83 FR 26136 - Self-Regulatory Organizations; NYSE National, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the Intercontinental Exchange, Inc. Director Independence Policy

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 108 (June 5, 2018)

Page Range		26136-26138
FR Document		2018-11981
Federal Register, Volume 83 Issue 108 (Tuesday, June 5, 2018)
[Federal Register Volume 83, Number 108 (Tuesday, June 5, 2018)]
[Notices]
[Pages 26136-26138]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-11981]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-83344; File No. SR-NYSENAT-2018-06]


Self-Regulatory Organizations; NYSE National, Inc.; Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change To Amend the 
Intercontinental Exchange, Inc. Director Independence Policy

May 30, 2018.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby 
given that, on May 22, 2018, NYSE National, Inc. (the ``Exchange'' or 
``NYSE National'') filed with the Securities and Exchange Commission 
(the ``Commission'') the proposed rule change as described in Items I 
and II below, which Items have been prepared by the self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend the Intercontinental Exchange, Inc. 
director independence policy in connection with a transaction whereby 
Chicago Stock Exchange, Inc. and its direct parent, CHX Holdings, Inc., 
would become indirect subsidiaries of Intercontinental Exchange, Inc., 
the ultimate parent of the Exchange. The proposed rule change is 
available on the Exchange's website at www.nyse.com, at the principal 
office of the Exchange, and at the Commission's Public Reference Room.

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

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

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

1. Purpose
    The Exchange proposes to amend the Independence Policy in 
connection with the Transaction. CHX Holdings,\4\ ICE and Kondor Merger 
Sub, Inc. (``Merger Sub''), entered into a Merger Agreement dated April 
4, 2018 (``Merger Agreement''). Merger Sub is a wholly-owned subsidiary 
of NYSE Group, Inc. (``NYSE Group''). Pursuant to the Merger Agreement, 
Merger Sub would merge with and into CHX Holdings, with CHX Holdings 
continuing as the surviving corporation (``Merger''). Upon the Merger, 
NYSE Group would hold all of the outstanding and issued shares of CHX 
Holdings, and CHX Holdings would continue to be the record and 
beneficial owner of all of the issued and outstanding shares of capital 
stock of CHX and the sole member of CHXBD, LLC (``CHXBD''), the 
Exchange's affiliated routing broker.
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    \4\ CHX became a wholly-owned subsidiary of CHX Holdings 
pursuant to the Exchange's demutualization as approved by the 
Commission in February 2005. See Securities Exchange Act Release No. 
51149 (February 8, 2005), 70 FR 7531 (February 14, 2005) (SR-CHX-
2004-26).
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    NYSE Group owns all of the equity interest in the Exchange and its 
national securities exchange affiliates, the New York Stock Exchange 
LLC (``NYSE''), NYSE Arca, Inc. (``NYSE Arca''), and NYSE American LLC 
(``NYSE American''). In turn, NYSE Group is a wholly-owned subsidiary 
of NYSE Holdings LLC, which is wholly owned by Intercontinental 
Exchange Holdings, Inc. (``ICE Holdings''). ICE Holdings is wholly 
owned by ICE.\5\
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    \5\ ICE is a publicly traded company listed on the NYSE.
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    Following the Transaction, CHX would continue to be registered as a 
national securities exchange and as a separate self-regulatory 
organization. As

[[Page 26137]]

