82_FR_29726 82 FR 29602 - Self-Regulatory Organizations; Financial Industry Regulatory Authority, Inc.; Notice of Filing of a Proposed Rule Change To Amend FINRA Rule 7730 To Make Available a New TRACE Security Activity Report

82 FR 29602 - Self-Regulatory Organizations; Financial Industry Regulatory Authority, Inc.; Notice of Filing of a Proposed Rule Change To Amend FINRA Rule 7730 To Make Available a New TRACE Security Activity Report

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 124 (June 29, 2017)

Page Range29602-29604
FR Document2017-13582

Federal Register, Volume 82 Issue 124 (Thursday, June 29, 2017)
[Federal Register Volume 82, Number 124 (Thursday, June 29, 2017)]
[Notices]
[Pages 29602-29604]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-13582]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-81007; File No. SR-FINRA-2017-021]


Self-Regulatory Organizations; Financial Industry Regulatory 
Authority, Inc.; Notice of Filing of a Proposed Rule Change To Amend 
FINRA Rule 7730 To Make Available a New TRACE Security Activity Report

June 23, 2017.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that 
on June 19, 2017, Financial Industry Regulatory Authority, Inc. 
(``FINRA'') filed with the Securities and Exchange Commission (``SEC'' 
or ``Commission'') the proposed rule change as described in Items I, 
II, and III below, which Items have been prepared by FINRA. 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\ 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

    FINRA is proposing to amend FINRA Rule 7730 to make available a new 
TRACE Security Activity Report.
    The text of the proposed rule change is available on FINRA's Web 
site at http://www.finra.org, at the principal office of FINRA 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, FINRA included statements 
concerning the purpose of and basis for the proposed rule change and 
discussed any comments it received on the proposed rule change. The 
text of these statements may be examined at the places specified in 
Item IV below. FINRA has prepared summaries, set forth in sections A, 
B, and C below, of the most significant aspects of such statements.

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

1. Purpose
    Rule 7730 (Trade Reporting and Compliance Engine (TRACE)), among 
other things, sets forth the TRACE data products offered by FINRA in 
connection with TRACE-Eligible Securities.\3\ FINRA is proposing to 
amend Rule 7730 to make available a new TRACE Security Activity Report, 
which would provide aggregated statistics by security for TRACE-
Eligible Securities that are corporate or agency bonds (collectively 
``CA Bonds'').\4\
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    \3\ Rule 6710 (Definitions) provides that a ``TRACE-Eligible 
Security'' is a debt security that is United States (``U.S.'') 
dollar-denominated and issued by a U.S. or foreign private issuer, 
and, if a ``restricted security'' as defined in Securities Act Rule 
144(a)(3), sold pursuant to Securities Act Rule 144A; or is a debt 
security that is U.S. dollar-denominated and issued or guaranteed by 
an Agency as defined in paragraph (k) or a Government-Sponsored 
Enterprise as defined in paragraph (n); or a U.S. Treasury Security 
as defined in paragraph (p). ``TRACE-Eligible Security'' does not 
include a debt security that is issued by a foreign sovereign or a 
Money Market Instrument as defined in paragraph (o).
    \4\ FINRA intends to establish a fee for the TRACE Security 
Activity Report prior to the effective date of the instant proposed 
rule change. The fee will be established pursuant to a separate rule 
filing.
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    The proposed TRACE Security Activity Report would contain basic 
descriptive security elements for each CA Bond (such as the issuer's 
name and the security's coupon and maturity date). In addition, the 
proposed report would provide subscribers with transaction totals, a 
measure of market concentration to indicate the extent to which 
activity in the security is concentrated within a few market 
participant identifiers (MPIDs),\5\ and more detailed aggregate par 
value volume information in a particular CA Bond than would be 
available in Real-Time TRACE transaction data. Today, the actual par 
value traded is available in the short-term only for transactions with 
sizes up to the applicable dissemination cap.\6\ Transactions with 
sizes over the capped amount become available only after 18 months as 
part of the Historic TRACE Data product.
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    \5\ One member may use multiple MPIDs.
    \6\ Due to transaction confidentiality concerns, FINRA has 
applied ``dissemination caps'' for purposes of dissemination. 
Specifically, for transactions in investment grade corporate bonds 
and in agency bonds over a 5 million dollar par value, TRACE 
disseminates the size as ``5MM+.'' For transactions in non-
investment grade corporate bonds over a 1 million dollar par value, 
TRACE disseminates the size as ``1MM+.''
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    The proposed TRACE Security Activity Report would provide insight 
into the level of activity in CA Bonds during a given month. 
Specifically, in addition to overall aggregate par value volume, the 
proposed TRACE Security Activity Report would provide information on 
the par value volume of customer buys, the par value volume of customer 
sells and the par value volume of inter-dealer transactions. The 
proposed TRACE Security Activity Report would reflect par value volume 
information using either capped amounts or actual par value volume, as 
follows. For uncapped transactions, the proposed TRACE Security 
Activity Report would reflect the actual trade size of each transaction 
(i.e., the transaction size disseminated in Real-Time TRACE transaction 
data). If there are six or more capped transactions disseminated during 
the calendar month, the aggregate par value volume would reflect the 
actual trade size of each transaction, as well as the par value traded 
that falls within specified size categories (e.g., the aggregate par 
value traded for transactions with a size greater than the 
dissemination cap up to $10 million and the aggregate par value traded 
for transactions with a size greater than $10 million).\7\
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    \7\ If the SEC approves this proposal, the size categories will 
be announced in the Regulatory Notice announcing the effective date 
of the new TRACE Security Activity Report. The size category 
thresholds will be based on a multiple of the dissemination cap, 
e.g., up to or over $10 million, which would be two times the 
investment grade dissemination cap. The number of size categories 
also may be adjusted (e.g., up to $10 million; over $10 million up 
to $20 million; over $20 million) based on FINRA's experience with 
the data product.
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    However, if there are fewer than six disseminated capped 
transactions during the calendar month, the TRACE Security Activity 
Report would reflect the capped volumes disseminated in Real-Time TRACE 
transaction data. Accordingly, the report would only reflect the actual 
par value traded (i.e., the amount reported by the member to TRACE) 
where there have been at least

