82_FR_43453 82 FR 43276 - Innovator ETFs Trust, et al.

82 FR 43276 - Innovator ETFs Trust, et al.

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 177 (September 14, 2017)

Page Range43276-43278
FR Document2017-19536

Federal Register, Volume 82 Issue 177 (Thursday, September 14, 2017) 
[Federal Register Volume 82, Number 177 (Thursday, September 14, 2017)]
[Notices]
[Pages 43276-43278]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-19536]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 32811; 812-14782]


Innovator ETFs Trust, et al.

September 11, 2017.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice.

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    Notice of an application for an order under section 6(c) of the 
Investment Company Act of 1940 (the ``Act'') for an exemption from 
sections 2(a)(32), 5(a)(1), 22(d), and 22(e) of the Act and rule 22c-1 
under the Act, under sections 6(c) and 17(b) of the Act for an 
exemption from sections 17(a)(1) and 17(a)(2) of the Act, and under 
section 12(d)(1)(J) for an exemption from sections 12(d)(1)(A) and 
12(d)(1)(B) of the Act. The requested order would permit (a) index-
based series of certain open-end management investment companies 
(``Funds'') to issue shares redeemable in large aggregations only 
(``Creation Units''); (b) secondary market transactions in Fund shares 
to occur at negotiated market prices rather than at net asset value 
(``NAV''); (c) certain Funds to pay redemption proceeds, under certain 
circumstances, more than seven days after the tender of shares for 
redemption; (d) certain affiliated persons of a Fund to deposit 
securities into, and receive securities from, the Fund in connection 
with the purchase and redemption of Creation Units; and (e) certain 
registered management investment companies and unit investment trusts 
outside of the same group of investment companies as the Funds (``Funds 
of Funds'') to acquire shares of the Funds.

Applicants:  Innovator ETFs Trust (formerly, Academy Funds Trust) 
(``Trust''), a Delaware statutory trust registered under the Act as an 
open-end management investment company with multiple series, Innovator 
Capital Management, LLC (``Innovator''), Delaware limited liability 
company registered as an investment adviser under the Investment 
Advisers Act of 1940, and Quasar Distributors, LLC (``Distributor''), a 
Delaware limited liability company and broker-dealer registered under 
the Securities Exchange Act of 1934 (``Exchange Act'').

Filing Dates: The application was filed on June 7, 2017, and amended on 
September 8, 2017.

Hearing or Notification of Hearing: An order granting the requested 
relief will be issued unless the Commission orders a hearing. 
Interested persons may request a hearing by writing to the Commission's 
Secretary and serving applicants with a copy of the request, personally 
or by mail. Hearing requests should be received by the Commission by 
5:30 p.m. on October 5, 2017, and should be accompanied by proof of 
service on applicants, in the form of an affidavit, or for lawyers, a 
certificate of service. Pursuant to rule 0-5 under the Act, hearing 
requests should state the nature of the writer's interest, any facts 
bearing upon the desirability of a hearing on the matter, the reason 
for the request, and the issues contested. Persons who wish to be 
notified of a hearing may request notification by writing to the 
Commission's Secretary.

ADDRESSES: Secretary, Securities and Exchange Commission, 100 F Street 
NE., Washington, DC 20549-1090; Applicants: Innovator and the Trust, 
120 N. Hale Street, Suite 200, Wheaton IL, 60187; the Distributor, 615 
East Michigan Street, Milwaukee, Wisconsin 53202.

FOR FURTHER INFORMATION CONTACT: Jill Ehrlich, Senior Counsel, at (202) 
551-6819, or Andrea Ottomanelli Magovern, Acting Branch Chief, at (202) 
551-6821 (Division of Investment Management, Chief Counsel's Office).

SUPPLEMENTARY INFORMATION: The following is a summary of the

[[Page 43277]]

application. The complete application may be obtained via the 
Commission's Web site by searching for the file number, or for an 
applicant using the Company name box, at http://www.sec.gov/search/search.htm or by calling (202) 551-8090.