such, CHX would continue to have separate rules, membership rosters, 
and listings that would be distinct from the rules, membership rosters, 
and listings of the four registered national securities exchanges and 
self-regulatory organizations owned by NYSE Group, namely, the NYSE, 
NYSE American, NYSE Arca, and NYSE National (together, the ``NYSE 
Exchanges'').
    The proposed rule changes would become operative simultaneously 
with the Merger that effectuates the Transaction (``Closing'').
Amendments to the Independence Policy
    The Independence Policy was adopted at the time that the Exchange's 
national securities exchange affiliates were acquired by ICE \6\ and 
amended to reflect the NYSE Group acquisition of the Exchange.\7\ In 
connection with the Transaction, the Independence Policy would be 
amended to provide similar protections to CHX as are currently provided 
to the NYSE Exchanges by the policy, by making technical and conforming 
amendments.\8\ In addition, the Exchange proposes to remove or update 
obsolete references.
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    \6\ See Securities Exchange Act Release No. 70210 (August 15, 
2013), 78 FR 51758, 511764-511765 [sic] (August 21, 2013) (SR-NYSE- 
2013-42; SR-NYSEMKT-2013-50; SR- NYSEArca-2013-62). At the time of 
the acquisition, ``ICE'' was called ``IntercontinentalExchange 
Group, Inc.'' See Securities Exchange Act Release No. 72158 (May 13, 
2014), 79 FR 28784 (May 19, 2014) (SR-NYSE-2014-23).
    \7\ See Securities Exchange Act Releases No. 79901 (January 30, 
2017), 82 FR 9251 (February 3, 2017) (SR-NYSE-2016-90; SR-NYSEArca-
2016-167; SR-NYSEMKT-2016-122), and 79902 (January 30, 2017), 82 FR 
9258 (February 3, 2017) (SR-NSX-2016-16).
    \8\ The Exchange's affiliates NYSE, NYSE American, and NYSE Arca 
have each submitted substantially the same proposed rule change to 
the Independence Policy as described herein. See SR-NYSE-2018-19, 
SR-NYSEAmer-2018-17, and SR-NYSEArca-2018-27.
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    The proposed amendments are as follows:
     Under ``Independence Qualifications,'' references to the 
CHX would be added to categories (1)(b) and (c) that refer to 
``members,'' as defined in section 3(a)(3)(A)(i), 3(a)(3)(A)(ii), 
3(a)(3)(A)(iii) and 3(a)(3)(A)(iv) of the Exchange Act.\9\ References 
to the CHX would also be added to subsections (4) and (5) of the 
section. As CHX does not have terms equivalent to ``allied members'' or 
``approved persons,'' the Exchange does not propose to add references 
to CHX to the clause following ``(collectively, `Members')'' in 
category (1)(b) or to category 2.
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    \9\ See 15 U.S.C. 78c(a)(3)(a).
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     The NYSE no longer has allied members.\10\ Accordingly, 
the Exchange proposes to delete the text ``as defined in paragraph (c) 
of Rule 2 of the New York Stock Exchange LLC and'' from category 1(b) 
of ``Independence Qualifications.''
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    \10\ See Securities Exchange Act Release No. 58549 (September 
15, 2008), 73 FR 54444 (September 19, 2008) (SR-NYSE-2008-80) 
(notice of filing and immediate effectiveness of proposed rule 
change and Amendment No. 1 thereto conforming certain NYSE rules to 
changes to NYSE incorporated rules recently filed by the Financial 
Industry Regulatory Authority, Inc.).
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     NYSE MKT LLC changed its name to NYSE American LLC.\11\ 
Under ``Independence Qualifications'' and ``Member Organizations,'' 
references to NYSE MKT LLC would be updated to reflect its name change.
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    \11\ See Securities Exchange Act Release No. 80283 (March 21, 
2017), 82 FR 15244 (March 27, 2017) (SR-NYSEMKT-2017-14).
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     NYSE Arca Equities, Inc. merged with NYSE Arca, Inc., and 
therefore no longer exists.\12\ Accordingly, under ``Independence 
Qualifications,'' the text ``and Rule 1.1(c) of NYSE Arca Equities, 
Inc.'' in category 1(b) and references to NYSE Arca Equities, Inc. in 
categories 2 and 5 would be deleted.
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    \12\ See Securities Exchange Act Release No. 81419 (August 17, 
2017), 82 FR 40044 (August 23, 2017) (SR-NYSEArca-2017-40).
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    Conforming changes would also be made to delete and replace 
connectors.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Exchange Act \13\ in general, and with Section 
6(b)(1) \14\ in particular, in that it enables the Exchange to be so 
organized as to have the capacity to be able to carry out the purposes 
of the Exchange Act and to comply, and to enforce compliance by its 
exchange members and persons associated with its exchange members, with 
the provisions of the Exchange Act, the rules and regulations 
thereunder, and the rules of the Exchange.
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    \13\ 15 U.S.C. 78f(b).
    \14\ 15 U.S.C. 78f(b)(1).
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    The Exchange believes that amending the ICE Independence Policy 
would remove impediments to, and perfect the mechanism of a free and 
open market and a national market system and, in general, protect 
investors and the public interest by incorporating CHX in the text of 
the Independence Policy and by removing or updating obsolete or 
outdated references, thereby adding clarity and transparency to the 
Exchange Rules by removing any confusion that may result if the 
Transaction was not reflected in the Independence Policy, or if it 
retained obsolete or outdated references to NYSE allied members, NYSE 
MKT LLC or NYSE Arca Equities, Inc. The proposed changes would allow 
persons subject to the Exchange's jurisdiction, regulators, and 
investors to more easily navigate and understand the Independence 
Policy, contributing to the orderly operation of the Exchange,
    For similar reasons, the Exchange also believes that the proposed 
rule change is consistent with Section 6(b)(5) of the Act,\15\ in that 
it is designed to prevent fraudulent and manipulative acts and 
practices, to promote just and equitable principles of trade, to foster 
cooperation and coordination with persons engaged in facilitating 
transactions in securities, to remove impediments to and perfect the 
mechanism of a free and open market and a national market system and, 
in general, to protect investors and the public interest.
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    \15\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes that the proposed amendments to the 
Independence Policy would remove impediments to and perfect the 
mechanism of a free and open market and a national market system by 
removing confusion that may result if the Transaction was not reflected 
in the Independence Policy, or if it retained obsolete or outdated 
references to NYSE allied members, NYSE MKT LLC or NYSE Arca Equities, 
Inc., thereby ensuring that market participants can more easily 
navigate, understand and comply with the Exchange rules. In this 
manner, the proposed change would ensure that persons subject to the 
Exchange's jurisdiction, regulators, and the investing public can more 
easily navigate and understand the Independence Policy. The Exchange 
further believes that eliminating obsolete or outdated references would 
not be inconsistent with the public interest and the protection of 
investors because investors will not be harmed and in fact would 
benefit from increased transparency, thereby reducing potential 
confusion. Removing such obsolete references will also further the goal 
of transparency and add clarity to the Exchange's rules.