[[Page 29603]]

six capped transactions during the calendar month. As a measure to 
further address possible confidentiality concerns, FINRA proposes that 
the TRACE Security Activity Report be provided on a 90-day delay.
    The proposed TRACE Security Activity Report also would provide the 
total number of transactions disseminated for each CA Bond as well as 
the number of customer buy transactions, the number of customer sell 
transactions and the number of inter-dealer transactions. In addition, 
the proposed TRACE Security Activity Report would provide incremental 
ranges (e.g., fewer than or equal to 5, between 6 and 10, etc.) for the 
number of transactions with a par value volume within specified size 
categories (e.g., the number of trades with a size greater than the 
dissemination cap up to $10 million, and the number of trades with a 
size of $10 million or greater).
    The proposed TRACE Security Activity Report also would provide 
information regarding the number of unique reporting MPIDs and 
statistics for the aggregate activity of the five most active MPIDs in 
each CA Bond. Specifically, the proposed TRACE Security Activity Report 
would provide the number of unique reporting MPIDs for disseminated 
uncapped and capped transactions. The number of unique reporting MPIDs 
would be provided by displaying the actual number of unique MPIDs where 
there are six or more unique MPIDs, or ``1 to 5,'' as applicable, where 
there are five or fewer reporting MPIDs. For capped transactions, the 
number of unique reporting MPIDs would be provided by displaying the 
actual number of unique MPIDs where there are six or more unique MPIDs, 
or ``0'' or ``1 to 5,'' as applicable, where there are five or fewer 
reporting MPIDs.
    The market participants that engaged in the transactions will not 
be identified in the proposed TRACE Security Activity Report. The TRACE 
Security Activity Report also would provide the percentage of the total 
number of transactions traded by the top five MPIDs for each CUSIP and 
the percentage of total par value traded by the top five MPIDs for each 
CUSIP. The percentage of the total number of transactions and total par 
value traded for the top 5 MPIDs will be provided irrespective of the 
number of capped transactions (e.g., where there is only one MPID, the 
number of unique MPIDs will be displayed as ``1 to 5'' and both the 
number of transactions and par value percentages will be displayed as 
100%).
    FINRA believes that the proposed TRACE Security Activity Report may 
be useful to interested parties for business as well as regulatory 
purposes. For example, members may use the information provided in the 
TRACE Security Activity Report to better ascertain their relative level 
of trading activity in particular CA Bonds. Interested parties also may 
use the information in the proposed report in connection with 
regulatory obligations--e.g., in assessing, classifying and reviewing 
the liquidity risk of individual securities pursuant to Rule 22e-4 
under the Investment Company Act.\8\
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    \8\ See SEC Press Release 2016-215 (October 13, 2016) (SEC 
Adopts Rules to Modernize Information Reported by Funds, Require 
Liquidity Risk Management Programs, and Permit Swing Pricing). See 
also 17 CFR 270.22e-4.
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    If the Commission approves the proposed rule change, FINRA will 
announce the effective date of the proposed rule change in a Regulatory 
Notice. The effective date will be no later than 365 days following SEC 
approval.
2. Statutory Basis
    FINRA believes that the proposed rule change is consistent with the 
provisions of Section 15A(b)(6) of the Act,\9\ which requires, among 
other things, that FINRA rules must be designed to prevent fraudulent 
and manipulative acts and practices, to promote just and equitable 
principles of trade, and, in general, to protect investors and the 
public interest.
---------------------------------------------------------------------------