Summary of the Application

    1. Applicants request an order that would allow Funds to operate as 
index exchange traded funds (``ETFs'').\1\ Fund shares will be 
purchased and redeemed at their NAV in Creation Units only. All orders 
to purchase Creation Units and all redemption requests will be placed 
by or through an ``Authorized Participant,'' which will have signed a 
participant agreement with the Distributor. Shares will be listed and 
traded individually on a national securities exchange, where share 
prices will be based on the current bid/offer market. Any order 
granting the requested relief would be subject to the terms and 
conditions stated in the application (``Application'').\2\
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    \1\ Applicants request that the order apply to the series of the 
Trust identified and described in an appendix to the Application and 
any additional series of the Trust, and any other open-end 
management investment company or series thereof (each, included in 
the term ``Fund''), each of which will operate as an ETF and will 
track a specified index comprised of domestic and/or foreign equity 
securities and/or domestic and/or foreign fixed income securities 
(each, an ``Underlying Index''). Each Fund will (a) be advised by 
Innovator or an entity controlling, controlled by, or under common 
control with Innovator (each, an ``Adviser'') and (b) comply with 
the terms and conditions of the Application.
    \2\ Prior to May 9, 2017, Innovator Management LLC (``Innovator 
Management'') served as the Trust's investment adviser. (Innovator 
and Innovator Management are not affiliated persons of each other.) 
Innovator Management entered into an agreement with Innovator 
pursuant to which Innovator Management transferred the assets of its 
investment advisory business and related intellectual property to 
Innovator (the ``Transaction''). The closing of the Transaction (the 
``Closing'') occurred on May 9, 2017. The Commission previously 
granted relief to Innovator Management, the Trust, and the 
Distributor that, other than the identity of the investment adviser, 
was identical in all material respects to that requested in the 
Application. Innovator Management LLC, et al., Investment Company 
Act Release Nos. 31996 (Feb. 12, 2016) (notice) and 32026 (Mar. 9, 
2016) (order) (``Existing Order''). On May 5, 2017, the Commission 
staff provided oral no-action relief to Innovator, the Trust, and 
the Distributor to rely on the Existing Order until the earlier of 
the receipt of any order granted by the Commission on the 
Application or 150 days from the date of the Closing.
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    2. Each Fund will hold investment positions selected to correspond 
generally to the performance of an Underlying Index. In the case of 
Self-Indexing Funds, an affiliated person, as defined in section 
2(a)(3) of the Act (``Affiliated Person''), or an affiliated person of 
an Affiliated Person (``Second-Tier Affiliate''), of the Trust or a 
Fund, of the Adviser, of any sub-adviser to or promoter of a Fund, or 
of the Distributor will compile, create, sponsor or maintain the 
Underlying Index.\3\
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    \3\ Each Self-Indexing Fund will post on its Web site the 
identities and quantities of the investment positions that will form 
the basis for the Fund's calculation of its NAV at the end of the 
day. Applicants believe that requiring Self-Indexing Funds to 
maintain full portfolio transparency will help address, together 
with other protections, conflicts of interest with respect to such 
Funds.
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    3. Shares will be purchased and redeemed in Creation Units and 
generally on an in-kind basis. Except where the purchase or redemption 
will include cash under the limited circumstances specified in the 
Application, purchasers will be required to purchase Creation Units by 