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

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Exchange Act. The proposed rule 
change is not intended to address competitive issues but rather is 
concerned solely with updating the Independence Policy to

[[Page 26138]]

reflect the Transaction and to remove obsolete references.

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

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

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

    Because the 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) of the Act \16\ and Rule 19b-4(f)(6) thereunder.\17\
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    \16\ 15 U.S.C. 78s(b)(3)(A).
    \17\ 17 CFR 240.19b-4(f)(6). Rule 19b-4(f)(6)(iii) requires the 
Exchange to provide 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. The Exchange has 
fulfilled this requirement.
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    A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the 
Act \18\ normally does not become operative for 30 days after the date 
of its filing. However, Rule 19b-4(f)(6)(iii) \19\ 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 asked the Commission to waive the 30-day operative delay to allow 
the Exchange to immediately update the Independence Policy to reflect 
the Transaction and to remove obsolete references. The Commission does 
not believe that any new or novel issues are raised by the proposal. 
For these reasons, the Commission believes that the waiver of the 
operative delay is consistent with the protection of investors and the 
public interest. Therefore, the Commission hereby waives the 30-day 
operative delay and designates the proposal operative upon filing.\20\
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    \18\ 17 CFR 240.19b-4(f)(6).
    \19\ 17 CFR 240.19b-4(f)(6)(iii).
    \20\ For purposes only of waiving the 30-day operative delay, 
the Commission has also 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 necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings to 
determine whether the proposed rule change 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-NYSENAT-2018-06 on the subject line.