    \9\ 15 U.S.C. 78o-3(b)(6).
---------------------------------------------------------------------------

    Pursuant to the proposal, FINRA would make available to subscribers 
an optional data product to provide aggregated statistics by security 
for CA Bonds. FINRA believes that the TRACE Security Activity Report 
could benefit market participants and others interested in corporate 
and agency bond transaction data, including information on actual 
transaction volume that currently would not be ascertainable for 18 
months after the date of the transaction (as part of the Historic TRACE 
Data product). FINRA believes that the measures proposed to mitigate 
any potential confidentiality concerns--e.g., aggregate volume would 
reflect actual volume only where there were six or more total 
disseminated capped transactions during the calendar month--strikes an 
appropriate balance in providing additional transparency on the overall 
trading activity in a particular CA Bond, while remaining sensitive to 
confidentiality concerns. Thus, FINRA believes that the proposed rule 
change is in the public interest and consistent with the Act.

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

    FINRA does not believe that the proposed rule change would result 
in any burden on competition that is not necessary or appropriate in 
furtherance of the purposes of the Act.
Economic Impact Analysis
    FINRA's existing Real-Time TRACE data product provides transaction 
data for the following Data Sets: Corporate Bond Data, Agency Data Set, 
SP Data Set, and Rule 144A Data Set. As detailed above, FINRA is 
proposing to create a TRACE Security Activity Report to provide 
additional aggregated statistics by security for CA Bonds, as an 
alternative or in addition to the transaction data contained in the 
Real-Time TRACE product. The TRACE Security Activity Report would be 
available on an optional basis to subscribers. The proposed rule change 
would expand the benefits of FINRA's TRACE initiatives by providing 
additional transparency on CA Bonds, as the product would provide 
subscribers with more detailed volume information on the overall 
trading activity in a particular CA Bond.
    The proposal to create a new TRACE Security Activity Report would 
not impose any additional reporting requirements or costs on firms, and 
the purchase of TRACE data products would continue to be optional for 
market participants and others and, as a result, would have no direct 
impact on firms. However, FINRA also considered the potential for 
indirect costs regarding possible information leakage due to the 
inclusion of the number of unique reporting MPIDs. FINRA believes that 
information contained in the TRACE Security Activity Report alone is 
not sufficient to discover the true identity of other MPIDs by market 
participants, where the only information used in the analysis is the 
information to be contained in this product. However, there may exist 
other publicly available datasets that can be used in conjunction with 
the proposed TRACE Security Activity Report.\10\ FINRA acknowledges

[[Page 29604]]

the potential for reverse engineering of the information contained in 
the TRACE Security Activity Report, in particular for bonds that are 
traded by a few market participants in a given month, to determine the 
true identities of other market participants, and FINRA has taken a 
number of measures, such as displaying information in buckets as 
discussed above, to reduce this risk and mitigate any potential 
impacts.
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    \10\ One such dataset is sold by the National Association of 
Insurance Commissioners (NAIC) and contains detailed information 
about insurance company bond transactions, including the CUSIP of 
the bond traded along with identities of insurance companies and the 
dealers with whom each trade is completed, the date of the 
transaction, the amount traded and the price of the transaction. See 
Maureen O'Hara, Yihui Wang, and Xing (Alex) Zhou, The Execution 
Quality of Corporate Bonds (June 1, 2016), http://papers.ssrn.com/sol3/Papers.cfm?abstract_id=2680480.
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    The proposed TRACE Security Activity Report would include a ``top 
5'' snapshot for each CA Bond showing the percentage of the total 
number of transactions that is represented by the activity of the top 
five MPIDs, and the percentage of the total par value traded by the top 
five MPIDs. To the extent that market participants extract non-reported 
information from this report about concentration and competition in a 
specific bond, they may alter their demand, supply and pricing 
accordingly. Customers may potentially find it easier or harder to 
trade some bonds, and may see a change in the costs of trading, 
including search costs. Such changes may eventually express themselves 
as an indirect impact on the liquidity of these bonds.

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

    Written comments were neither solicited nor received.

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

    Within 45 days of the date of publication of this notice in the 
Federal Register or within such longer period (i) as the Commission may 
designate up to 90 days of such date if it finds such longer period to 
be appropriate and publishes its reasons for so finding or (ii) as to 
which the self-regulatory organization consents, the Commission will:
    (A) By order approve or disapprove such proposed rule change, or
    (B) institute proceedings to determine whether the proposed rule 
change should be disapproved.

