82 FR 21446 - Self-Regulatory Organizations; NYSE MKT LLC; Order Granting Accelerated Approval of Proposed Rule Change, as Modified by Amendment No. 1, Relating to Market Makers Applicable When the Exchange Transitions Trading to Pillar, the Exchange's New Trading Technology Platform
SECURITIES AND EXCHANGE COMMISSION Federal Register Volume 82, Issue 87 (May 8, 2017)
Federal Register Volume 82, Issue 87 (May 8, 2017)
| Page Range | 21446-21450 | |
| FR Document | 2017-09195 |
[Federal Register Volume 82, Number 87 (Monday, May 8, 2017)] [Notices] [Pages 21446-21450] From the Federal Register Online [www.thefederalregister.org] [FR Doc No: 2017-09195] ----------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION [Release No. 34-80577; File No. SR-NYSEMKT-2017-04] Self-Regulatory Organizations; NYSE MKT LLC; Order Granting Accelerated Approval of Proposed Rule Change, as Modified by Amendment No. 1, Relating to Market Makers Applicable When the Exchange Transitions Trading to Pillar, the Exchange's New Trading Technology Platform May 2, 2017. I. Introduction On January 25, 2017, NYSE MKT LLC (``Exchange'' or ``NYSE MKT'') filed with the Securities and Exchange Commission (``Commission''), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to adopt rules relating to market makers that would be applicable when the Exchange transitions trading to Pillar, the Exchange's new trading technology platform. The proposed rule change was published for comment in the Federal Register on February 13, 2017.\3\ On March 29, 2017, the Commission designated a longer period for action on the proposed rule change.\4\ On March 30, 2017, the Exchange filed Amendment No. 1 to the proposed rule change.\5\ The Commission received no comments on the proposal, as modified by Amendment No. 1. The Commission is approving the proposed rule change, as modified by Amendment No. 1, on an accelerated basis. --------------------------------------------------------------------------- \1\ 15 U.S.C. 78s(b)(1). \2\ 17 CFR 240.19b-4. \3\ See Securities Exchange Act Release No. 79982 (Feb. 7, 2017), 82 FR 10508 (Feb. 13, 2017) (``Notice''). \4\ See Securities Exchange Act Release No. 80336 (Mar. 29, 2017), 82 FR 16447 (Apr. 4, 2017). \5\ In Amendment No. 1, the Exchange: (1) Specified that proposed Exchange Rule 7.25E titled ``DMM Security Allocation and Reallocation'' is also based on New York Stock Exchange LLC (``NYSE'') Rule 103B; (2) modified proposed Exchange Rule 7.25E(b)(1), to read ``Issuer Section [sic] of DMM Unit by Interview;'' (3) modified proposed Exchange Rule 7.25E(b)(1)(B)(ii) by (a) adding the qualifier ``eligible'' to ``DMMs'' in the first sentence, (b) adding the clause ``or a designee of such senior official'' at the end of the second sentence, (c) modifying the fourth sentence to ``Representatives of each DMM must participate in the meeting,'' and (d) adding a final sentence stating that ``Meetings will normally be held at the Exchange, unless the Exchange has agreed that they may be held elsewhere;'' (4) modified proposed Exchange Rule 7.25(b)(2) by (a) changing the title to ``Exchange Selection of DMM by Delegation,'' (b) deleting from the first sentence of paragraph (A) the phrase ``based on a review of all information available to the issuer,'' and (c) modifying paragraph (B) to state that ``The ESP will select the DMM and inform the issuer of its selection''; (5) modified proposed Exchange Rule 7.25E(b)(11) to state that ``If the issuer of an initial Fund lists additional funds within nine months from the date of its initial listing, the issuer may choose to maintain the same DMM for those subsequently listed funds or it may select a different DMM from the group of eligible DMMs that the issuer interviewed or reviewed in the allocation process for its initial fund''; (6) modified proposed Exchange Rule 7.25E(d)(1) to state ``loses its registration as a DMM in a security as a result of proceedings under the Rule 8000 or 9000 Series, as applicable; or''; and (7) changed proposed Exchange Rule 7.25E(e) to make listing-company DMM allocation decisions for purposes of an initial public offering sunset after 18 months, made a conforming change to the filing, and stated that this proposed rule is based on current Exchange Rule 103B(VI)(H)--Equities and NYSE Rule 103B(VI)(H). Amendment No. 1 is available at: https://www.sec.gov/comments/sr-nysemkt-2017-04/nysemkt201704-1680445-149392.pdf. --------------------------------------------------------------------------- II. Description of the Proposed Rule Change, as Modified by Amendment No. 1 The Exchange proposes to adopt new rules relating to market makers that would be applicable when the Exchange transitions trading to Pillar, a new trading technology platform. As part of this transition, the Exchange would move from the current floor-based market with a parity allocation model to a fully automated market with a price-time- priority allocation model. The Exchange's floor-based traders, such as designated market makers (``DMMs'') and floor brokers, would not be retained in Pillar. Electronic DMMs would replace floor-based DMMs. The proposed rules would not assign securities to DMMs at the natural-person level and would not require DMMs to facilitate the opening, reopening, or closing of assigned Exchange-listed securities. In addition, the proposed rules would not entitle DMMs to a parity allocation of executions, and also would not subject DMMs to heightened capital requirements. Finally, DMMs would continue to be subject to rules governing allocation of securities and combination of DMM units. The Exchange would also no longer provide for members to act as Supplemental Liquidity Providers. The Exchange represents that the proposal is based on the rules of NYSE Arca Equities, Inc. (``NYSE Arca Equities''), which has already implemented Pillar, the same trading technology platform as the Exchange proposes to adopt.\6\ --------------------------------------------------------------------------- \6\ NYSE Arca filed four proposals to implement its transition to Pillar in stages: (1) Adopting rules for trading sessions, order ranking and display, and order execution; (2) adopting rules for orders and modifiers and the retail liquidity program; (3) adopting rules for trading halts, short sales, limit up-limit down, and odd lots and mixed lots; and (4) adopting rules for auctions. See Securities Exchange Act Release Nos. 74951 (May 13, 2015), 80 FR 28721 (May 19, 2015) and 75494 (July 20, 2015), 80 FR 44170 (July 24, 2015) (SR-NYSEArca-2015-38) (first Pillar filing and approval); 75497 (July 21, 2015), 80 FR 45022 (July 28, 2015) and 76267 (Oct. 26, 2015), 80 FR 66951 (Oct. 30, 2015) (SR-NYSEArca-2015-56) (second Pillar filing and approval); 75467 (July 16, 2015), 80 FR 43515 (July 22, 2015) and 76198 (Oct. 20, 2015), 80 FR 65274 (Oct. 26, 2015) (third Pillar filing and approval); and 76085 (Oct. 6, 2015), 80 FR 61513 (Oct. 13, 2015) and 76869 (Jan. 11, 2016), 81 FR 2276 (Jan. 15, 2016) (fourth Pillar filing and approval). --------------------------------------------------------------------------- The proposal would set forth new definitions for Market Makers, Market Maker Authorized Traders, and Designated Market Makers. In addition, the proposal would set forth the process for registration and obligations of Market Makers, the obligations of Market Maker Authorized Traders, the registration of non-DMM Market Makers, the registration and obligations of DMMs, DMM security allocation and reallocation, and DMM combination review policy.