Paper Comments

     Send paper comments in triplicate to Brent J. Fields, 
Secretary, Securities and Exchange Commission, 100 F Street NE, 
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NYSENAT-2018-06. 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 website (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 website 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-NYSENAT-2018-06 and should be submitted 
on or before June 26, 2018.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\21\
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    \21\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-11981 Filed 6-4-18; 8:45 am]
 BILLING CODE 8011-01-P
26136 Federal Register / Vol. 83, No. 108 / Tuesday, June 5, 2018 / Notices

action is necessary or appropriate in the to make available publicly. All II. Self-Regulatory Organization’s
public interest, for the protection of submissions should refer to File Statement of the Purpose of, and
investors, or otherwise in furtherance of Number SR–NYSEARCA–2018–27 and Statutory Basis for, the Proposed Rule
the purposes of the Act. If the should be submitted on or before June Change
Commission takes such action, the 26, 2018. In its filing with the Commission, the
Commission shall institute proceedings self-regulatory organization included
For the Commission, by the Division of
to determine whether the proposed rule statements concerning the purpose of,
Trading and Markets, pursuant to delegated
change should be approved or and basis for, the proposed rule change
authority.21
disapproved. and discussed any comments it received
Eduardo A. Aleman,
IV. Solicitation of Comments on the proposed rule change. The text
Assistant Secretary.
Interested persons are invited to of those statements may be examined at
[FR Doc. 2018–11980 Filed 6–4–18; 8:45 am]
submit written data, views, and the places specified in Item IV below.
arguments concerning the foregoing,
BILLING CODE 8011–01–P The Exchange has prepared summaries,
including whether the proposed rule set forth in sections A, B, and C below,
change is consistent with the Act. of the most significant parts of such
SECURITIES AND EXCHANGE statements.
Comments may be submitted by any of COMMISSION
the following methods: A. Self-Regulatory Organization’s
Electronic Comments Statement of the Purpose of, and the
[Release No. 34–83344; File No. SR–
Statutory Basis for, the Proposed Rule
• Use the Commission’s internet NYSENAT–2018–06]
Change
comment form (http://www.sec.gov/
rules/sro.shtml); or Self-Regulatory Organizations; NYSE 1. Purpose
• Send an email to rule-comments@ National, Inc.; Notice of Filing and The Exchange proposes to amend the
sec.gov. Please include File Number SR– Immediate Effectiveness of Proposed Independence Policy in connection with
NYSEARCA–2018–27 on the subject Rule Change To Amend the the Transaction. CHX Holdings,4 ICE
line. Intercontinental Exchange, Inc. and Kondor Merger Sub, Inc. (‘‘Merger
Director Independence Policy Sub’’), entered into a Merger Agreement
Paper Comments
dated April 4, 2018 (‘‘Merger
• Send paper comments in triplicate May 30, 2018.
Agreement’’). Merger Sub is a wholly-
to Brent J. Fields, Secretary, Securities Pursuant to Section 19(b)(1) 1 of the owned subsidiary of NYSE Group, Inc.
and Exchange Commission, 100 F Street Securities Exchange Act of 1934 (the (‘‘NYSE Group’’). Pursuant to the
NE, Washington, DC 20549–1090. ‘‘Act’’) 2 and Rule 19b–4 thereunder,3 Merger Agreement, Merger Sub would
All submissions should refer to File notice is hereby given that, on May 22, merge with and into CHX Holdings,
Number SR–NYSEARCA–2018–27. This
2018, NYSE National, Inc. (the with CHX Holdings continuing as the
file number should be included on the
‘‘Exchange’’ or ‘‘NYSE National’’) filed surviving corporation (‘‘Merger’’). Upon
subject line if email is used. To help the
with the Securities and Exchange the Merger, NYSE Group would hold all
Commission process and review your
Commission (the ‘‘Commission’’) the of the outstanding and issued shares of
comments more efficiently, please use
proposed rule change as described in CHX Holdings, and CHX Holdings
only one method. The Commission will
Items I and II below, which Items have would continue to be the record and
post all comments on the Commission’s
been prepared by the self-regulatory beneficial owner of all of the issued and
internet website (http://www.sec.gov/
organization. The Commission is outstanding shares of capital stock of
rules/sro.shtml). Copies of the
publishing this notice to solicit CHX and the sole member of CHXBD,
submission, all subsequent
comments on the proposed rule change LLC (‘‘CHXBD’’), the Exchange’s
amendments, all written statements
from interested persons. affiliated routing broker.
with respect to the proposed rule NYSE Group owns all of the equity
change that are filed with the I. Self-Regulatory Organization’s interest in the Exchange and its national
Commission, and all written securities exchange affiliates, the New
Statement of the Terms of Substance of
communications relating to the York Stock Exchange LLC (‘‘NYSE’’),
the Proposed Rule Change
proposed rule change between the NYSE Arca, Inc. (‘‘NYSE Arca’’), and
Commission and any person, other than The Exchange proposes to amend the NYSE American LLC (‘‘NYSE
those that may be withheld from the Intercontinental Exchange, Inc. director American’’). In turn, NYSE Group is a
public in accordance with the independence policy in connection with wholly-owned subsidiary of NYSE
provisions of 5 U.S.C. 552, will be a transaction whereby Chicago Stock Holdings LLC, which is wholly owned
available for website viewing and Exchange, Inc. and its direct parent, by Intercontinental Exchange Holdings,
printing in the Commission’s Public CHX Holdings, Inc., would become Inc. (‘‘ICE Holdings’’). ICE Holdings is
Reference Room, 100 F Street NE, wholly owned by ICE.5
indirect subsidiaries of Intercontinental
Washington, DC 20549 on official Following the Transaction, CHX
Exchange, Inc., the ultimate parent of
business days between the hours of would continue to be registered as a
10:00 a.m. and 3:00 p.m. Copies of the the Exchange. The proposed rule change
is available on the Exchange’s website at national securities exchange and as a
filing also will be available for separate self-regulatory organization. As
inspection and copying at the principal www.nyse.com, at the principal office of
amozie on DSK3GDR082PROD with NOTICES1