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-FINRA-2017-021 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-FINRA-2017-021. 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 
a.m. and 3 p.m. Copies of such filing also will be available for 
inspection and copying at the principal office of FINRA. 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-FINRA-2017-021 and should be 
submitted on or before July 20, 2017.

    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. 2017-13582 Filed 6-28-17; 8:45 am]
 BILLING CODE 8011-01-P



                                                29602                          Federal Register / Vol. 82, No. 124 / Thursday, June 29, 2017 / Notices

                                                Reference Room, 100 F Street NE.,                       office of FINRA and at the                               Time TRACE transaction data. Today,
                                                Washington, DC 20549, on official                       Commission’s Public Reference Room.                      the actual par value traded is available
                                                business days between the hours of                                                                               in the short-term only for transactions
                                                                                                        II. Self-Regulatory Organization’s
                                                10:00 a.m. and 3:00 p.m. Copies of such                                                                          with sizes up to the applicable
                                                                                                        Statement of the Purpose of, and
                                                filing also will be available for                       Statutory Basis for, the Proposed Rule                   dissemination cap.6 Transactions with
                                                inspection and copying at the principal                 Change                                                   sizes over the capped amount become
                                                office of OCC and on OCC’s Web site at                                                                           available only after 18 months as part of
                                                http://www.theocc.com/components/                          In its filing with the Commission,                    the Historic TRACE Data product.
                                                docs/legal/rules_and_bylaws/sr_occ_17_                  FINRA included statements concerning                        The proposed TRACE Security
                                                015.pdf.                                                the purpose of and basis for the                         Activity Report would provide insight
                                                   All comments received will be posted                 proposed rule change and discussed any                   into the level of activity in CA Bonds
                                                without change; the Commission does                     comments it received on the proposed                     during a given month. Specifically, in
                                                not edit personal identifying                           rule change. The text of these statements                addition to overall aggregate par value
                                                information from submissions. You                       may be examined at the places specified                  volume, the proposed TRACE Security
                                                should submit only information that                     in Item IV below. FINRA has prepared                     Activity Report would provide
                                                you wish to make available publicly.                    summaries, set forth in sections A, B,                   information on the par value volume of
                                                   All submissions should refer to File                 and C below, of the most significant                     customer buys, the par value volume of
                                                Number SR–OCC–2017–015 and should                       aspects of such statements.                              customer sells and the par value volume
                                                be submitted on or before July 20,2017.                 A. Self-Regulatory Organization’s                        of inter-dealer transactions. The
                                                  For the Commission, by the Division of                Statement of the Purpose of, and                         proposed TRACE Security Activity
                                                Trading and Markets, pursuant to delegated              Statutory Basis for, the Proposed Rule                   Report would reflect par value volume
                                                authority.30                                            Change                                                   information using either capped
                                                Eduardo A. Aleman,                                                                                               amounts or actual par value volume, as
                                                Assistant Secretary.
                                                                                                        1. Purpose                                               follows. For uncapped transactions, the
                                                [FR Doc. 2017–13583 Filed 6–28–17; 8:45 am]                Rule 7730 (Trade Reporting and                        proposed TRACE Security Activity
                                                BILLING CODE 8011–01–P                                  Compliance Engine (TRACE)), among                        Report would reflect the actual trade
                                                                                                        other things, sets forth the TRACE data                  size of each transaction (i.e., the
                                                                                                        products offered by FINRA in                             transaction size disseminated in Real-
                                                SECURITIES AND EXCHANGE                                 connection with TRACE-Eligible                           Time TRACE transaction data). If there
                                                COMMISSION                                              Securities.3 FINRA is proposing to                       are six or more capped transactions
                                                                                                        amend Rule 7730 to make available a                      disseminated during the calendar
                                                [Release No. 34–81007; File No. SR–FINRA–
                                                2017–021]
                                                                                                        new TRACE Security Activity Report,                      month, the aggregate par value volume
                                                                                                        which would provide aggregated                           would reflect the actual trade size of
                                                Self-Regulatory Organizations;                          statistics by security for TRACE-Eligible                each transaction, as well as the par
                                                Financial Industry Regulatory                           Securities that are corporate or agency                  value traded that falls within specified
                                                Authority, Inc.; Notice of Filing of a                  bonds (collectively ‘‘CA Bonds’’).4                      size categories (e.g., the aggregate par
                                                Proposed Rule Change To Amend                              The proposed TRACE Security                           value traded for transactions with a size
                                                FINRA Rule 7730 To Make Available a                     Activity Report would contain basic                      greater than the dissemination cap up to
                                                New TRACE Security Activity Report                      descriptive security elements for each                   $10 million and the aggregate par value
                                                                                                        CA Bond (such as the issuer’s name and                   traded for transactions with a size
                                                June 23, 2017.                                          the security’s coupon and maturity                       greater than $10 million).7
                                                   Pursuant to Section 19(b)(1) of the                  date). In addition, the proposed report                     However, if there are fewer than six
                                                Securities Exchange Act of 1934                         would provide subscribers with                           disseminated capped transactions
                                                (‘‘Act’’) 1 and Rule 19b–4 thereunder,2                 transaction totals, a measure of market                  during the calendar month, the TRACE
                                                notice is hereby given that on June 19,                 concentration to indicate the extent to                  Security Activity Report would reflect
                                                2017, Financial Industry Regulatory                     which activity in the security is                        the capped volumes disseminated in
                                                Authority, Inc. (‘‘FINRA’’) filed with the              concentrated within a few market                         Real-Time TRACE transaction data.
                                                Securities and Exchange Commission                      participant identifiers (MPIDs),5 and                    Accordingly, the report would only
                                                (‘‘SEC’’ or ‘‘Commission’’) the proposed                more detailed aggregate par value                        reflect the actual par value traded (i.e.,
                                                rule change as described in Items I, II,                volume information in a particular CA                    the amount reported by the member to
                                                and III below, which Items have been                    Bond than would be available in Real-                    TRACE) where there have been at least
                                                prepared by FINRA. The Commission is
                                                publishing this notice to solicit                          3 Rule 6710 (Definitions) provides that a ‘‘TRACE-       6 Due to transaction confidentiality concerns,