depositing specified instruments (``Deposit Instruments''), and 
shareholders redeeming their shares will receive specified instruments 
(``Redemption Instruments''). The Deposit Instruments and the 
Redemption Instruments will each correspond pro rata to the positions 
in the Fund's portfolio (including cash positions) except as specified 
in the Application.
    4. Because shares will not be individually redeemable, applicants 
request an exemption from section 5(a)(1) and section 2(a)(32) of the 
Act that would permit the Funds to register as open-end management 
investment companies and issue shares that are redeemable in Creation 
Units only.
    5. Applicants also request an exemption from section 22(d) of the 
Act and rule 22c-1 under the Act as secondary market trading in shares 
will take place at negotiated prices, not at a current offering price 
described in a Fund's prospectus, and not at a price based on NAV. 
Applicants state that (a) secondary market trading in shares does not 
involve a Fund as a party and will not result in dilution of an 
investment in shares, and (b) to the extent different prices exist 
during a given trading day, or from day to day, such variances occur as 
a result of third-party market forces, such as supply and demand. 
Therefore, applicants assert that secondary market transactions in 
shares will not lead to discrimination or preferential treatment among 
purchasers. Finally, applicants represent that share market prices will 
be disciplined by arbitrage opportunities, which should prevent shares 
from trading at a material discount or premium from NAV.
    6. With respect to Funds that effect creations and redemptions of 
Creation Units in kind and that are based on certain Underlying Indexes 
that include foreign securities, applicants request relief from the 
requirement imposed by section 22(e) in order to allow such Funds to 
pay redemption proceeds within fourteen calendar days following the 
tender of Creation Units for redemption. Applicants assert that the 
requested relief would not be inconsistent with the spirit and intent 
of section 22(e) to prevent unreasonable, undisclosed or unforeseen 
delays in the actual payment of redemption proceeds.
    7. Applicants request an exemption to permit Funds of Funds to 
acquire Fund shares beyond the limits of section 12(d)(1)(A) of the 
Act; and the Funds, and any principal underwriter for the Funds, and/or 
any broker or dealer registered under the Exchange Act, to sell shares 
to Funds of Funds beyond the limits of section 12(d)(1)(B) of the Act. 
The Application's terms and conditions are designed to, among other 
things, help prevent any potential (i) undue influence over a Fund 
through control or voting power, or in connection with certain 
services, transactions, and underwritings, (ii) excessive layering of 
fees, and (iii) overly complex fund structures, which are the concerns 
underlying the limits in sections 12(d)(1)(A) and (B) of the Act.
    8. Applicants request an exemption from sections 17(a)(1) and 
17(a)(2) of the Act to permit persons that are Affiliated Persons, or 
Second-Tier Affiliates, of the Funds, solely by virtue of certain 
ownership interests, to effectuate purchases and redemptions in-kind. 
The deposit procedures for in-kind purchases of Creation Units and the 
redemption procedures for in-kind redemptions of Creation Units will be 
the same for all purchases and redemptions and Deposit Instruments and 
Redemption Instruments will be valued in the same manner as those 
investment positions currently held by the Funds. Applicants also seek 
relief from the prohibitions on affiliated transactions in section 
17(a) to permit a Fund to sell its shares to and redeem its shares from 
a Fund of Funds, and to engage in the accompanying in-kind transactions 
with the Fund of Funds.\4\ The purchase of Creation Units by a Fund of 
Funds directly from a Fund will be accomplished in accordance with the