\7\ --------------------------------------------------------------------------- \7\ The Exchange previously adopted these rules, generally with rule text reserved for future filings, in anticipation of the current proposal. See Securities Exchange Act Release No. 79242 (Nov. 4, 2016), 81 FR 79081 (Nov. 10, 2016) (SR-NYSEMKT-2016-97). The rule numbers correspond with the rule numbers of NYSE Arca Equities rules. --------------------------------------------------------------------------- The Exchange represents that it will announce the transition to Pillar, if approved by the Commission, by Trader Update. The Exchange anticipates that the transition would occur in the second quarter of 2017. After the transition to Pillar, current Exchange equities rules governing the floor-based platform would no longer be applicable. For each current equities rule that would not be applicable when trading on the Pillar platform begins, the Exchange proposes to add a preamble stating that ``this rule is not applicable to trading on the Pillar trading platform.'' The Exchange represents that, after it has transitioned to the Pillar trading platform, it will file a separate proposed rule change to delete the obsolete rules. Current Exchange rules governing equities trading that do not have the preamble described above will continue to govern [[Page 21447]] Exchange operations on its cash equities trading platform. A detailed description of the proposal appears in the Notice.\8\ The proposal is summarized and discussed below. --------------------------------------------------------------------------- \8\ See Notice, supra note 3. --------------------------------------------------------------------------- A. Definitions The Exchange proposes three new definitions related to market makers. First, the Exchange proposes to define the term ``Market Maker'' as an ETP Holder that acts as a Market Maker pursuant to Exchange Rule 7E.\9\ This proposed definition is based on the definition of ``Market Maker'' in NYSE Arca Equities, without any substantive differences.\10\ Second, the Exchange proposes to define ``Market Maker Authorized Trader,'' or ``MMAT,'' to mean an Authorized Trader who performs market making activities pursuant to Exchange Rule 7E on behalf of a Market Maker.\11\ This proposed definition is based on the definition of ``Market Maker Authorized Trader'' in NYSE Arca Equities, without any substantive differences.\12\ Third, the Exchange proposes to define ``Designated Market Maker,'' or ``DMM,'' as a registered Market Maker that is subject to additional requirements set forth in Section 2 of Exchange Rule 7E for Exchange-listed securities assigned to such DMM.\13\ The Exchange represents that this proposed definition would be new and that it is not based on the rules of the NYSE Arca Equities exchange.\14\ --------------------------------------------------------------------------- \9\ See Proposed Exchange Rule 1.1E(v). In a related rule filing, the Exchange has proposed to define the term ``ETP Holder'' as a member organization that has been issued an Equity Trading Permit. See Securities Exchange Act Release No. 79993 (Feb. 9, 2017), 82 FR 10814 (Feb. 15, 2017) (SR-NYSEMKT-2017-01) (``Trading Rules Filing''). The term ``member organization'' is defined in Exchange Rule 2(b)--Equities. \10\ See NYSE Arca Equities Rule 1.1(v). \11\ See Proposed Exchange Rule 1.1E(w). The Exchange has separately proposed to define the term ``Authorized Trader'' to mean a person who may submit orders to the Exchange's cash equities Trading Facilities on behalf of his or her ETP Holder. See supra note 9. \12\ See NYSE Arca Equities Rule 1.1(w). \13\ See Proposed Exchange Rule 1.1E(ccc). \14\ See Exchange Rule 2(i)--Equities. Furthermore, because DMMs would be Market Makers, and a Market Maker designation is at the level of the ETP Holder, the Exchange represents that the proposed definition would differ from the Exchange's current rules, which define a DMM at the individual level. --------------------------------------------------------------------------- B. Registration of Market Makers Proposed Exchange Rule 7.20E addresses registration requirements for Market Makers, such as how an ETP Holder files an application to register, the factors that the Exchange will consider in reviewing the application, effectiveness and appeal provisions, the right of the Exchange to suspend or terminate registration, and withdrawal procedures. The Exchange represents that the proposed rule is based in part on NYSE Arca Equities Rule 7.20, with the following substantive differences. First, the Exchange proposes that member organizations already registered as Market Makers by the Exchange would continue to be registered as Market Makers under proposed Exchange Rule 7.20E without being required to re-register as a Market Maker.\15\ Second, the second sentence of proposed Exchange Rule 7.20E(b) would be changed to provide that ``[a]pplications will be reviewed by the Exchange, which will consider the ETP Holder's capital, operations, personnel, technical resources, and disciplinary history.'' The Exchange also proposes an additional clarifying sentence that would provide that, after reviewing the application, the Exchange would either approve or disapprove the ETP Holder's registration as a Market Maker. Third, because proposed Exchange Rule 7.24E(a)(4) would cover DMM withdrawal from registration in a security, the Exchange proposes that DMMs would not be covered by the provisions of proposed Rule 7.20E(e), which governs a Market Maker's withdrawal of registration as a Market Maker in a security. The Exchange also proposes to provide that a Market Maker that fails to notify the Exchange of its written notice of withdrawal on the business day prior to its withdrawal may be subject to formal disciplinary action.\16\ Finally, the Exchange proposes a non-substantive difference to proposed Rule 7.20E(c) and (e), as compared to NYSE Arca Equities Rule 7.20(c) and (d), to use Exchange disciplinary rule references in lieu of NYSE Arca Equities disciplinary rule references. --------------------------------------------------------------------------- \15\ Under current Rule 103--Equities, a member organization may be approved to be registered as a DMM. In addition, under current Rule 107B--Equities, a member organization approved as a Supplemental Liquidity Provider may be registered as a market maker on the Exchange as an ``SLMM''. \16\ The Exchange states it does not believe that a Market Maker needs to provide ten business day notice of such withdrawal of registration, as required by NYSE Arca Equities Rule 7.20(e), because the Exchange can process such withdrawals within one business day from date of notice. --------------------------------------------------------------------------- C. Obligations of Market Maker Authorized Traders Proposed Exchange Rule 7.21E would set forth the obligations of Market Maker Authorized Traders. As proposed, MMATs would be permitted to enter orders only for the account of the Market Maker for which the MMATs are registered. The proposed rule would also specify the registration requirements for MMATs and the procedures for suspension and withdrawal of registration. The Exchange represents that the proposed rule is based on NYSE Arca Equities Rule 7.21. D. Registration of Non-DMM Market Makers in a Security \17\ --------------------------------------------------------------------------- \17\ Because proposed Exchange Rules 7.22E and 7.24E would describe the obligations of DMMs on the Pillar trading platform, the Exchange proposes that Exchange Rule 104--Equities would not be applicable to trading on the Pillar trading platform. --------------------------------------------------------------------------- Proposed Exchange Rule 7.22E would set forth the process for Market Makers, other than DMMs, to become registered in a security and would set forth the factors the Exchange may consider in approving the registration of a non-DMM Market Maker in a security. The proposed rule would also govern both termination of a Market Maker's registration in a security by the Exchange and voluntary termination by a Market Maker. The Exchange represents that proposed Exchange Rule 7.22E is based on NYSE Arca Equities Rule 7.22 with certain differences. First, proposed Exchange Rule 7.22E would govern registration in a security only for non-DMM Market Makers, rather than for all Market Makers. Second, in proposed Exchange Rule 7.22E(a), the Exchange proposes that a Market Maker may become registered in a security by submitting a request to the Exchange, rather than by filing a security registration form.