                                                comments on the proposed rule change                    Eligible Security’’ is a debt security that is United    FINRA has applied ‘‘dissemination caps’’ for
                                                from interested persons.                                States (‘‘U.S.’’) dollar-denominated and issued by a     purposes of dissemination. Specifically, for
                                                                                                        U.S. or foreign private issuer, and, if a ‘‘restricted   transactions in investment grade corporate bonds
                                                I. Self-Regulatory Organization’s                       security’’ as defined in Securities Act Rule             and in agency bonds over a 5 million dollar par
                                                                                                        144(a)(3), sold pursuant to Securities Act Rule          value, TRACE disseminates the size as ‘‘5MM+.’’
                                                Statement of the Terms of Substance of                  144A; or is a debt security that is U.S. dollar-         For transactions in non-investment grade corporate
                                                the Proposed Rule Change                                denominated and issued or guaranteed by an               bonds over a 1 million dollar par value, TRACE
                                                   FINRA is proposing to amend FINRA                    Agency as defined in paragraph (k) or a                  disseminates the size as ‘‘1MM+.’’
                                                                                                        Government-Sponsored Enterprise as defined in               7 If the SEC approves this proposal, the size
                                                Rule 7730 to make available a new                       paragraph (n); or a U.S. Treasury Security as            categories will be announced in the Regulatory
sradovich on DSK3GMQ082PROD with NOTICES




                                                TRACE Security Activity Report.                         defined in paragraph (p). ‘‘TRACE-Eligible               Notice announcing the effective date of the new
                                                   The text of the proposed rule change                 Security’’ does not include a debt security that is      TRACE Security Activity Report. The size category
                                                is available on FINRA’s Web site at                     issued by a foreign sovereign or a Money Market          thresholds will be based on a multiple of the
                                                                                                        Instrument as defined in paragraph (o).                  dissemination cap, e.g., up to or over $10 million,
                                                http://www.finra.org, at the principal                     4 FINRA intends to establish a fee for the TRACE
                                                                                                                                                                 which would be two times the investment grade
                                                                                                        Security Activity Report prior to the effective date     dissemination cap. The number of size categories
                                                  30 17 CFR 200.30–3(a)(12).                            of the instant proposed rule change. The fee will be     also may be adjusted (e.g., up to $10 million; over
                                                  1 15 U.S.C. 78s(b)(1).                                established pursuant to a separate rule filing.          $10 million up to $20 million; over $20 million)
                                                  2 17 CFR 240.19b–4.                                      5 One member may use multiple MPIDs.                  based on FINRA’s experience with the data product.



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                                                                              Federal Register / Vol. 82, No. 124 / Thursday, June 29, 2017 / Notices                                                    29603