[[Page 43278]]

policies of the Fund of Funds and will be based on the NAVs of the 
Funds.
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    \4\ The requested relief would apply to direct sales of shares 
in Creation Units by a Fund to a Fund of Funds and redemptions of 
those shares. Applicants, moreover, are not seeking relief from 
section 17(a) for, and the requested relief will not apply to, 
transactions where a Fund could be deemed an Affiliated Person, or a 
Second-Tier Affiliate, of a Fund of Funds because an Adviser or an 
entity controlling, controlled by or under common control with an 
Adviser provides investment advisory services to that Fund of Funds.
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    9. Section 6(c) of the Act permits the Commission to exempt any 
persons or transactions from any provision of the Act if such exemption 
is necessary or appropriate in the public interest and consistent with 
the protection of investors and the purposes fairly intended by the 
policy and provisions of the Act. Section 12(d)(1)(J) of the Act 
provides that the Commission may exempt any person, security, or 
transaction, or any class or classes of persons, securities, or 
transactions, from any provision of section 12(d)(1) if the exemption 
is consistent with the public interest and the protection of investors. 
Section 17(b) of the Act authorizes the Commission to grant an order 
permitting a transaction otherwise prohibited by section 17(a) if it 
finds that (a) the terms of the proposed transaction are fair and 
reasonable and do not involve overreaching on the part of any person 
concerned; (b) the proposed transaction is consistent with the policies 
of each registered investment company involved; and (c) the proposed 
transaction is consistent with the general purposes of the Act.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Eduardo A. Aleman.
Assistant Secretary.
[FR Doc. 2017-19536 Filed 9-13-17; 8:45 am]
 BILLING CODE 8011-01-P