\18\ Third, the Exchange does not propose to include rule text based on paragraphs (c) and (d) of NYSE Arca Equities Rule 7.22.\19\ Finally, the Exchange proposes additional, non-substantive differences by replacing references to NYSE Arca Equities Rule 10 and 10.13 with references to the Exchange Rule 9200 and Rule 9500 Series, respectively. --------------------------------------------------------------------------- \18\ NYSE Arca Equities Rule 7.22 states that a prospective Market Maker should file a security registration form. \19\ Since NYSE Arca Equities rules governing designated market makers and lead market makers are not applicable on the Exchange, the Exchange is not including in proposed Exchange Rule 7.22E the text from paragraphs (c) and (d) of NYSE Arca Equities Rule 7.22. The Exchange proposes that requirements relating to DMMs would be set forth in proposed Exchange Rules 7.24E, 7.25E, and 7.26E, described in greater detail below. --------------------------------------------------------------------------- E. Obligations of Market Makers Proposed Exchange Rule 7.23E would set forth the affirmative obligations of Market Makers, including DMMs, to engage in a course of dealing for their own account to assist in the maintenance, insofar as reasonably [[Page 21448]] practicable, of fair and orderly markets on the Exchange. Further, the proposed rule would set forth specific responsibilities and duties of Market Makers, including the obligation to maintain continuous, two- sided trading in registered securities and to adhere to certain pricing obligations. As proposed, Market Makers would have to remain in good standing with the Exchange, inform the Exchange of any material change in financial or operational condition or in personnel, and clear and settle transactions through the facilities of a registered clearing agency. The proposed rule provides for disciplinary action, suspension, or revocation of registration by the Exchange upon certain failures of Market Makers to abide by the requirements of the rule. Finally, the proposed rule sets forth temporary withdrawal provisions for Market Makers. The Exchange represents that proposed Exchange Rule 7.23E is based on NYSE Arca Equities Rule 7.23 with certain differences. First, proposed Exchange Rules 7.23E(a)(1)(B)(iii) and (iv) have different definitions for the terms ``Designated Percentage'' and ``Defined Limit.'' The Exchange states that it is using the definitions for these terms used in Bats BZX, Inc. Rule 11.8(d)(2)(D) and (E). Second, proposed Exchange Rule 7.23E(a)(2), rather than citing NYSE Arca Equities Rule 4.1, would require that a Market Maker maintain adequate minimum capital in accordance with the provisions of Rule 15c3-1 under the Act (``Rule 15c3-1''). The Exchange represents that this does not represent a substantive change in minimum capital requirements because NYSE Arca Equities Rule 4.1 cross references Rule 15c3-1. Finally, the Exchange proposes that the provisions of proposed Exchange Rule 7.23E(d), regarding temporary withdrawal of an ETP Holder from Market Maker status in the securities in which it is registered, would not be applicable to Market Makers acting as a DMM. As described in greater detail below, proposed Exchange Rule 7.24E(a)(4) would address DMM withdrawal from registration in a security. F. Registration and Obligations of DMMs \20\ --------------------------------------------------------------------------- \20\ Because proposed Exchange Rules 7.22E and 7.24E would describe the obligations of DMMs on the Pillar trading platform, the Exchange proposes that Exchange Rule 104--Equities would not be applicable to trading on Pillar. --------------------------------------------------------------------------- Proposed Exchange Rule 7.24E would set forth the registration and obligations of DMMs. The Exchange represents that proposed Exchange Rule 7.24E is new and is based in part on provisions of current Exchange Rule 98A--Equities, Exchange Rule 103--Equities, Exchange Rule 104--Equities, and Exchange Rule 107B--Equities. Proposed Exchange Rule 7.24E(a) would provide that all Exchange- listed securities would be assigned to a DMM and there would be no more than one DMM per Exchange-listed security.\21\ The Exchange represents that this new rule text is based on how the Exchange currently operates, as set forth in Exchange Rules 103--Equities and 103B-- Equities, in that every Exchange-listed security is allocated to a DMM. --------------------------------------------------------------------------- \21\ See Proposed Exchange Rule 7.24E(a). --------------------------------------------------------------------------- Proposed Exchange Rule 7.24E(b) would set forth the registration procedures of DMMs.\22\ An ETP Holder must be registered as a Market Maker and approved as a DMM, in order to be eligible to receive an allocation as a DMM. The Exchange represents this proposed rule is based in part on current Exchange Rule 103(a)(i)--Equities.\23\ To provide for continuity for companies that list their securities on the Exchange, the Exchange proposes in Rule 7.24E(b)(1) to allow a DMM unit currently approved to operate one business day prior to the Pillar transition to automatically be approved as a DMM. Conversely, Market Makers not registered as a DMM one business day before the Pillar transition date would need to file a written application to become a DMM. --------------------------------------------------------------------------- \22\ See Proposed Exchange Rule 7.24E(b). \23\ The Exchange proposes that Exchange Rule 103--Equities would not be applicable to trading on the Pillar trading platform. Instead, proposed Exchange Rule 7.24(b), together with proposed Exchange Rule 7.20E, described above, would establish the registration requirements for DMMs. --------------------------------------------------------------------------- The Exchange proposes a substantive difference between proposed Exchange Rule 7.24E(b)(2) and existing Exchange Rule 103(b)(i)-- Equities in that proposed Exchange Rule 7.24E(b)(2) would reference proposed Exchange Rules 7.25E(f) and 7.26E, which establish additional factors that the Exchange may consider in determining whether to approve a Market Maker as a DMM. Proposed Exchange Rules 7.25E (``DMM Security Allocation and Reallocation'') and 7.26E (``DMM Combination Policy'') are described below. Proposed Exchange Rule 7.24E(b)(3) would provide that an ETP Holder registered as a DMM in a security may also be registered as a Market Maker in that security only if the ETP Holder maintains information barriers between the trading unit operating as a DMM and the trading unit operation as a non-DMM Market Maker in the same security. Currently, under Exchange Rule 107B(h)(2)(A)--Equities, an Exchange member may operate as a supplemental liquidity provider in a security that is assigned to a DMM unit of the member, provided that the supplemental liquidity provider is not part of the DMM unit.