82 FR 57494 - Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Adopt a Shell Structure for the Nasdaq Rulebook

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 82, Issue 232 (December 5, 2017)

Page Range		57494-57495
FR Document		2017-26129
Federal Register, Volume 82 Issue 232 (Tuesday, December 5, 2017)
[Federal Register Volume 82, Number 232 (Tuesday, December 5, 2017)]
[Notices]
[Pages 57494-57495]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2017-26129]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82175; File No. SR-NASDAQ-2017-125]


Self-Regulatory Organizations; The Nasdaq Stock Market LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Adopt a Shell Structure for the Nasdaq Rulebook

November 29, 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 November 17, 2017, The Nasdaq Stock Market LLC (``Nasdaq'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission'') the proposed rule change as described in Items I and 
II below, which Items have been prepared by the Exchange. 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 the 
Substance of the Proposed Rule Change

    The Exchange proposes to adopt a shell structure for the Nasdaq 
rulebook (``Rulebook'') as part of its initiative to structure its 
Rulebook.
    The text of the proposed rule change is available on the Exchange's 
Web site at http://nasdaq.cchwallstreet. com, at the principal office 
of the Exchange, and at the Commission's Public Reference Room.

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

    In its filing with the Commission, the Exchange 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. The Exchange 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
    On March 9, 2016, Nasdaq, Inc. acquired the capital stock of U.S. 
Exchange Holdings, thereby indirectly acquiring all of the interests of 
the International Securities Exchange, LLC (now Nasdaq ISE, LLC), ISE 
Gemini, LLC (now Nasdaq GEMX, LLC) (``GEMX'') and ISE Mercury, LLC (now 
Nasdaq MRX, LLC) (``MRX'').\3\ The acquisition resulted in a total of 
six self-regulatory organization licenses for Nasdaq, Inc. which, in 
addition to the three aforementioned exchanges, also include Nasdaq, 
Nasdaq PHLX LLC (``Phlx'') and Nasdaq BX, Inc. (``BX'') (collectively, 
``Nasdaq Entities'').
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    \3\ See Securities Exchange Act Release No. 78119 (June 21, 
2016), 81 FR 41611 (June 27, 2016) (SR-ISE-2016-11; SR-ISE Gemini-
2016-05; SR-ISE Mercury-2016-10) (Order Granting Accelerated 
Approval of Proposed Rule Changes, Each as Modified by Amendment No. 
1 Thereto, Relating to a Corporate Transaction in Which Nasdaq, Inc. 
Will Become the Indirect Parent of ISE, ISE Gemini, and ISE 
Mercury).
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    The Exchange is planning to conform the chapters of the various 
Nasdaq Entity rulebooks for efficiency, and conformity of certain 
Nasdaq Entity processes. The Exchange believes that aligning the rules 
of the Nasdaq Entities will assist market participants in navigating 
the various rulebooks. Specifically, the Exchange proposes to add a 
shell structure which would reside alongside the current rulebook. The 
proposed shell would outline the various chapters of the future 
rulebook and contains new chapter numbering. A similar shell would be 
filed to add the same structure to each of the other Nasdaq Entities. 
The proposed chapters would be similar for each shell filed for each of 
the Nasdaq Entities. In subsequent rule changes, each of the Nasdaq 
Entities would file rule changes to move their current rules into the 
various chapters of the proposed shells for all six markets and delete 
the migrated rule from the current location in the Rulebook.\4\ The 
proposed shell would contain a general rule section and product 
specific sections, in this case equities and options, which would 
encompass all the rules of the Exchange.
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    \4\ When relocating the current rule text into the new shell, 
the Exchange shall not amend the rule text but simply move existing 
rule text.
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    The Exchange believes this new structure would align the Nasdaq 
Entities' rulebooks for ease of use by Members, who are members of more 
than one Nasdaq Entity. This proposal would not amend the current 
Rulebook and is therefore not a substantive change. A Member would 
continue to be able to view the current Rulebook alongside the proposed 
reorganized Rulebook. Subsequent rule changes will be filed to move the 
rule text into the shell Rulebook.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\5\ in general, and furthers the objectives of Section 
6(b)(5) of the Act,\6\ in particular, in that it is designed to promote 
just and equitable principles of trade, to remove impediments to and 
perfect the mechanism of a free and open market and a national market 
system, and, in general to protect investors and the public interest, 
by starting the process of organizing its rules in a manner which is 
clear and consistent across the Nasdaq Entities. The Exchange believes 
that coordinating the chapters of the rulebooks among the Nasdaq 
Entities will provide Members, who are members of more than one Nasdaq 
Entity, with consistency and ease of reference in locating rules.
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    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition not necessary or appropriate in 
furtherance

[[Page 57495]]

of the purposes of the Act. The proposed changes do not impose a burden 
on competition because the proposed amendments are non-substantive, are 
intended to start the process to organize the rules of the Exchange in 
a manner that will be more user-friendly to Nasdaq Entity members.