                                                six capped transactions during the                         FINRA believes that the proposed                    rule change is in the public interest and
                                                calendar month. As a measure to further                 TRACE Security Activity Report may be                  consistent with the Act.
                                                address possible confidentiality                        useful to interested parties for business
                                                                                                                                                               B. Self-Regulatory Organization’s
                                                concerns, FINRA proposes that the                       as well as regulatory purposes. For
                                                                                                                                                               Statement on Burden on Competition
                                                TRACE Security Activity Report be                       example, members may use the
                                                provided on a 90-day delay.                             information provided in the TRACE                        FINRA does not believe that the
                                                   The proposed TRACE Security                          Security Activity Report to better                     proposed rule change would result in
                                                Activity Report also would provide the                  ascertain their relative level of trading              any burden on competition that is not
                                                total number of transactions                            activity in particular CA Bonds.                       necessary or appropriate in furtherance
                                                disseminated for each CA Bond as well                   Interested parties also may use the                    of the purposes of the Act.
                                                as the number of customer buy                           information in the proposed report in
                                                                                                        connection with regulatory                             Economic Impact Analysis
                                                transactions, the number of customer
                                                sell transactions and the number of                     obligations—e.g., in assessing,                           FINRA’s existing Real-Time TRACE
                                                inter-dealer transactions. In addition,                 classifying and reviewing the liquidity                data product provides transaction data
                                                the proposed TRACE Security Activity                    risk of individual securities pursuant to              for the following Data Sets: Corporate
                                                Report would provide incremental                        Rule 22e–4 under the Investment                        Bond Data, Agency Data Set, SP Data
                                                ranges (e.g., fewer than or equal to 5,                 Company Act.8                                          Set, and Rule 144A Data Set. As detailed
                                                between 6 and 10, etc.) for the number                     If the Commission approves the                      above, FINRA is proposing to create a
                                                of transactions with a par value volume                 proposed rule change, FINRA will                       TRACE Security Activity Report to
                                                within specified size categories (e.g., the             announce the effective date of the                     provide additional aggregated statistics
                                                number of trades with a size greater                    proposed rule change in a Regulatory                   by security for CA Bonds, as an
                                                than the dissemination cap up to $10                    Notice. The effective date will be no                  alternative or in addition to the
                                                million, and the number of trades with                  later than 365 days following SEC                      transaction data contained in the Real-
                                                a size of $10 million or greater).                      approval.                                              Time TRACE product. The TRACE
                                                   The proposed TRACE Security                          2. Statutory Basis                                     Security Activity Report would be
                                                Activity Report also would provide                                                                             available on an optional basis to
                                                information regarding the number of                        FINRA believes that the proposed rule               subscribers. The proposed rule change
                                                unique reporting MPIDs and statistics                   change is consistent with the provisions               would expand the benefits of FINRA’s
                                                for the aggregate activity of the five most             of Section 15A(b)(6) of the Act,9 which                TRACE initiatives by providing
                                                active MPIDs in each CA Bond.                           requires, among other things, that                     additional transparency on CA Bonds,
                                                Specifically, the proposed TRACE                        FINRA rules must be designed to                        as the product would provide
                                                Security Activity Report would provide                  prevent fraudulent and manipulative                    subscribers with more detailed volume
                                                the number of unique reporting MPIDs                    acts and practices, to promote just and                information on the overall trading
                                                for disseminated uncapped and capped                    equitable principles of trade, and, in                 activity in a particular CA Bond.
                                                transactions. The number of unique                      general, to protect investors and the                     The proposal to create a new TRACE
                                                reporting MPIDs would be provided by                    public interest.                                       Security Activity Report would not
                                                displaying the actual number of unique                     Pursuant to the proposal, FINRA                     impose any additional reporting
                                                MPIDs where there are six or more                       would make available to subscribers an                 requirements or costs on firms, and the
                                                unique MPIDs, or ‘‘1 to 5,’’ as                         optional data product to provide                       purchase of TRACE data products
                                                applicable, where there are five or fewer               aggregated statistics by security for CA               would continue to be optional for
                                                reporting MPIDs. For capped                             Bonds. FINRA believes that the TRACE                   market participants and others and, as a
                                                transactions, the number of unique                      Security Activity Report could benefit                 result, would have no direct impact on
                                                reporting MPIDs would be provided by                    market participants and others                         firms. However, FINRA also considered
                                                displaying the actual number of unique                  interested in corporate and agency bond                the potential for indirect costs regarding
                                                MPIDs where there are six or more                       transaction data, including information                possible information leakage due to the
                                                unique MPIDs, or ‘‘0’’ or ‘‘1 to 5,’’ as                on actual transaction volume that                      inclusion of the number of unique
                                                applicable, where there are five or fewer               currently would not be ascertainable for               reporting MPIDs. FINRA believes that
                                                reporting MPIDs.                                        18 months after the date of the                        information contained in the TRACE
                                                   The market participants that engaged                 transaction (as part of the Historic                   Security Activity Report alone is not
                                                in the transactions will not be identified              TRACE Data product). FINRA believes                    sufficient to discover the true identity of
                                                in the proposed TRACE Security                          that the measures proposed to mitigate                 other MPIDs by market participants,
                                                Activity Report. The TRACE Security                     any potential confidentiality concerns—                where the only information used in the
                                                Activity Report also would provide the                  e.g., aggregate volume would reflect                   analysis is the information to be
                                                percentage of the total number of                       actual volume only where there were six                contained in this product. However,
                                                transactions traded by the top five                     or more total disseminated capped                      there may exist other publicly available
                                                MPIDs for each CUSIP and the                            transactions during the calendar                       datasets that can be used in conjunction
                                                percentage of total par value traded by                 month—strikes an appropriate balance                   with the proposed TRACE Security
                                                the top five MPIDs for each CUSIP. The                  in providing additional transparency on                Activity Report.10 FINRA acknowledges
                                                percentage of the total number of                       the overall trading activity in a
                                                transactions and total par value traded                 particular CA Bond, while remaining                       10 One such dataset is sold by the National