\24\ The Exchange represents that Rule 7.24E(b)(3) would operate substantially similarly to the current rule in that a member organization can currently be both a DMM and a supplemental liquidity provider in a security through the use of information barriers. --------------------------------------------------------------------------- \24\ See Exchange Rule 107B(h)(2)(A)--Equities. --------------------------------------------------------------------------- Proposed Exchange Rule 7.24E(b)(4) would govern the circumstances under which a DMM may temporarily withdraw from its DMM status in its assigned securities. The Exchange represents that this rule is based on NYSE Arca Equities Rule 7.23(d). In addition, Proposed Rule 7.24E(b)(5) would specify that a DMM may not be registered in a security of an issuer, or a partner or subsidiary of the issuer, if the entity is an approved person or affiliate of the DMM. The Exchange represents that the proposed rule text is based on current Exchange Rule 98A--Equities, with non-substantive differences to use Pillar terminology. Proposed Exchange Rule 7.24E(c) sets forth the obligations of DMMs. The Exchange represents that the text of proposed Exchange Rule 7.24E(c) is based in part on current Exchange Rule 104(a)(1)(A)-- Equities. Currently, DMMs are required to maintain a quote at the inside at least 10% of the trading day for securities with a consolidated average daily volume of less than one million shares and at least 5% of the trading day for securities with a consolidated average daily volume equal to or greater than one million shares. The Exchange represents that, similar to the current quoting requirements, the proposed quoting requirement set forth in proposed Exchange Rule 7.24E(c) are portfolio-based quoting requirements. On the Pillar trading platform, because DMMs would not have other obligations as set forth in Exchange Rule 104(a)--Equities, such as the requirement to facilitate openings, reopenings, and closings, the Exchange proposes a heightened quoting obligation of 25% across all securities assigned to a DMM, regardless of consolidated average daily trading volume for a security. The Exchange otherwise proposes that the manner that a DMM's quoting obligations would be calculated would be the same as under current rules. [[Page 21449]] G. DMM Security Allocation and Reallocation Proposed Exchange Rule 7.25E would set forth the allocation and reallocation of securities to DMMs. The proposed rule would set forth when a security is eligible for allocation or reallocation, as well as the eligibility of DMMs to participate in the allocation process. The proposed rule further sets forth the allocation process--whether the issuer selects the DMM directly or the issuer delegates the selection to the Exchange. In the event that a company with listed securities wishes to change its DMM, the proposed rule sets forth the reallocation process. Should a DMM lose its registration or voluntarily withdraw its registration, the DMM would be ineligible, under the Exchange's ``Allocation Freeze Policy,'' for future allocations for a six-month period. For companies that list securities through an initial public offering, the allocation decision would remain in effect for 12 months. Finally, the proposed rule sets forth criteria the Exchange may consider for applicants that are not currently DMMs. For applicants that are not currently DMMs, the proposal would not require additional capital requirements as currently required. The Exchange represents that proposed Exchange Rule 7.25E is based on current Exchange Rule 103B--Equities and on NYSE Rule 103B, with substantive differences to reflect that an allocation would be to a DMM at the ETP Holder level rather than at the individual (natural person) DMM level, as well as non-substantive differences to streamline the rule text. In addition, the Exchange would use the term ``DMM,'' as defined in proposed Exchange Rule 1.1E(ccc) to replace current references to either DMM (as an individual) or DMM unit.\25\ --------------------------------------------------------------------------- \25\ Because proposed Exchange Rule 7.25E would establish the requirements for the allocation and reallocation of securities to DMMs on Pillar, the Exchange proposes that Exchange Rule 103B-- Equities would not be applicable to trading on the Pillar trading platform. --------------------------------------------------------------------------- H. DMM Combination Policy For a DMM to merge with another DMM, or otherwise combine their businesses, the transaction must be approved by the Exchange. Proposed Exchange Rule 7.26E would set forth the required contents of a written submission to the Exchange by proponents of the DMM combination addressing certain enumerated factors for the Exchange to consider in approving the transaction, as well as the procedures the Exchange would follow in approving or disapproving a combination. The proposal also sets forth the timeline for the Exchange to approve or disapprove a combination, the ability of the Exchange to grant conditional approvals, and the ability to have the Exchange's board of directors to review a disapproval decision. The Exchange represents that the proposed Exchange Rule is based on current Exchange Rule 123E--Equities (``DMM Combination Review Policy'').\26\ --------------------------------------------------------------------------- \26\ Because this rule would govern DMM combinations on the Exchange, the Exchange proposes that Rule 123E--Equities would not be applicable to trading on the Pillar trading platform. --------------------------------------------------------------------------- I. Current Exchange Rules Not Applicable on Pillar As noted earlier, the Exchange would no longer operate a trading floor once the Exchange transitions to Pillar. As a result, the Exchange proposes that certain current rules that relate to floor-based trading would not be applicable on Pillar.\27\ --------------------------------------------------------------------------- \27\ The Exchange proposes to specify in its rule book that the following Floor-specific rules would not be applicable to trading on Pillar: Exchange Rule 98--Equities (Operation of a DMM Unit), Exchange Rule 104A--Equities (DMMs--General), Exchange Rule 104B-- Equities (DMM Commissions),\27\ Exchange Rule 113--Equities (DMM Unit's Public Customers), and Exchange Rule 460--Equities (DMMs Participating in Contests). In addition, the Exchange proposes to delete current Exchange Rules 99--Equities, Exchange Rule 100-- Equities, and Exchange Rule 101--Equities, all of which are currently marked ``Reserved,'' as well as Exchange Rule 113 Former-- Equities (DMMs' Public Customers), which is obsolete. The Exchange represents that DMMs would not be required to facilitate the opening, reopening, or closing of assigned securities; would have electronic access only; would not be entitled to parity allocation; and would not be subject to heightened capital requirements. Current Exchange Rule 460--Equities prohibits DMM firms and associated persons from participating in a proxy contest or serving as a director of an issuer, requires DMMs to report beneficial ownership above a certain limit, and limits specified DMM business transactions, if the DMM member is registered in the securities of the issuer. The Exchange represents that DMMs would no longer have a time and place advantage, that DMMs would be similar to market makers on NYSE Arca, and that no other exchanges have restrictions similar to Exchange Rule 460--Equities. See Email from Clare Saperstein, Associate General Counsel, NYSE Group, Inc. to Michael E. Coe, Assistant Director, and Steve Kuan, Division of Trading and Markets, Commission (Apr. 27, 2017). --------------------------------------------------------------------------- III. Discussion and Commission's Findings After careful review of the proposal, as modified by Amendment No. 1, the Commission finds that the proposal is consistent with the requirements of the Act and the rules and regulations thereunder applicable to the Exchange.