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

    No written comments were either solicited or received.

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

    Because the foregoing proposed rule change does not: (i) 
Significantly affect the protection of investors or the public 
interest; (ii) impose any significant burden on competition; and (iii) 
become operative for 30 days from the date on which it was filed, or 
such shorter time as the Commission may designate, it has become 
effective pursuant to Section 19(b)(3)(A)(iii) of the Act \7\ and 
subparagraph (f)(6) of Rule 19b-4 thereunder.\8\
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    \7\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \8\ 17 CFR 240.19b-4(f)(6). As required under Rule 19b-
4(f)(6)(iii), the Exchange provided the Commission with written 
notice of its intent to file the proposed rule change, along with a 
brief description and the text of the proposed rule change, at least 
five business days prior to the date of filing of the proposed rule 
change, or such shorter time as designated by the Commission.
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    A proposed rule change filed under Rule 19b-4(f)(6) normally does 
not become operative for 30 days after the date of its filing. However, 
Rule 19b-4(f)(6)(iii) \9\ permits the Commission to designate a shorter 
time if such action is consistent with the protection of investors and 
the public interest. The Exchange has requested that the Commission 
waive the 30-day operative delay so that the proposed rule change will 
become operative upon filing. The Exchange states that such waiver will 
enable the Exchange to start the process to reorganize the rulebooks of 
the Nasdaq Entities. The Commission believes that waiver of the 30-day 
operative delay is consistent with the protection of investors and the 
public interest because the proposal does not raise any novel issues 
and waiver will allow the Exchange to begin the reorganization of its 
Rulebook without delay. Therefore, the Commission hereby waives the 
operative delay and designates the proposed rule change operative upon 
filing.\10\
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    \9\ 17 CFR 240.19b-4(f)(6)(iii).
    \10\ For purposes only of waiving the 30-day operative delay, 
the Commission also has considered the proposed rule's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
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    At any time within 60 days of the filing of the proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is: (i) 
Necessary or appropriate in the public interest; (ii) for the 
protection of investors; or (iii) otherwise in furtherance of the 
purposes of the Act. If the Commission takes such action, the 
Commission shall institute proceedings to determine whether the 
proposed rule should be approved or 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 [email protected]. Please include 
File Number SR-NASDAQ-2017-125 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-NASDAQ-2017-125. This 
file number should be included on the subject line if email is used. To 
help the Commission process and review your comments more efficiently, 
please use only one method. The Commission will post all comments on 
the Commission's Internet Web site (http://www.sec.gov/rules/sro.shtml). Copies of the submission, all subsequent amendments, all 
written statements with respect to the proposed rule change that are 
filed with the Commission, and all written communications relating to 
the proposed rule change between the Commission and any person, other 
than those that may be withheld from the public in accordance with the 
provisions of 5 U.S.C. 552, will be available for Web site viewing and 
printing in the Commission's Public Reference Room, 100 F Street NE., 
Washington, DC 20549 on official business days between the hours of 
10:00 a.m. and 3:00 p.m. Copies of the filing also will be available 
for inspection and copying at the principal office of the Exchange. All 
comments received will be posted without change. Persons submitting 
comments are cautioned that we do not redact or edit personal 
identifying information from comment submissions. You should submit 
only information that you wish to make available publicly. All 
submissions should refer to File Number SR-NASDAQ-2017-125, and should 
be submitted on or before December 26, 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. 2017-26129 Filed 12-4-17; 8:45 am]
 BILLING CODE 8011-01-P
57494 Federal Register / Vol. 82, No. 232 / Tuesday, December 5, 2017 / Notices