43276 Federal Register / Vol. 82, No. 177 / Thursday, September 14, 2017 / Notices (C) Clearing Agency’s Statement on those that may be withheld from the redemption; (d) certain affiliated Comments on the Proposed Rule public in accordance with the persons of a Fund to deposit securities Change Received From Members, provisions of 5 U.S.C. 552, will be into, and receive securities from, the Participants, or Others available for Web site viewing and Fund in connection with the purchase DTC has not received or solicited any printing in the Commission’s Public and redemption of Creation Units; and written comments relating to this Reference Room, 100 F Street NE., (e) certain registered management proposal. DTC will notify the Washington, DC 20549 on official investment companies and unit Commission of any written comments business days between the hours of investment trusts outside of the same received by DTC. 10:00 a.m. and 3:00 p.m. Copies of the group of investment companies as the filing also will be available for Funds (‘‘Funds of Funds’’) to acquire III. Date of Effectiveness of the inspection and copying at the principal shares of the Funds. Proposed Rule Change, and Timing for office of DTC and on DTCC’s Web site APPLICANTS: Innovator ETFs Trust Commission Action (http://dtcc.com/legal/sec-rule- (formerly, Academy Funds Trust) The foregoing rule change has become filings.aspx). All comments received (‘‘Trust’’), a Delaware statutory trust effective pursuant to Section 19(b)(3)(A) will be posted without change; the registered under the Act as an open-end of the Act 12 and paragraph (f) of Rule Commission does not edit personal management investment company with 19b–4 thereunder.13 At any time within identifying information from multiple series, Innovator Capital 60 days of the filing of the proposed rule submissions. You should submit only Management, LLC (‘‘Innovator’’), change, the Commission summarily may information that you wish to make Delaware limited liability company temporarily suspend such rule change if available publicly. All submissions registered as an investment adviser it appears to the Commission that such should refer to File Number SR–DTC– under the Investment Advisers Act of action is necessary or appropriate in the 2017–017 and should be submitted on 1940, and Quasar Distributors, LLC public interest, for the protection of or before October 5, 2017. (‘‘Distributor’’), a Delaware limited investors, or otherwise in furtherance of For the Commission, by the Division of liability company and broker-dealer the purposes of the Act. Trading and Markets, pursuant to delegated registered under the Securities authority.14 Exchange Act of 1934 (‘‘Exchange Act’’). IV. Solicitation of Comments Eduardo A. Aleman, Interested persons are invited to FILING DATES: The application was filed Assistant Secretary. submit written data, views and on June 7, 2017, and amended on [FR Doc. 2017–19476 Filed 9–13–17; 8:45 am] September 8, 2017. arguments concerning the foregoing, BILLING CODE 8011–01–P including whether the proposed rule HEARING OR NOTIFICATION OF HEARING: An change is consistent with the Act. order granting the requested relief will Comments may be submitted by any of SECURITIES AND EXCHANGE be issued unless the Commission orders the following methods: COMMISSION a hearing. Interested persons may request a hearing by writing to the Electronic Comments [Investment Company Act Release No. Commission’s Secretary and serving • Use the Commission’s Internet 32811; 812–14782] applicants with a copy of the request, comment form (http://www.sec.gov/ personally or by mail. Hearing requests rules/sro.shtml); or Innovator ETFs Trust, et al. should be received by the Commission • Send an email to rule-comments@ September 11, 2017. by 5:30 p.m. on October 5, 2017, and sec.gov. Please include File Number SR– AGENCY: Securities and Exchange should be accompanied by proof of DTC–2017–017 on the subject line. Commission (‘‘Commission’’). service on applicants, in the form of an Paper Comments ACTION: Notice. affidavit, or for lawyers, a certificate of service. Pursuant to rule 0–5 under the • Send paper comments in triplicate Notice of an application for an order Act, hearing requests should state the to Secretary, Securities and Exchange under section 6(c) of the Investment nature of the writer’s interest, any facts Commission, 100 F Street NE., Company Act of 1940 (the ‘‘Act’’) for an bearing upon the desirability of a Washington, DC 20549. exemption from sections 2(a)(32), hearing on the matter, the reason for the All submissions should refer to File 5(a)(1), 22(d), and 22(e) of the Act and request, and the issues contested. Number SR–DTC–2017–017. This file rule 22c–1 under the Act, under Persons who wish to be notified of a number should be included on the sections 6(c) and 17(b) of the Act for an hearing may request notification by subject line if email is used. To help the exemption from sections 17(a)(1) and writing to the Commission’s Secretary. Commission process and review your 17(a)(2) of the Act, and under section ADDRESSES: Secretary, Securities and comments more efficiently, please use 12(d)(1)(J) for an exemption from Exchange Commission, 100 F Street NE., only one method. The Commission will sections 12(d)(1)(A) and 12(d)(1)(B) of Washington, DC 20549–1090; post all comments on the Commission’s the Act. The requested order would Applicants: Innovator and the Trust, Internet Web site (http://www.sec.gov/ permit (a) index-based series of certain 120 N. Hale Street, Suite 200, Wheaton rules/sro.shtml). Copies of the open-end management investment IL, 60187; the Distributor, 615 East submission, all subsequent companies (‘‘Funds’’) to issue shares Michigan Street, Milwaukee, Wisconsin amendments, all written statements redeemable in large aggregations only 53202. asabaliauskas on DSKBBXCHB2PROD with NOTICES with respect to the proposed rule (‘‘Creation Units’’); (b) secondary market change that are filed with the transactions in Fund shares to occur at FOR FURTHER INFORMATION CONTACT: Jill Commission, and all written negotiated market prices rather than at Ehrlich, Senior Counsel, at (202) 551– communications relating to the net asset value (‘‘NAV’’); (c) certain 6819, or Andrea Ottomanelli Magovern, proposed rule change between the Funds to pay redemption proceeds, Acting Branch Chief, at (202) 551–6821 Commission and any person, other than under certain circumstances, more than (Division of Investment Management, seven days after the tender of shares for Chief Counsel’s Office). 12 15 U.S.C. 78s(b)(3)(A). SUPPLEMENTARY INFORMATION: The 13 17 CFR 240.19b–4(f). 14 17 CFR 200.30–3(a)(12). following is a summary of the VerDate Sep<11>2014 16:41 Sep 13, 2017 Jkt 241001 PO 00000 Frm 00061 Fmt 4703 Sfmt 4703 E:\FR\FM\14SEN1.SGM 14SEN1