\28\ In particular, the Commission finds that the proposed rule change is consistent with Section 6(b)(5) of the Act,\29\ which requires, among other things, that the rules of a national securities exchange be designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, to foster cooperation and coordination with persons engaged in facilitating transactions in securities, to remove impediments to and perfect the mechanism of a free and open market and a national market systems and, in general, to protect investors and the public interest, and that the rules are not designed to permit unfair discrimination between customers, issuers, brokers, or dealers. --------------------------------------------------------------------------- \28\ In approving this proposed rule change, the Commission has considered the proposed rule's impact on efficiency, competition, and capital formation. 15 U.S.C. 78c(f). \29\ 15 U.S.C. 78f(b)(5). --------------------------------------------------------------------------- The Exchange is transitioning from its current floor-based trading, with a parity allocation model, to a fully automated electronic trading system, with a price-time allocation model. The Commission notes that the proposed rules closely parallel, and are substantially similar to, current rules of the Exchange, the NYSE Arca Equities, or the Bats BZX exchange, which were filed and approved by the Commission (or which became immediately effective) pursuant to Section 19(b) of the Act. NYSE Arca Equities currently operates using the Pillar trading platform, and NYSE Arca Equities market makers operate according to rules that are similar to the rules that the Exchange proposes to adopt. In addition, the Commission believes that the heightened DMM quoting obligations proposed in Exchange Rule 7.24E(c), and the lack of heightened capital requirements, are appropriate because DMMs on the Exchange would not, on the Pillar trading platform, retain their current obligations to facilitate openings, reopenings, and closings on the Exchange. Accordingly, the Commission believes that the proposal is reasonably designed to protect investors and the public interest, and that it is consistent with the requirements of the Act. IV. Solicitation of Comments on Amendment No. 1 Interested persons are invited to submit written data, views, and arguments concerning the foregoing, including whether Amendment No. 1 to the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: [[Page 21450]] Electronic CommentsUse the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or Send an email to [email protected]. Please include File Number SR-NYSEMKT-2017-04 on the subject line. Paper Comments Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549-1090. All submissions should refer to File Number SR-NYSEMKT-2017-04. 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 the filing also will be available for inspection and copying at the principal office of the Exchange. All comments received will be posted without change; the Commission does not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. All submissions should refer to File Number SR-NYSEMKT-2017-04 and should be submitted on or before May 30, 2017. V. Accelerated Approval of Proposed Rule Change, as Modified by Amendment No. 1 As noted above, in Amendment No. 1, the Exchange: (1) Specified that proposed Exchange Rule 7.25E, titled ``DMM Security Allocation and Reallocation,'' is based on NYSE Rule 103B; (2) modified proposed Exchange Rule 7.25E(b)(1), to read ``Issuer Section [sic] of DMM Unit by Interview;'' (3) modified proposed Exchange Rule 7.25E(b)(1)(B)(ii) by (a) adding the qualifier ``eligible'' to ``DMMs'' in the first sentence, (b) adding the clause ``or a designee of such senior official'' at the end of the second sentence, (c) modifying the fourth sentence to ``Representatives of each DMM must participate in the meeting,'' and (d) adding a final sentence stating that ``Meetings will normally be held at the Exchange, unless the Exchange has agreed that they may be held elsewhere;'' (4) modified proposed Exchange Rule 7.25(b)(2) by (a) changing the title to ``Exchange Selection of DMM by Delegation,'' (b) deleting from the first sentence of paragraph (A) the phrase ``based on a review of all information available to the issuer,'' and (c) modifying paragraph (B) to state that ``The ESP will select the DMM and inform the issuer of its selection;'' (5) modified proposed Exchange Rule 7.25E(b)(11) to state that ``If the issuer of an initial Fund lists additional funds within nine months from the date of its initial listing, the issuer may choose to maintain the same DMM for those subsequently listed funds or it may select a different DMM from the group of eligible DMMs that the issuer interviewed or reviewed in the allocation process for its initial fund;'' (6) modified proposed Exchange Rule 7.25E(d)(1) to state ``loses its registration as a DMM in a security as a result of proceedings under the Exchange Rule 8000 or 9000 Series, as applicable; or''; and (7) changed proposed Exchange Rule 7.25E(e) to make listing company DMM allocation decisions for purposes of an initial public offering sunset after 18 months, made a conforming change to the filing, and stated that this proposed rule is based on current Exchange Rule 103B(VI)(H)--Equities and NYSE Rule 103B(VI)(H). The Commission believes that Amendment No. 1 is consistent with the Act and notes that the amendment updates proposed Exchange Rule 7.25E to conform to an amended version of NYSE Rule 103B that became effective in February 2017.\30\ Accordingly, the Commission finds good cause, pursuant to Section 19(b)(2) of the Act,\31\ to approve the proposed rule change, as modified by Amendment No. 1, on an accelerated basis. --------------------------------------------------------------------------- \30\ See Securities Exchange Act Release No. 80122 (Feb. 28, 2017), 82 FR 12642 (Mar. 6, 2017) (SR-NYSE-2017-06). \31\ 15 U.S.C. 78s(b)(2). --------------------------------------------------------------------------- VI. Conclusion It is therefore ordered, that pursuant to Section 19(b)(2) of the Act, that the proposed rule change (SR-NYSEMKT-2017-04), as modified by Amendment No. 1, be, and it hereby is, approved on an accelerated basis. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.\32\ --------------------------------------------------------------------------- \32\ 17 CFR 200.30-3(a)(12). --------------------------------------------------------------------------- Eduardo A. Aleman, Assistant Secretary. [FR Doc. 2017-09195 Filed 5-5-17; 8:45 am] BILLING CODE 8011-01-P
![21446 Federal Register / Vol. 82, No. 87 / Monday, May 8, 2017 / Notices
IV. Conclusion comments on the proposal, as modified also no longer provide for members to
It is therefore ordered, pursuant to by Amendment No. 1. The Commission act as Supplemental Liquidity
Section 19(b)(2) of the Act,25 that the is approving the proposed rule change, Providers.