Commission and any person, other than I. Self-Regulatory Organization’s Specifically, the Exchange proposes to
those that may be withheld from the Statement of the Terms of the Substance add a shell structure which would
public in accordance with the of the Proposed Rule Change reside alongside the current rulebook.
provisions of 5 U.S.C. 552, will be The Exchange proposes to adopt a The proposed shell would outline the
available for Web site viewing and shell structure for the Nasdaq rulebook various chapters of the future rulebook
printing in the Commission’s Public (‘‘Rulebook’’) as part of its initiative to and contains new chapter numbering. A
Reference Room, 100 F Street NE., structure its Rulebook. similar shell would be filed to add the
Washington, DC 20549 on official The text of the proposed rule change same structure to each of the other
business days between the hours of is available on the Exchange’s Web site Nasdaq Entities. The proposed chapters
at http://nasdaq.cchwallstreet. would be similar for each shell filed for
10:00 a.m. and 3:00 p.m. Copies of the
com, at the principal office of the each of the Nasdaq Entities. In
filing also will be available for
Exchange, and at the Commission’s subsequent rule changes, each of the
inspection and copying at the principal Nasdaq Entities would file rule changes
office of the Exchange. All comments Public Reference Room.
to move their current rules into the
received will be posted without change. II. Self-Regulatory Organization’s various chapters of the proposed shells
Persons submitting comments are Statement of the Purpose of, and for all six markets and delete the
cautioned that we do not redact or edit Statutory Basis for, the Proposed Rule migrated rule from the current location
personal identifying information from Change in the Rulebook.4 The proposed shell
comment submissions. You should In its filing with the Commission, the would contain a general rule section
submit only information that you wish Exchange included statements and product specific sections, in this
to make available publicly. All concerning the purpose of and basis for case equities and options, which would
submissions should refer to File the proposed rule change and discussed encompass all the rules of the Exchange.
Number SR–BX–2017–054, and should any comments it received on the The Exchange believes this new
be submitted on or before December 26, proposed rule change. The text of these structure would align the Nasdaq
2017. statements may be examined at the Entities’ rulebooks for ease of use by
places specified in Item IV below. The Members, who are members of more
For the Commission, by the Division of than one Nasdaq Entity. This proposal
Trading and Markets, pursuant to delegated
Exchange has prepared summaries, set
forth in sections A, B, and C below, of would not amend the current Rulebook
authority.11 and is therefore not a substantive
the most significant aspects of such
Eduardo A. Aleman, statements. change. A Member would continue to be
Assistant Secretary. able to view the current Rulebook
[FR Doc. 2017–26128 Filed 12–4–17; 8:45 am]
A. Self-Regulatory Organization’s alongside the proposed reorganized
Statement of the Purpose of, and Rulebook. Subsequent rule changes will
BILLING CODE 8011–01–P
Statutory Basis for, the Proposed Rule be filed to move the rule text into the
Change shell Rulebook.
SECURITIES AND EXCHANGE 1. Purpose 2. Statutory Basis
COMMISSION On March 9, 2016, Nasdaq, Inc. The Exchange believes that its
acquired the capital stock of U.S. proposal is consistent with Section 6(b)
[Release No. 34–82175; File No. SR– Exchange Holdings, thereby indirectly of the Act,5 in general, and furthers the
NASDAQ–2017–125] acquiring all of the interests of the objectives of Section 6(b)(5) of the Act,6
International Securities Exchange, LLC in particular, in that it is designed to
Self-Regulatory Organizations; The (now Nasdaq ISE, LLC), ISE Gemini, promote just and equitable principles of
Nasdaq Stock Market LLC; Notice of LLC (now Nasdaq GEMX, LLC) trade, to remove impediments to and
Filing and Immediate Effectiveness of (‘‘GEMX’’) and ISE Mercury, LLC (now perfect the mechanism of a free and
Proposed Rule Change To Adopt a Nasdaq MRX, LLC) (‘‘MRX’’).3 The open market and a national market
Shell Structure for the Nasdaq acquisition resulted in a total of six self- system, and, in general to protect
Rulebook regulatory organization licenses for investors and the public interest, by
Nasdaq, Inc. which, in addition to the starting the process of organizing its
November 29, 2017. three aforementioned exchanges, also rules in a manner which is clear and
Pursuant to Section 19(b)(1) of the include Nasdaq, Nasdaq PHLX LLC consistent across the Nasdaq Entities.
Securities Exchange Act of 1934 (‘‘Phlx’’) and Nasdaq BX, Inc. (‘‘BX’’) The Exchange believes that coordinating
(‘‘Act’’),1 and Rule 19b–4 thereunder,2 (collectively, ‘‘Nasdaq Entities’’). the chapters of the rulebooks among the
The Exchange is planning to conform Nasdaq Entities will provide Members,
notice is hereby given that on November
the chapters of the various Nasdaq who are members of more than one
17, 2017, The Nasdaq Stock Market LLC Entity rulebooks for efficiency, and
(‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the Nasdaq Entity, with consistency and
conformity of certain Nasdaq Entity ease of reference in locating rules.
Securities and Exchange Commission processes. The Exchange believes that
(‘‘Commission’’) the proposed rule aligning the rules of the Nasdaq Entities B. Self-Regulatory Organization’s
change as described in Items I and II will assist market participants in Statement on Burden on Competition
below, which Items have been prepared navigating the various rulebooks. The Exchange does not believe that
by the Exchange. The Commission is the proposed rule change will impose
sradovich on DSK3GMQ082PROD with NOTICES