Federal Register / Vol. 82, No. 177 / Thursday, September 14, 2017 / Notices 43277 application. The complete application of the Adviser, of any sub-adviser to or relief from the requirement imposed by may be obtained via the Commission’s promoter of a Fund, or of the Distributor section 22(e) in order to allow such Web site by searching for the file will compile, create, sponsor or Funds to pay redemption proceeds number, or for an applicant using the maintain the Underlying Index.3 within fourteen calendar days following Company name box, at http:// 3. Shares will be purchased and the tender of Creation Units for www.sec.gov/search/search.htm or by redeemed in Creation Units and redemption. Applicants assert that the calling (202) 551–8090. generally on an in-kind basis. Except requested relief would not be where the purchase or redemption will inconsistent with the spirit and intent of Summary of the Application include cash under the limited section 22(e) to prevent unreasonable, 1. Applicants request an order that circumstances specified in the undisclosed or unforeseen delays in the would allow Funds to operate as index Application, purchasers will be required actual payment of redemption proceeds. exchange traded funds (‘‘ETFs’’).1 Fund to purchase Creation Units by 7. Applicants request an exemption to shares will be purchased and redeemed depositing specified instruments permit Funds of Funds to acquire Fund at their NAV in Creation Units only. All (‘‘Deposit Instruments’’), and shares beyond the limits of section orders to purchase Creation Units and shareholders redeeming their shares 12(d)(1)(A) of the Act; and the Funds, all redemption requests will be placed will receive specified instruments and any principal underwriter for the by or through an ‘‘Authorized (‘‘Redemption Instruments’’). The Funds, and/or any broker or dealer Participant,’’ which will have signed a Deposit Instruments and the registered under the Exchange Act, to participant agreement with the Redemption Instruments will each sell shares to Funds of Funds beyond Distributor. Shares will be listed and correspond pro rata to the positions in the limits of section 12(d)(1)(B) of the traded individually on a national the Fund’s portfolio (including cash Act. The Application’s terms and securities exchange, where share prices positions) except as specified in the conditions are designed to, among other will be based on the current bid/offer Application. things, help prevent any potential (i) market. Any order granting the 4. Because shares will not be undue influence over a Fund through requested relief would be subject to the individually redeemable, applicants control or voting power, or in terms and conditions stated in the request an exemption from section connection with certain services, application (‘‘Application’’).2 5(a)(1) and section 2(a)(32) of the Act 2. Each Fund will hold investment transactions, and underwritings, (ii) that would permit the Funds to register excessive layering of fees, and (iii) positions selected to correspond as open-end management investment generally to the performance of an overly complex fund structures, which companies and issue shares that are are the concerns underlying the limits Underlying Index. In the case of Self- redeemable in Creation Units only. Indexing Funds, an affiliated person, as in sections 12(d)(1)(A) and (B) of the 5. Applicants also request an Act. defined in section 2(a)(3) of the Act exemption from section 22(d) of the Act (‘‘Affiliated Person’’), or an affiliated 8. Applicants request an exemption and rule 22c–1 under the Act as from sections 17(a)(1) and 17(a)(2) of the person of an Affiliated Person (‘‘Second- secondary market trading in shares will Tier Affiliate’’), of the Trust or a Fund, Act to permit persons that are Affiliated take place at negotiated prices, not at a Persons, or Second-Tier Affiliates, of the 1 Applicants request that the order apply to the current offering price described in a Funds, solely by virtue of certain series of the Trust identified and described in an Fund’s prospectus, and not at a price ownership interests, to effectuate appendix to the Application and any additional based on NAV. Applicants state that (a) purchases and redemptions in-kind. The series of the Trust, and any other open-end secondary market trading in shares does deposit procedures for in-kind management investment company or series thereof not involve a Fund as a party and will (each, included in the term ‘‘Fund’’), each of which purchases of Creation Units and the will operate as an ETF and will track a specified not result in dilution of an investment redemption procedures for in-kind index comprised of domestic and/or foreign equity in shares, and (b) to the extent different redemptions of Creation Units will be securities and/or domestic and/or foreign fixed prices exist during a given trading day, the same for all purchases and income securities (each, an ‘‘Underlying Index’’). or from day to day, such variances occur Each Fund will (a) be advised by Innovator or an redemptions and Deposit Instruments entity controlling, controlled by, or under common as a result of third-party market forces, and Redemption Instruments will be control with Innovator (each, an ‘‘Adviser’’) and (b) such as supply and demand. Therefore, valued