proposed rule change (SR–NYSEArca– as modified by Amendment No. 1, on an The Exchange represents that the
2016–120), as modified by Amendment accelerated basis. proposal is based on the rules of NYSE
No. 3, be, and it hereby is, approved. Arca Equities, Inc. (‘‘NYSE Arca
II. Description of the Proposed Rule Equities’’), which has already
For the Commission, by the Division of Change, as Modified by Amendment implemented Pillar, the same trading
Trading and Markets, pursuant to delegated No. 1 technology platform as the Exchange
authority.26 The Exchange proposes to adopt new proposes to adopt.6
Eduardo A. Aleman, rules relating to market makers that The proposal would set forth new
Assistant Secretary. would be applicable when the Exchange definitions for Market Makers, Market
[FR Doc. 2017–09196 Filed 5–5–17; 8:45 am] transitions trading to Pillar, a new Maker Authorized Traders, and
BILLING CODE 8011–01–P trading technology platform. As part of Designated Market Makers. In addition,
this transition, the Exchange would the proposal would set forth the process
move from the current floor-based for registration and obligations of
SECURITIES AND EXCHANGE market with a parity allocation model to Market Makers, the obligations of
COMMISSION a fully automated market with a price- Market Maker Authorized Traders, the
[Release No. 34–80577; File No. SR– time-priority allocation model. The registration of non-DMM Market
NYSEMKT–2017–04] Exchange’s floor-based traders, such as Makers, the registration and obligations
designated market makers (‘‘DMMs’’) of DMMs, DMM security allocation and
Self-Regulatory Organizations; NYSE and floor brokers, would not be retained reallocation, and DMM combination
MKT LLC; Order Granting Accelerated in Pillar. Electronic DMMs would review policy.7
Approval of Proposed Rule Change, as replace floor-based DMMs. The Exchange represents that it will
Modified by Amendment No. 1, The proposed rules would not assign announce the transition to Pillar, if
Relating to Market Makers Applicable securities to DMMs at the natural- approved by the Commission, by Trader
When the Exchange Transitions person level and would not require Update. The Exchange anticipates that
Trading to Pillar, the Exchange’s New DMMs to facilitate the opening, the transition would occur in the second
Trading Technology Platform reopening, or closing of assigned quarter of 2017. After the transition to
Exchange-listed securities. In addition, Pillar, current Exchange equities rules
May 2, 2017. the proposed rules would not entitle governing the floor-based platform
I. Introduction DMMs to a parity allocation of would no longer be applicable. For each
executions, and also would not subject current equities rule that would not be
On January 25, 2017, NYSE MKT LLC DMMs to heightened capital applicable when trading on the Pillar
(‘‘Exchange’’ or ‘‘NYSE MKT’’) filed requirements. Finally, DMMs would platform begins, the Exchange proposes
with the Securities and Exchange continue to be subject to rules governing to add a preamble stating that ‘‘this rule
Commission (‘‘Commission’’), pursuant allocation of securities and combination is not applicable to trading on the Pillar
to Section 19(b)(1) of the Securities of DMM units. The Exchange would trading platform.’’ The Exchange
Exchange Act of 1934 (‘‘Act’’) 1 and Rule represents that, after it has transitioned
19b–4 thereunder,2 a proposed rule first sentence, (b) adding the clause ‘‘or a designee to the Pillar trading platform, it will file
change to adopt rules relating to market of such senior official’’ at the end of the second
a separate proposed rule change to
makers that would be applicable when sentence, (c) modifying the fourth sentence to
delete the obsolete rules. Current
the Exchange transitions trading to ‘‘Representatives of each DMM must participate in
the meeting,’’ and (d) adding a final sentence stating Exchange rules governing equities
Pillar, the Exchange’s new trading that ‘‘Meetings will normally be held at the trading that do not have the preamble
technology platform. The proposed rule Exchange, unless the Exchange has agreed that they
described above will continue to govern
change was published for comment in may be held elsewhere;’’ (4) modified proposed
the Federal Register on February 13, Exchange Rule 7.25(b)(2) by (a) changing the title
6 NYSE Arca filed four proposals to implement its
to ‘‘Exchange Selection of DMM by Delegation,’’ (b)
2017.3 On March 29, 2017, the deleting from the first sentence of paragraph (A) the transition to Pillar in stages: (1) Adopting rules for
Commission designated a longer period phrase ‘‘based on a review of all information trading sessions, order ranking and display, and
for action on the proposed rule change.4 available to the issuer,’’ and (c) modifying order execution; (2) adopting rules for orders and
paragraph (B) to state that ‘‘The ESP will select the modifiers and the retail liquidity program; (3)
On March 30, 2017, the Exchange filed adopting rules for trading halts, short sales, limit
DMM and inform the issuer of its selection’’; (5)
Amendment No. 1 to the proposed rule modified proposed Exchange Rule 7.25E(b)(11) to up-limit down, and odd lots and mixed lots; and
change.5 The Commission received no state that ‘‘If the issuer of an initial Fund lists (4) adopting rules for auctions. See Securities
additional funds within nine months from the date Exchange Act Release Nos. 74951 (May 13, 2015),
25 15 U.S.C. 78s(b)(2). of its initial listing, the issuer may choose to 80 FR 28721 (May 19, 2015) and 75494 (July 20,
26 17 maintain the same DMM for those subsequently 2015), 80 FR 44170 (July 24, 2015) (SR–NYSEArca–
CFR 200.30–3(a)(12).
1 15 U.S.C. 78s(b)(1). listed funds or it may select a different DMM from 2015–38) (first Pillar filing and approval); 75497
the group of eligible DMMs that the issuer (July 21, 2015), 80 FR 45022 (July 28, 2015) and
2 17 CFR 240.19b–4.
interviewed or reviewed in the allocation process 76267 (Oct. 26, 2015), 80 FR 66951 (Oct. 30, 2015)
3 See Securities Exchange Act Release No. 79982
for its initial fund’’; (6) modified proposed (SR–NYSEArca–2015–56) (second Pillar filing and
(Feb. 7, 2017), 82 FR 10508 (Feb. 13, 2017) Exchange Rule 7.25E(d)(1) to state ‘‘loses its approval); 75467 (July 16, 2015), 80 FR 43515 (July
(‘‘Notice’’). registration as a DMM in a security as a result of 22, 2015) and 76198 (Oct. 20, 2015), 80 FR 65274
4 See Securities Exchange Act Release No. 80336 (Oct. 26, 2015) (third Pillar filing and approval);
asabaliauskas on DSK3SPTVN1PROD with NOTICES
proceedings under the Rule 8000 or 9000 Series, as
(Mar. 29, 2017), 82 FR 16447 (Apr. 4, 2017). applicable; or’’; and (7) changed proposed Exchange and 76085 (Oct. 6, 2015), 80 FR 61513 (Oct. 13,
5 In Amendment No. 1, the Exchange: (1) Rule 7.25E(e) to make listing-company DMM 2015) and 76869 (Jan. 11, 2016), 81 FR 2276 (Jan.
Specified that proposed Exchange Rule 7.25E titled allocation decisions for purposes of an initial public 15, 2016) (fourth Pillar filing and approval).
‘‘DMM Security Allocation and Reallocation’’ is offering sunset after 18 months, made a conforming 7 The Exchange previously adopted these rules,
also based on New York Stock Exchange LLC change to the filing, and stated that this proposed generally with rule text reserved for future filings,
(‘‘NYSE’’) Rule 103B; (2) modified proposed rule is based on current Exchange Rule in anticipation of the current proposal. See
Exchange Rule 7.25E(b)(1), to read ‘‘Issuer Section 103B(VI)(H)—Equities and NYSE Rule 103B(VI)(H). Securities Exchange Act Release No. 79242 (Nov. 4,
[sic] of DMM Unit by Interview;’’ (3) modified Amendment No. 1 is available at: https:// 2016), 81 FR 79081 (Nov. 10, 2016) (SR–
proposed Exchange Rule 7.25E(b)(1)(B)(ii) by (a) www.sec.gov/comments/sr-nysemkt-2017-04/ NYSEMKT–2016–97). The rule numbers correspond
adding the qualifier ‘‘eligible’’ to ‘‘DMMs’’ in the nysemkt201704-1680445-149392.pdf. with the rule numbers of NYSE Arca Equities rules.