                                                for the top 5 MPIDs will be provided                    sensitive to confidentiality concerns.                 Association of Insurance Commissioners (NAIC)
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                                                                                                        Thus, FINRA believes that the proposed                 and contains detailed information about insurance
                                                irrespective of the number of capped                                                                           company bond transactions, including the CUSIP of
                                                transactions (e.g., where there is only                                                                        the bond traded along with identities of insurance
                                                one MPID, the number of unique MPIDs                      8 See SEC Press Release 2016–215 (October 13,
                                                                                                                                                               companies and the dealers with whom each trade
                                                will be displayed as ‘‘1 to 5’’ and both                2016) (SEC Adopts Rules to Modernize Information       is completed, the date of the transaction, the
                                                                                                        Reported by Funds, Require Liquidity Risk              amount traded and the price of the transaction. See
                                                the number of transactions and par                      Management Programs, and Permit Swing Pricing).        Maureen O’Hara, Yihui Wang, and Xing (Alex)
                                                value percentages will be displayed as                  See also 17 CFR 270.22e–4.                             Zhou, The Execution Quality of Corporate Bonds
                                                100%).                                                    9 15 U.S.C. 78o–3(b)(6).                                                                       Continued




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                                                29604                         Federal Register / Vol. 82, No. 124 / Thursday, June 29, 2017 / Notices

