
• amend the NBBO Setter Tier under Members, Participants, or Others provisions of 5 U.S.C. 552, will be
footnote 4 to specify at the top of the The Exchange has not solicited, and available for Web site viewing and
footnote that the additional rebates does not intend to solicit, comments on printing in the Commission’s Public
provided by the tier are only applicable this proposed rule change. The Reference Room, 100 F Street NE.,
to orders that establish a new National Exchange has not received any written Washington, DC 20549 on official
Best Bid or Offer (‘‘NBBO’’) and to comments from members or other business days between the hours of
delete such language from each tier’s interested parties. 10:00 a.m. and 3:00 p.m. Copies of such
criteria. filing also will be available for
III. Date of Effectiveness of the
2. Statutory Basis inspection and copying at the principal
Proposed Rule Change and Timing for office of the Exchange. All comments
The Exchange believes that the Commission Action received will be posted without change;
proposed rule change is consistent with The foregoing rule change has become the Commission does not edit personal
the requirements of the Act and the effective pursuant to Section 19(b)(3)(A) identifying information from
rules and regulations thereunder that of the Act 9 and paragraph (f) of Rule submissions. You should submit only
are applicable to a national securities 19b–4 thereunder.10 At any time within information that you wish to make
exchange, and, in particular, with the 60 days of the filing of the proposed rule available publicly. All submissions
requirements of Section 6 of the Act.7 change, the Commission summarily may should refer to File Number SR–
Specifically, the Exchange believes that temporarily suspend such rule change if BatsBZX–2016–79, and should be
the proposed rule change is consistent it appears to the Commission that such submitted on or before December 29,
with Sections 6(b)(4) of the Act,8 in that action is necessary or appropriate in the 2016.
it provides for the equitable allocation public interest, for the protection of For the Commission, by the Division of
of reasonable dues, fees and other investors, or otherwise in furtherance of Trading and Markets, pursuant to delegated
charges among members and other the purposes of the Act. authority.11
persons using any facility or system Eduardo A. Aleman,
which the Exchange operates or IV. Solicitation of Comments
Assistant Secretary.
controls. The Exchange believes that the Interested persons are invited to [FR Doc. 2016–29387 Filed 12–7–16; 8:45 am]
proposed changes are reasonable and submit written data, views, and
BILLING CODE 8011–01–P
equitable because they are intended to arguments concerning the foregoing,
simplify the Exchange’s fee schedule including whether the proposed rule
and provide greater transparency to change is consistent with the Act. SECURITIES AND EXCHANGE
market participants regarding how the Comments may be submitted by any of COMMISSION
Exchange assesses fees and calculates the following methods:
rebates. The Exchange notes that these [Release No. 34–79458; File No. SR–NYSE–
Electronic Comments 2016–69]
changes are purely clerical and do not
substantively amend any fee or rebate, • Use the Commission’s Internet
comment form (http://www.sec.gov/ Self-Regulatory Organizations; New
nor do they alter the manner in which York Stock Exchange LLC; Notice of
the Exchange assesses fees or calculates rules/sro.shtml); or
• Send an email to rule-comments@ Filing and Immediate Effectiveness of
rebates. The Exchange also believes that Proposed Rule Change Amending
the proposal is non-discriminatory sec.gov. Please include File Number SR–
BatsBZX–2016–79 on the subject line. Chapter Nine of the NYSE Listed
because it applies uniformly to all Company Manual
Members. Finally, the Exchange Paper Comments
believes that the proposed changes will December 2, 2016.
make the fee schedule clearer and • Send paper comments in triplicate Pursuant to Section 19(b)(1) 1 of the
eliminate potential investor confusion, to Secretary, Securities and Exchange Securities Exchange Act of 1934
thereby removing impediments to and Commission, 100 F Street NE., (‘‘Act’’) 2 and Rule 19b–4 thereunder,3
perfecting the mechanism of a free and Washington, DC 20549–1090. notice is hereby given that, on
open market and a national market All submissions should refer to File November 23, 2016, New York Stock
system, and, in general, protecting Number SR–BatsBZX–2016–79. This file Exchange LLC (‘‘NYSE’’ or the
investors and the public interest. number should be included on the ‘‘Exchange’’) filed with the Securities
sradovich on DSK3GMQ082PROD with NOTICES

subject line if email is used. To help the and Exchange Commission
B. Self-Regulatory Organization’s Commission process and review your (‘‘Commission’’) the proposed rule
Statement on Burden on Competition comments more efficiently, please use change as described in Items I, II, and
The Exchange does not believe that only one method. The Commission will
the proposed rule change will result in post all comments on the Commission’s 11 17 CFR 200.30–3(a)(12).
1 15 U.S.C. 78s(b)(1).
7 15 U.S.C. 78f. 9 15 U.S.C. 78s(b)(3)(A). 2 15 U.S.C. 78a.
8 15 U.S.C. 78f(b)(4). 10 17 CFR 240.19b–4(f). 3 17 CFR 240.19b–4.