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![Federal Register / Vol. 82, No. 87 / Monday, May 8, 2017 / Notices 21447
Exchange operations on its cash equities right of the Exchange to suspend or registered. The proposed rule would
trading platform. A detailed description terminate registration, and withdrawal also specify the registration
of the proposal appears in the Notice.8 procedures. The Exchange represents requirements for MMATs and the
The proposal is summarized and that the proposed rule is based in part procedures for suspension and
discussed below. on NYSE Arca Equities Rule 7.20, with withdrawal of registration. The
the following substantive differences. Exchange represents that the proposed
A. Definitions
First, the Exchange proposes that rule is based on NYSE Arca Equities
The Exchange proposes three new member organizations already registered Rule 7.21.
definitions related to market makers. as Market Makers by the Exchange
First, the Exchange proposes to define D. Registration of Non-DMM Market
would continue to be registered as
the term ‘‘Market Maker’’ as an ETP Makers in a Security 17
Market Makers under proposed
Holder that acts as a Market Maker Exchange Rule 7.20E without being Proposed Exchange Rule 7.22E would
pursuant to Exchange Rule 7E.9 This required to re-register as a Market set forth the process for Market Makers,
proposed definition is based on the Maker.15 Second, the second sentence of other than DMMs, to become registered
definition of ‘‘Market Maker’’ in NYSE proposed Exchange Rule 7.20E(b) would in a security and would set forth the
Arca Equities, without any substantive be changed to provide that factors the Exchange may consider in
differences.10 Second, the Exchange ‘‘[a]pplications will be reviewed by the approving the registration of a non-
proposes to define ‘‘Market Maker Exchange, which will consider the ETP DMM Market Maker in a security. The
Authorized Trader,’’ or ‘‘MMAT,’’ to Holder’s capital, operations, personnel, proposed rule would also govern both
mean an Authorized Trader who technical resources, and disciplinary termination of a Market Maker’s
performs market making activities history.’’ The Exchange also proposes an registration in a security by the
pursuant to Exchange Rule 7E on behalf additional clarifying sentence that Exchange and voluntary termination by
of a Market Maker.11 This proposed would provide that, after reviewing the a Market Maker.
definition is based on the definition of application, the Exchange would either The Exchange represents that
‘‘Market Maker Authorized Trader’’ in approve or disapprove the ETP Holder’s proposed Exchange Rule 7.22E is based
NYSE Arca Equities, without any registration as a Market Maker. Third, on NYSE Arca Equities Rule 7.22 with
substantive differences.12 Third, the because proposed Exchange Rule certain differences. First, proposed
Exchange proposes to define 7.24E(a)(4) would cover DMM Exchange Rule 7.22E would govern
‘‘Designated Market Maker,’’ or ‘‘DMM,’’ withdrawal from registration in a registration in a security only for non-
as a registered Market Maker that is security, the Exchange proposes that DMM Market Makers, rather than for all
subject to additional requirements set DMMs would not be covered by the Market Makers. Second, in proposed
forth in Section 2 of Exchange Rule 7E provisions of proposed Rule 7.20E(e), Exchange Rule 7.22E(a), the Exchange
for Exchange-listed securities assigned which governs a Market Maker’s proposes that a Market Maker may
to such DMM.13 The Exchange withdrawal of registration as a Market become registered in a security by
represents that this proposed definition Maker in a security. The Exchange also submitting a request to the Exchange,
would be new and that it is not based proposes to provide that a Market Maker rather than by filing a security
on the rules of the NYSE Arca Equities that fails to notify the Exchange of its registration form.18 Third, the Exchange
exchange.14 written notice of withdrawal on the does not propose to include rule text
business day prior to its withdrawal based on paragraphs (c) and (d) of NYSE
B. Registration of Market Makers Arca Equities Rule 7.22.19 Finally, the
may be subject to formal disciplinary
Proposed Exchange Rule 7.20E action.16 Finally, the Exchange proposes Exchange proposes additional, non-
addresses registration requirements for a non-substantive difference to substantive differences by replacing
Market Makers, such as how an ETP proposed Rule 7.20E(c) and (e), as references to NYSE Arca Equities Rule
Holder files an application to register, compared to NYSE Arca Equities Rule 10 and 10.13 with references to the
the factors that the Exchange will 7.20(c) and (d), to use Exchange Exchange Rule 9200 and Rule 9500
consider in reviewing the application, disciplinary rule references in lieu of Series, respectively.
effectiveness and appeal provisions, the NYSE Arca Equities disciplinary rule E. Obligations of Market Makers
references.
8 See Notice, supra note 3. Proposed Exchange Rule 7.23E would
9 See Proposed Exchange Rule 1.1E(v). In a C. Obligations of Market Maker set forth the affirmative obligations of
related rule filing, the Exchange has proposed to Authorized Traders Market Makers, including DMMs, to
define the term ‘‘ETP Holder’’ as a member
organization that has been issued an Equity Trading Proposed Exchange Rule 7.21E would engage in a course of dealing for their
Permit. See Securities Exchange Act Release No. set forth the obligations of Market Maker own account to assist in the
79993 (Feb. 9, 2017), 82 FR 10814 (Feb. 15, 2017) Authorized Traders. As proposed, maintenance, insofar as reasonably
(SR–NYSEMKT–2017–01) (‘‘Trading Rules Filing’’).
The term ‘‘member organization’’ is defined in MMATs would be permitted to enter
17 Because proposed Exchange Rules 7.22E and
Exchange Rule 2(b)—Equities. orders only for the account of the 7.24E would describe the obligations of DMMs on
10 See NYSE Arca Equities Rule 1.1(v). Market Maker for which the MMATs are the Pillar trading platform, the Exchange proposes
11 See Proposed Exchange Rule 1.1E(w). The
that Exchange Rule 104—Equities would not be
Exchange has separately proposed to define the 15 Under current Rule 103—Equities, a member applicable to trading on the Pillar trading platform.
term ‘‘Authorized Trader’’ to mean a person who organization may be approved to be registered as a 18 NYSE Arca Equities Rule 7.22 states that a
may submit orders to the Exchange’s cash equities DMM. In addition, under current Rule 107B— prospective Market Maker should file a security
asabaliauskas on DSK3SPTVN1PROD with NOTICES
Trading Facilities on behalf of his or her ETP Equities, a member organization approved as a registration form.
Holder. See supra note 9. Supplemental Liquidity Provider may be registered 19 Since NYSE Arca Equities rules governing
12 See NYSE Arca Equities Rule 1.1(w).
as a market maker on the Exchange as an ‘‘SLMM’’. designated market makers and lead market makers
13 See Proposed Exchange Rule 1.1E(ccc). 16 The Exchange states it does not believe that a are not applicable on the Exchange, the Exchange
14 See Exchange Rule 2(i)—Equities. Furthermore, Market Maker needs to provide ten business day is not including in proposed Exchange Rule 7.22E
because DMMs would be Market Makers, and a notice of such withdrawal of registration, as the text from paragraphs (c) and (d) of NYSE Arca
Market Maker designation is at the level of the ETP required by NYSE Arca Equities Rule 7.20(e), Equities Rule 7.22. The Exchange proposes that
Holder, the Exchange represents that the proposed because the Exchange can process such requirements relating to DMMs would be set forth
definition would differ from the Exchange’s current withdrawals within one business day from date of in proposed Exchange Rules 7.24E, 7.25E, and
rules, which define a DMM at the individual level. notice. 7.26E, described in greater detail below.