publishing this notice to solicit 3 See Securities Exchange Act Release No. 78119
any burden on competition not
comments on the proposed rule change (June 21, 2016), 81 FR 41611 (June 27, 2016) (SR–
necessary or appropriate in furtherance
ISE–2016–11; SR–ISE Gemini–2016–05; SR–ISE
from interested persons. Mercury–2016–10) (Order Granting Accelerated
4 When relocating the current rule text into the
Approval of Proposed Rule Changes, Each as
Modified by Amendment No. 1 Thereto, Relating to new shell, the Exchange shall not amend the rule
11 17 CFR 200.30–3(a)(12).
a Corporate Transaction in Which Nasdaq, Inc. Will text but simply move existing rule text.
1 15 U.S.C. 78s(b)(1). 5 15 U.S.C. 78f(b).
Become the Indirect Parent of ISE, ISE Gemini, and
2 17 CFR 240.19b–4. ISE Mercury). 6 15 U.S.C. 78f(b)(5).

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Federal Register / Vol. 82, No. 232 / Tuesday, December 5, 2017 / Notices 57495

of the purposes of the Act. The At any time within 60 days of the office of the Exchange. All comments
proposed changes do not impose a filing of the proposed rule change, the received will be posted without change.
burden on competition because the Commission summarily may Persons submitting comments are
proposed amendments are non- temporarily suspend such rule change if cautioned that we do not redact or edit
substantive, are intended to start the it appears to the Commission that such personal identifying information from
process to organize the rules of the action is: (i) Necessary or appropriate in comment submissions. You should
Exchange in a manner that will be more the public interest; (ii) for the protection submit only information that you wish
user-friendly to Nasdaq Entity members. of investors; or (iii) otherwise in to make available publicly. All
C. Self-Regulatory Organization’s furtherance of the purposes of the Act. submissions should refer to File
Statement on Comments on the If the Commission takes such action, the Number SR–NASDAQ–2017–125, and
Proposed Rule Change Received From Commission shall institute proceedings should be submitted on or before
Members, Participants, or Others to determine whether the proposed rule December 26, 2017.
should be approved or disapproved.
No written comments were either For the Commission, by the Division of
solicited or received. IV. Solicitation of Comments Trading and Markets, pursuant to delegated
Interested persons are invited to authority.11
III. Date of Effectiveness of the
submit written data, views, and Eduardo A. Aleman,
Proposed Rule Change and Timing for
Commission Action arguments concerning the foregoing, Assistant Secretary.
including whether the proposed rule [FR Doc. 2017–26129 Filed 12–4–17; 8:45 am]
Because the foregoing proposed rule change is consistent with the Act.
change does not: (i) Significantly affect BILLING CODE 8011–01–P
Comments may be submitted by any of
the protection of investors or the public the following methods:
interest; (ii) impose any significant
burden on competition; and (iii) become Electronic Comments SECURITIES AND EXCHANGE
operative for 30 days from the date on COMMISSION
• Use the Commission’s Internet
which it was filed, or such shorter time comment form (http://www.sec.gov/
as the Commission may designate, it has rules/sro.shtml); or [Release No. 34–82172; File No. SR–MRX–
become effective pursuant to Section • Send an email to rule-comments@ 2017–26]
19(b)(3)(A)(iii) of the Act 7 and sec.gov. Please include File Number SR–
subparagraph (f)(6) of Rule 19b–4 NASDAQ–2017–125 on the subject line. Self-Regulatory Organizations; Nasdaq
thereunder.8 MRX, LLC; Notice of Filing and
A proposed rule change filed under Paper Comments Immediate Effectiveness of Proposed
Rule 19b–4(f)(6) normally does not • Send paper comments in triplicate Rule Change To Adopt a Shell
become operative for 30 days after the to Secretary, Securities and Exchange Structure for the MRX Rulebook