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88716 Federal Register / Vol. 81, No. 236 / Thursday, December 8, 2016 / Notices

to list securities on its exchange. Issuers and Exchange Commission, 100 F Street (‘‘Act’’),1 and Rule 19b–4 thereunder,2
have the option to list their securities on NE., Washington, DC 20549–1090. notice is hereby given that, on
these alternative venues based on the All submissions should refer to File November 21, 2016, The NASDAQ
fees charged and the value provided by Number SR–NYSE–2016–69. This file Stock Market LLC (‘‘Nasdaq’’ or
each listing. Because issuers have a number should be included on the ‘‘Exchange’’) filed with the Securities
choice to list their securities on a subject line if email is used. To help the and Exchange Commission (‘‘SEC’’ or
different national securities exchange, Commission process and review your ‘‘Commission’’) the proposed rule
the Exchange does not believe that the comments more efficiently, please use change as described in Items I, II, and
proposed fee changes impose a burden only one method. The Commission will III below, which Items have been
on competition. post all comments on the Commission’s prepared by the Exchange. The
Internet Web site (http://www.sec.gov/ Commission is publishing this notice to
C. Self-Regulatory Organization’s
rules/sro.shtml). Copies of the solicit comments on the proposed rule
Statement on Comments on the
submission, all subsequent change from interested persons.
Proposed Rule Change Received From
Members, Participants, or Others amendments, all written statements I. Self-Regulatory Organization’s
with respect to the proposed rule Statement of the Terms of Substance of
No written comments were solicited change that are filed with the
or received with respect to the proposed the Proposed Rule Change
Commission, and all written
rule change. communications relating to the The Exchange proposes to amend the
III. Date of Effectiveness of the proposed rule change between the Exchange’s data fees at Rule 7047 to: (i)
Proposed Rule Change and Timing for Commission and any person, other than Reduce the enterprise license fee for
Commission Action those that may be withheld from the Nasdaq Basic from $350,000 to $100,000
public in accordance with the per month for broker-dealers
The foregoing rule change is effective provisions of 5 U.S.C. 552, will be distributing Nasdaq Basic to Non-
upon filing pursuant to Section available for Web site viewing and Professional and Professional
19(b)(3)(A) 8 of the Act and printing in the Commission’s Public Subscribers with whom the broker-
subparagraph (f)(2) of Rule 19b–4 9 Reference Room, 100 F Street NE., dealer has a brokerage relationship; and
thereunder, because it establishes a due, Washington, DC 20549 on official (ii) eliminate a requirement that broker-
fee, or other charge imposed by the business days between the hours of dealers purchase other products—
Exchange. 10:00 a.m. and 3:00 p.m. Copies of such specifically, Nasdaq Last Sale and
At any time within 60 days of the filing also will be available for Nasdaq TotalView/OpenView—to
filing of such proposed rule change, the inspection and copying at the principal qualify for the license. The Exchange
Commission summarily may office of the Exchange. All comments also proposes a number of conforming
temporarily suspend such rule change if received will be posted without change; changes: (1) To clarify which
it appears to the Commission that such the Commission does not edit personal Subscribers may receive the data; (2) to
action is necessary or appropriate in the identifying information from limit the use of the data by Professional
public interest, for the protection of submissions. You should submit only Subscribers; and (3) to specify that each
investors, or otherwise in furtherance of information that you wish to make electronic system used to distribute data
the purposes of the Act. If the available publicly. All submissions under the enterprise license must be
Commission takes such action, the should refer to File Number SR–NYSE– separately approved. The proposal is
Commission shall institute proceedings 2016–69, and should be submitted on or described in further detail below.
under Section 19(b)(2)(B) 10 of the Act to before December 29, 2016 These amendments are effective upon
determine whether the proposed rule filing.
change should be approved or For the Commission, by the Division of
Trading and Markets, pursuant to delegated The text of the proposed rule change
disapproved. is available on the Exchange’s Web site
authority.11
IV. Solicitation of Comments Eduardo A. Aleman, at http://nasdaq.cchwallstreet.com, at
Assistant Secretary. the principal office of the Exchange, and
Interested persons are invited to
at the Commission’s Public Reference
submit written data, views, and [FR Doc. 2016–29389 Filed 12–7–16; 8:45 am]
Room.
arguments concerning the foregoing, BILLING CODE 8011–01–P
including whether the proposed rule II. Self-Regulatory Organization’s
change is consistent with the Act. Statement of the Purpose of, and
Comments may be submitted by any of SECURITIES AND EXCHANGE Statutory Basis for, the Proposed Rule
the following methods: COMMISSION Change
Electronic Comments In its filing with the Commission, the
[Release No. 34–79456; File No. SR–
• Use the Commission’s Internet NASDAQ–2016–162]
Exchange included statements
comment form (http://www.sec.gov/ concerning the purpose of and basis for
rules/sro.shtml); or Self-Regulatory Organizations; The the proposed rule change and discussed
• Send an email to rule-comments@ NASDAQ Stock Market LLC; Notice of any comments it received on the
sec.gov. Please include File Number SR– Filing and Immediate Effectiveness of proposed rule change. The text of these
NYSE–2016–69 on the subject line. Proposed Rule Change To Amend the statements may be examined at the
places specified in Item IV below. The
sradovich on DSK3GMQ082PROD with NOTICES

Exchange’s Transaction Fees at Rule
Paper Comments 7047 Exchange has prepared summaries, set
• Send paper comments in triplicate forth in sections A, B, and C below, of
December 2, 2016. the most significant aspects of such
to Brent J. Fields, Secretary, Securities
Pursuant to Section 19(b)(1) of the statements.
8 15 U.S.C. 78s(b)(3)(A). Securities Exchange Act of 1934
9 17 CFR 240.19b–4(f)(2). 1 15 U.S.C. 78s(b)(1).
10 15 U.S.C. 78s(b)(2)(B). 11 17 CFR 200.30–3(a)(12). 2 17 CFR 240.19b–4.

VerDate Sep<11>2014 17:28 Dec 07, 2016 Jkt 241001 PO 00000 Frm 00060 Fmt 4703 Sfmt 4703 E:\FR\FM\08DEN1.SGM 08DEN1
Document Created: 2016-12-08 00:27:10
Document Modified: 2016-12-08 00:27:10
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		81 FR 88714