in the same manner as those comply with the terms and conditions of the applicants assert that secondary market Application. investment positions currently held by 2 Prior to May 9, 2017, Innovator Management transactions in shares will not lead to the Funds. Applicants also seek relief LLC (‘‘Innovator Management’’) served as the discrimination or preferential treatment from the prohibitions on affiliated Trust’s investment adviser. (Innovator and among purchasers. Finally, applicants transactions in section 17(a) to permit a Innovator Management are not affiliated persons of represent that share market prices will Fund to sell its shares to and redeem its each other.) Innovator Management entered into an be disciplined by arbitrage agreement with Innovator pursuant to which shares from a Fund of Funds, and to Innovator Management transferred the assets of its opportunities, which should prevent engage in the accompanying in-kind investment advisory business and related shares from trading at a material transactions with the Fund of Funds.4 intellectual property to Innovator (the discount or premium from NAV. ‘‘Transaction’’). The closing of the Transaction (the The purchase of Creation Units by a 6. With respect to Funds that effect ‘‘Closing’’) occurred on May 9, 2017. The Fund of Funds directly from a Fund will Commission previously granted relief to Innovator creations and redemptions of Creation be accomplished in accordance with the Management, the Trust, and the Distributor that, Units in kind and that are based on other than the identity of the investment adviser, certain Underlying Indexes that include asabaliauskas on DSKBBXCHB2PROD with NOTICES 4 The requested relief would apply to direct sales was identical in all material respects to that foreign securities, applicants request requested in the Application. Innovator of shares in Creation Units by a Fund to a Fund of Management LLC, et al., Investment Company Act Funds and redemptions of those shares. Applicants, 3 Each Self-Indexing Fund will post on its Web moreover, are not seeking relief from section 17(a) Release Nos. 31996 (Feb. 12, 2016) (notice) and 32026 (Mar. 9, 2016) (order) (‘‘Existing Order’’). On site the identities and quantities of the investment for, and the requested relief will not apply to, May 5, 2017, the Commission staff provided oral positions that will form the basis for the Fund’s transactions where a Fund could be deemed an no-action relief to Innovator, the Trust, and the calculation of its NAV at the end of the day. Affiliated Person, or a Second-Tier Affiliate, of a Distributor to rely on the Existing Order until the Applicants believe that requiring Self-Indexing Fund of Funds because an Adviser or an entity earlier of the receipt of any order granted by the Funds to maintain full portfolio transparency will controlling, controlled by or under common control Commission on the Application or 150 days from help address, together with other protections, with an Adviser provides investment advisory the date of the Closing. conflicts of interest with respect to such Funds. services to that Fund of Funds. 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43278 Federal Register / Vol. 82, No. 177 / Thursday, September 14, 2017 / Notices policies of the Fund of Funds and will for Money Market Funds,’’ provides that Dated: September 11, 2017. be based on the NAVs of the Funds. every registered open-end management Eduardo A. Aleman, 9. Section 6(c) of the Act permits the investment company, or series thereof, Assistant Secretary. Commission to exempt any persons or that is regulated as a money market fund [FR Doc. 2017–19509 Filed 9–13–17; 8:45 am] transactions from any provision of the under rule 2a–7 [17 CFR 270.2a–7], that BILLING CODE 8011–01–P Act if such exemption is necessary or experiences any of the events specified appropriate in the public interest and on Form N–CR [17 CFR 274.222], must consistent with the protection of file with the Commission a current SECURITIES AND EXCHANGE investors and the purposes fairly report on Form N–CR within the time COMMISSION intended by the policy and provisions of period specified in that form. The the Act. Section 12(d)(1)(J) of the Act information collection requirements for [Release No. 34–81558; File No. SR– provides that the Commission may rule 30b1–8 and Form N–CR are BatsBZX–2017–46] exempt any person, security, or designed to assist Commission staff in transaction, or any class or classes of its oversight of money market funds and Self-Regulatory Organizations; Bats persons, securities, or transactions, from its ability to respond to market events. BZX Exchange, Inc.; Notice of any provision of section 12(d)(1) if the It also provides investors with better Designation of a Longer Period for exemption is consistent with the public and timelier disclosure of potentially Commission Action on Proposed Rule interest and the protection of investors. important events. Finally, the Change, as Modified by Amendment Section 17(b) of the Act authorizes the Commission is able to use the No. 1, To List and Trade Shares of the Commission to grant an order information provided on Form N–CR in Aptus Fortified Value ETF, a Series of permitting a transaction otherwise its regulatory, disclosure review, ETF Series Solutions, Under Exchange prohibited