                                                the potential for reverse engineering of                Electronic Comments                                     SECURITIES AND EXCHANGE
                                                the information contained in the TRACE                                                                          COMMISSION
                                                Security Activity Report, in particular                   • Use the Commission’s Internet
                                                                                                        comment form (http://www.sec.gov/                       [Release No. 34–81013; File No. SR–
                                                for bonds that are traded by a few                                                                              NYSEArca–2017–62]
                                                market participants in a given month, to                rules/sro.shtml); or
                                                determine the true identities of other                    • Send an email to rule-comments@                     Self-Regulatory Organizations; NYSE
                                                market participants, and FINRA has                      sec.gov. Please include File Number SR–                 Arca, Inc.; Notice of Filing and
                                                taken a number of measures, such as                     FINRA–2017–021 on the subject line.                     Immediate Effectiveness of Proposed
                                                displaying information in buckets as                                                                            Rule Change to its NYSE Arca Options
                                                discussed above, to reduce this risk and                Paper Comments                                          Fee Schedule and the NYSE Arca
                                                mitigate any potential impacts.                                                                                 Equities Schedule of Fees and
                                                                                                          • Send paper comments in triplicate
                                                   The proposed TRACE Security                                                                                  Charges for Exchange Services To
                                                Activity Report would include a ‘‘top 5’’               to Secretary, Securities and Exchange
                                                                                                        Commission, 100 F Street NE.,                           Add Access for Users to Two Third
                                                snapshot for each CA Bond showing the                                                                           Party Systems and Connectivity to Six
                                                percentage of the total number of                       Washington, DC 20549–1090.
                                                                                                                                                                Additional Third Party Data Feeds
                                                transactions that is represented by the                 All submissions should refer to File
                                                activity of the top five MPIDs, and the                 Number SR–FINRA–2017–021. This file                     June 23, 2017.
                                                percentage of the total par value traded                number should be included on the                           Pursuant to Section 19(b)(1) 1 of the
                                                by the top five MPIDs. To the extent that               subject line if email is used. To help the              Securities Exchange Act of 1934 (the
                                                market participants extract non-reported                                                                        ‘‘Act’’) 2 and Rule 19b–4 thereunder,3
                                                                                                        Commission process and review your
                                                information from this report about                                                                              notice is hereby given that, on June 16,
                                                                                                        comments more efficiently, please use
                                                concentration and competition in a                                                                              2017, NYSE Arca, Inc. (the ‘‘Exchange’’
                                                                                                        only one method. The Commission will                    or ‘‘NYSE Arca’’) filed with the
                                                specific bond, they may alter their
                                                                                                        post all comments on the Commission’s                   Securities and Exchange Commission
                                                demand, supply and pricing
                                                                                                        Internet Web site (http://www.sec.gov/                  (the ‘‘Commission’’) the proposed rule
                                                accordingly. Customers may potentially
                                                find it easier or harder to trade some                  rules/sro.shtml). Copies of the                         change as described in Items I and II
                                                bonds, and may see a change in the                      submission, all subsequent                              below, which Items have been prepared
                                                costs of trading, including search costs.               amendments, all written statements                      by the self-regulatory organization. The
                                                Such changes may eventually express                     with respect to the proposed rule                       Commission is publishing this notice to
                                                themselves as an indirect impact on the                 change that are filed with the                          solicit comments on the proposed rule
                                                liquidity of these bonds.                               Commission, and all written                             change from interested persons.
                                                                                                        communications relating to the
                                                C. Self-Regulatory Organization’s                                                                               I. Self-Regulatory Organization’s
                                                                                                        proposed rule change between the
                                                Statement on Comments on the                                                                                    Statement of the Terms of the Substance
                                                                                                        Commission and any person, other than
                                                Proposed Rule Change Received From                                                                              of the Proposed Rule Change
                                                                                                        those that may be withheld from the
                                                Members, Participants, or Others                                                                                   The Exchange proposes to (a) provide
                                                                                                        public in accordance with the
                                                  Written comments were neither                         provisions of 5 U.S.C. 552, will be                     Users with access to two additional
                                                solicited nor received.                                 available for Web site viewing and                      third party systems, connectivity to six
                                                                                                        printing in the Commission’s Public                     additional third party data feeds, and
                                                III. Date of Effectiveness of the                                                                               connectivity to two additional third
                                                Proposed Rule Change and Timing for                     Reference Room, 100 F Street NE.,
                                                                                                                                                                party testing feeds, and (b) remove a
                                                Commission Action                                       Washington, DC 20549, on official
                                                                                                                                                                duplicative third party data feed. In
                                                                                                        business days between the hours of 10
                                                   Within 45 days of the date of                                                                                addition, the Exchange proposes to
                                                                                                        a.m. and 3 p.m. Copies of such filing
                                                publication of this notice in the Federal                                                                       change its NYSE Arca Options Fee
                                                Register or within such longer period (i)               also will be available for inspection and               Schedule (the ‘‘Options Fee Schedule’’)
                                                as the Commission may designate up to                   copying at the principal office of                      and the NYSE Arca Equities Schedule of
                                                90 days of such date if it finds such                   FINRA. All comments received will be                    Fees and Charges for Exchange Services
                                                longer period to be appropriate and                     posted without change; the Commission                   (the ‘‘Equities Fee Schedule’’ and,
                                                publishes its reasons for so finding or                 does not edit personal identifying                      together with the Options Fee Schedule,
                                                (ii) as to which the self-regulatory                    information from submissions. You                       the ‘‘Fee Schedules’’) related to these
                                                organization consents, the Commission                   should submit only information that                     co-location services. The proposed rule
                                                will:                                                   you wish to make available publicly. All                change is available on the Exchange’s
                                                   (A) By order approve or disapprove                   submissions should refer to File                        Web site at www.nyse.com, at the
                                                such proposed rule change, or                           Number SR–FINRA–2017–021 and                            principal office of the Exchange, and at
                                                   (B) institute proceedings to determine               should be submitted on or before July                   the Commission’s Public Reference
                                                whether the proposed rule change                        20, 2017.                                               Room.
                                                should be disapproved.
                                                                                                          For the Commission, by the Division of                II. Self-Regulatory Organization’s
                                                IV. Solicitation of Comments                            Trading and Markets, pursuant to delegated              Statement of the Purpose of, and
                                                                                                        authority.11                                            Statutory Basis for, the Proposed Rule
                                                  Interested persons are invited to
                                                submit written data, views and                          Eduardo A. Aleman,                                      Change
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                                                arguments concerning the foregoing,                     Assistant Secretary.                                       In its filing with the Commission, the
                                                including whether the proposed rule                     [FR Doc. 2017–13582 Filed 6–28–17; 8:45 am]             self-regulatory organization included
                                                change is consistent with the Act.                      BILLING CODE 8011–01–P                                  statements concerning the purpose of,
                                                Comments may be submitted by any of                                                                             and basis for, the proposed rule change
                                                the following methods:
                                                                                                                                                                 1 15 U.S.C. 78s(b)(1).
                                                                                                                                                                 2 15 U.S.C. 78a.
                                                (June 1, 2016), http://papers.ssrn.com/sol3/
                                                Papers.cfm?abstract_id=2680480.                           11 17   CFR 200.30–3(a)(12).                           3 17 CFR 240.19b–4.




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Document Created: 2018-11-14 10:17:39
Document Modified: 2018-11-14 10:17:39
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 Citation82 FR 29602 

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