date of its filing. However, Rule 19b– Commission, 100 F Street NE.,
4(f)(6)(iii) 9 permits the Commission to November 29, 2017.
Washington, DC 20549–1090.
designate a shorter time if such action All submissions should refer to File Pursuant to Section 19(b)(1) of the
is consistent with the protection of Number SR–NASDAQ–2017–125. This Securities Exchange Act of 1934
investors and the public interest. The file number should be included on the (‘‘Act’’),1 and Rule 19b–4 thereunder,2
Exchange has requested that the subject line if email is used. To help the notice is hereby given that on November
Commission waive the 30-day operative Commission process and review your 17, 2017, Nasdaq MRX, LLC (‘‘MRX’’ or
delay so that the proposed rule change comments more efficiently, please use ‘‘Exchange’’) filed with the Securities
will become operative upon filing. The only one method. The Commission will and Exchange Commission
Exchange states that such waiver will post all comments on the Commission’s (‘‘Commission’’) the proposed rule
enable the Exchange to start the process Internet Web site (http://www.sec.gov/ change as described in Items I and II
to reorganize the rulebooks of the rules/sro.shtml). Copies of the below, which Items have been prepared
Nasdaq Entities. The Commission submission, all subsequent by the Exchange. The Commission is
believes that waiver of the 30-day amendments, all written statements publishing this notice to solicit
operative delay is consistent with the with respect to the proposed rule comments on the proposed rule change
protection of investors and the public change that are filed with the from interested persons.
interest because the proposal does not Commission, and all written
raise any novel issues and waiver will I. Self-Regulatory Organization’s
communications relating to the
allow the Exchange to begin the Statement of the Terms of the Substance
proposed rule change between the
reorganization of its Rulebook without of the Proposed Rule Change
Commission and any person, other than
delay. Therefore, the Commission those that may be withheld from the
hereby waives the operative delay and The Exchange proposes to adopt a
public in accordance with the shell structure for the MRX rulebook
designates the proposed rule change provisions of 5 U.S.C. 552, will be
operative upon filing.10 (‘‘Rulebook’’) as part of its initiative to
available for Web site viewing and structure its Rulebook.
7 15 U.S.C. 78s(b)(3)(A)(iii).
printing in the Commission’s Public
Reference Room, 100 F Street NE., The text of the proposed rule change
8 17 CFR 240.19b–4(f)(6). As required under Rule
Washington, DC 20549 on official is available on the Exchange’s Web site
19b–4(f)(6)(iii), the Exchange provided the
sradovich on DSK3GMQ082PROD with NOTICES

Commission with written notice of its intent to file business days between the hours of at http://nasdaqmrx.cchwallstreet.com/,
the proposed rule change, along with a brief 10:00 a.m. and 3:00 p.m. Copies of the at the principal office of the Exchange,
description and the text of the proposed rule
filing also will be available for and at the Commission’s Public
change, at least five business days prior to the date Reference Room.
of filing of the proposed rule change, or such inspection and copying at the principal
shorter time as designated by the Commission.
9 17 CFR 240.19b–4(f)(6)(iii). 11 17 CFR 200.30–3(a)(12).
considered the proposed rule’s impact on
10 For purposes only of waiving the 30-day 1 15 U.S.C. 78s(b)(1).
efficiency, competition, and capital formation. See
operative delay, the Commission also has 15 U.S.C. 78c(f). 2 17 CFR 240.19b–4.

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Document Created: 2017-12-04 23:45:44
Document Modified: 2017-12-04 23:45:44
Category		Regulatory Information
Collection		Federal Register
sudoc Class		AE 2.7: GS 4.107: AE 2.106:
Publisher		Office of the Federal Register, National Archives and Records Administration
Section		Notices
FR Citation		82 FR 57494