by section 17(a) if it finds inspection, and policymaking roles. The Rule 14.11(c) that (a) the terms of the proposed rule imposes a burden per report of transaction are fair and reasonable and approximately 8.5 hours and $840, so September 8, 2017. do not involve overreaching on the part that the total annual burden for the On July 10, 2017, Bats BZX Exchange, of any person concerned; (b) the estimated 37 reports filed per year on Inc. (‘‘Exchange’’) filed with the proposed transaction is consistent with Form N–CR is 315 hours and $31,080. Securities and Exchange Commission the policies of each registered The estimate of average burden hours (‘‘Commission’’), pursuant to Section investment company involved; and (c) is made solely for the purposes of the 19(b)(1) of the Securities Exchange Act the proposed transaction is consistent Paperwork Reduction Act. The estimate of 1934 (‘‘Act’’) 1 and Rule 19b–4 with the general purposes of the Act. is based on communications with thereunder,2 a proposed rule change to industry representatives, and is not list and trade shares of the Aptus For the Commission, by the Division of derived from a comprehensive or even Investment Management, under delegated Fortified Value ETF, a series of ETF a representative survey or study. Series Solutions, under Exchange Rule authority. The collection of information on Form 14.11(c), which governs the listing and Eduardo A. Aleman. N–CR is mandatory for any fund that Assistant Secretary. trading of Index Fund Shares. The holds itself out as a money market fund proposed rule change was published for [FR Doc. 2017–19536 Filed 9–13–17; 8:45 am] in reliance on rule 2a–7. Responses will comment in the Federal Register on July BILLING CODE 8011–01–P not be kept confidential. An agency may 28, 2017.3 On August 31, 2017, the not conduct or sponsor, and a person is Exchange filed Amendment No. 1 to the not required to respond to, a collection SECURITIES AND EXCHANGE proposed rule change.4 The Commission of information unless it displays a COMMISSION has received no comment letters on the currently valid OMB control number. Written comments are invited on: (a) proposed rule change. Proposed Collection; Comment Whether the collection of information is Section 19(b)(2) of the Act 5 provides Request necessary for the proper performance of that, within 45 days of the publication the functions of the Commission, of notice of the filing of a proposed rule Upon Written Request, Copies Available change, or within such longer period up From: Securities and Exchange including whether the information has practical utility; (b) the accuracy of the to 90 days as the Commission may Commission, Office of FOIA Services, designate if it finds such longer period 100 F Street NE., Washington, DC Commission’s estimate of the burden(s) of the collection of information; (c) ways to be appropriate and publishes its 20549–2736 reasons for so finding or as to which the to enhance the quality, utility, and Extension: clarity of the information collected; and self-regulatory organization consents, Rule 30b1–8 and Form N–CR SEC File No. (d) ways to minimize the burden of the the Commission shall either approve the 270–657, OMB Control No. 3235–0705 proposed rule change, disapprove the collection of information on Notice is hereby given that, pursuant respondents, including through the use proposed rule change, or institute to the Paperwork Reduction Act of 1995 of automated collection techniques or proceedings to determine whether the (‘‘Paperwork Reduction Act’’) (44 U.S.C. other forms of information technology. proposed rule change should be 3501–3520), the Securities and Consideration will be given to disapproved. The 45th day after Exchange Commission (the comments and suggestions submitted in publication of the notice for this proposed rule change is September 11, asabaliauskas on DSKBBXCHB2PROD with NOTICES ‘‘Commission’’) is soliciting comments writing within 60 days of this on the collections of information publication. summarized below. The Commission Please direct your written comments 1 15 U.S.C. 78s(b)(1). plans to submit this existing collection to Pamela Dyson, Director/Chief 2 17 CFR 240.19b–4. 3 See Securities Exchange Act Release No. 81191 of information to the Office of Information Officer, Securities and (July 24, 2017), 82 FR 35256. Management and Budget for extension Exchange Commission, C/O Remi 4 Amendment No. 1 is available at: https:// and approval. Pavlik-Simon, 100 F Street NE., www.sec.gov/comments/sr-batsbzx-2017-46/ Rule 30b1–8 under the Act [17 CFR Washington, DC 20549; or send an email batsbzx201746-2272678-160970.pdf. 270.30b1–8], entitled ‘‘Current Report to: PRA_Mailbox@sec.gov. 5 15 U.S.C. 78s(b)(2). VerDate Sep<11>2014 16:41 Sep 13, 2017 Jkt 241001 PO 00000 Frm 00063 Fmt 4703 Sfmt 4703 E:\FR\FM\14SEN1.SGM 14SEN1


Document Created: 2017-09-13 23:49:29
Document Modified: 2017-09-13 23:49:29
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
ActionNotice.
DatesThe application was filed on June 7, 2017, and amended on September 8, 2017.
ContactJill Ehrlich, Senior Counsel, at (202) 551-6819, or Andrea Ottomanelli Magovern, Acting Branch Chief, at (202) 551-6821 (Division of Investment Management, Chief Counsel's Office).
FR Citation82 FR 43276 
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