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![21450 Federal Register / Vol. 82, No. 87 / Monday, May 8, 2017 / Notices
Electronic Comments a designee of such senior official’’ at the No. 1, be, and it hereby is, approved on
• Use the Commission’s Internet end of the second sentence, (c) an accelerated basis.
comment form (http://www.sec.gov/ modifying the fourth sentence to For the Commission, by the Division of
rules/sro.shtml); or ‘‘Representatives of each DMM must Trading and Markets, pursuant to delegated
• Send an email to rule-comments@ participate in the meeting,’’ and (d) authority.32
sec.gov. Please include File Number SR– adding a final sentence stating that Eduardo A. Aleman,
NYSEMKT–2017–04 on the subject line. ‘‘Meetings will normally be held at the Assistant Secretary.
Exchange, unless the Exchange has [FR Doc. 2017–09195 Filed 5–5–17; 8:45 am]
Paper Comments agreed that they may be held
BILLING CODE 8011–01–P
• Send paper comments in triplicate elsewhere;’’ (4) modified proposed
to Secretary, Securities and Exchange Exchange Rule 7.25(b)(2) by (a)
Commission, 100 F Street NE., changing the title to ‘‘Exchange
Selection of DMM by Delegation,’’ (b) DEPARTMENT OF STATE
Washington, DC 20549–1090.
All submissions should refer to File deleting from the first sentence of [Public Notice: 9770]
Number SR–NYSEMKT–2017–04. This paragraph (A) the phrase ‘‘based on a
review of all information available to 60-Day Notice of Proposed Information
file number should be included on the
the issuer,’’ and (c) modifying paragraph Collection: Online Application for
subject line if email is used. To help the
(B) to state that ‘‘The ESP will select the Nonimmigrant Visa
Commission process and review your
comments more efficiently, please use DMM and inform the issuer of its
selection;’’ (5) modified proposed Notice of request for public
ACTION:
only one method. The Commission will comment.
post all comments on the Commission’s Exchange Rule 7.25E(b)(11) to state that
Internet Web site (http://www.sec.gov/ ‘‘If the issuer of an initial Fund lists SUMMARY: The Department of State is
rules/sro.shtml). Copies of the additional funds within nine months seeking Office of Management and
submission, all subsequent from the date of its initial listing, the Budget (OMB) approval for the
amendments, all written statements issuer may choose to maintain the same information collections described
with respect to the proposed rule DMM for those subsequently listed below. In accordance with the
change that are filed with the funds or it may select a different DMM Paperwork Reduction Act of 1995, we
Commission, and all written from the group of eligible DMMs that are requesting comments on this
communications relating to the the issuer interviewed or reviewed in collection from all interested
proposed rule change between the the allocation process for its initial individuals and organizations. The
Commission and any person, other than fund;’’ (6) modified proposed Exchange purpose of this notice is to allow 60
those that may be withheld from the Rule 7.25E(d)(1) to state ‘‘loses its days for public comment preceding
public in accordance with the registration as a DMM in a security as submission of the collection to OMB.
provisions of 5 U.S.C. 552, will be a result of proceedings under the DATES: The Department will accept
available for Web site viewing and Exchange Rule 8000 or 9000 Series, as comments from the public up to July 7,
printing in the Commission’s Public applicable; or’’; and (7) changed 2017.
Reference Room, 100 F Street NE., proposed Exchange Rule 7.25E(e) to ADDRESSES: You may submit comments
Washington, DC 20549, on official make listing company DMM allocation by any of the following methods:
business days between the hours of decisions for purposes of an initial • Web: Persons with access to the
10:00 a.m. and 3:00 p.m. Copies of the public offering sunset after 18 months, Internet may comment on this notice by
filing also will be available for made a conforming change to the filing, going to www.Regulations.gov. You can
inspection and copying at the principal and stated that this proposed rule is search for the document by entering
office of the Exchange. All comments based on current Exchange Rule ‘‘Docket Number: DOS–2016–0071’’ in
received will be posted without change; 103B(VI)(H)—Equities and NYSE Rule the Search field. Then click the
the Commission does not edit personal 103B(VI)(H). ‘‘Comment Now’’ button and complete
identifying information from The Commission believes that the comment form.
submissions. You should submit only Amendment No. 1 is consistent with the • Email: PRA_BurdencComments@
information that you wish to make Act and notes that the amendment state.gov.
available publicly. All submissions updates proposed Exchange Rule 7.25E FOR FURTHER INFORMATION CONTACT:
should refer to File Number SR– to conform to an amended version of Direct requests for additional
NYSEMKT–2017–04 and should be NYSE Rule 103B that became effective information regarding the collection
submitted on or before May 30, 2017. in February 2017.30 Accordingly, the listed in this notice, including requests
Commission finds good cause, pursuant for copies of the proposed collection
V. Accelerated Approval of Proposed
to Section 19(b)(2) of the Act,31 to instrument and supporting documents
Rule Change, as Modified by
approve the proposed rule change, as may be sent to PRA_
Amendment No. 1
modified by Amendment No. 1, on an BurdentComments@state.gov.
As noted above, in Amendment No. 1, accelerated basis. SUPPLEMENTARY INFORMATION:
the Exchange: (1) Specified that • Title of Information Collection:
proposed Exchange Rule 7.25E, titled VI. Conclusion
Application for Nonimmigrant Visa.
‘‘DMM Security Allocation and
asabaliauskas on DSK3SPTVN1PROD with NOTICES
It is therefore ordered, that pursuant • OMB Control Number: 1405–0182.
Reallocation,’’ is based on NYSE Rule to Section 19(b)(2) of the Act, that the • Type of Request: Revision of a
103B; (2) modified proposed Exchange proposed rule change (SR–NYSEMKT– Currently Approved Collection.
Rule 7.25E(b)(1), to read ‘‘Issuer Section 2017–04), as modified by Amendment • Originating Office: CA/VO/L/R.
[sic] of DMM Unit by Interview;’’ (3) • Form Number: DS–160.
modified proposed Exchange Rule 30 See Securities Exchange Act Release No. 80122
• Respondents: All Nonimmigrant
7.25E(b)(1)(B)(ii) by (a) adding the (Feb. 28, 2017), 82 FR 12642 (Mar. 6, 2017) (SR– Visa Applicants.
qualifier ‘‘eligible’’ to ‘‘DMMs’’ in the NYSE–2017–06).
first sentence, (b) adding the clause ‘‘or 31 15 U.S.C. 78s(b)(2). 32 17 CFR 200.30–3(a)(12).
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Document Created: 2017-05-06 02:21:52
Document Modified: 2017-05-06 02:21:52
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