office of the Exchange. All comments the Exchange, and at the Commission’s 4 CHX became a wholly-owned subsidiary of CHX
received will be posted without change. Public Reference Room. Holdings pursuant to the Exchange’s
Persons submitting comments are demutualization as approved by the Commission in
cautioned that we do not redact or edit 21 17 February 2005. See Securities Exchange Act Release
CFR 200.30–3(a)(12).
No. 51149 (February 8, 2005), 70 FR 7531 (February
personal identifying information from 1 15 U.S.C. 78s(b)(1). 14, 2005) (SR–CHX–2004–26).
comment submissions. You should 2 15 U.S.C. 78a. 5 ICE is a publicly traded company listed on the

submit only information that you wish 3 17 CFR 240.19b–4. NYSE.

VerDate Sep<11>2014 20:19 Jun 04, 2018 Jkt 241001 PO 00000 Frm 00142 Fmt 4703 Sfmt 4703 E:\FR\FM\05JNN1.SGM 05JNN1
Federal Register / Vol. 83, No. 108 / Tuesday, June 5, 2018 / Notices 26137

such, CHX would continue to have • The NYSE no longer has allied obsolete or outdated references to NYSE
separate rules, membership rosters, and members.10 Accordingly, the Exchange allied members, NYSE MKT LLC or
listings that would be distinct from the proposes to delete the text ‘‘as defined NYSE Arca Equities, Inc. The proposed
rules, membership rosters, and listings in paragraph (c) of Rule 2 of the New changes would allow persons subject to
of the four registered national securities York Stock Exchange LLC and’’ from the Exchange’s jurisdiction, regulators,
exchanges and self-regulatory category 1(b) of ‘‘Independence and investors to more easily navigate
organizations owned by NYSE Group, Qualifications.’’ and understand the Independence
namely, the NYSE, NYSE American, • NYSE MKT LLC changed its name Policy, contributing to the orderly
NYSE Arca, and NYSE National to NYSE American LLC.11 Under operation of the Exchange,
(together, the ‘‘NYSE Exchanges’’). ‘‘Independence Qualifications’’ and For similar reasons, the Exchange also
‘‘Member Organizations,’’ references to believes that the proposed rule change
The proposed rule changes would
NYSE MKT LLC would be updated to is consistent with Section 6(b)(5) of the
become operative simultaneously with
reflect its name change. Act,15 in that it is designed to prevent
the Merger that effectuates the
Transaction (‘‘Closing’’). • NYSE Arca Equities, Inc. merged fraudulent and manipulative acts and
with NYSE Arca, Inc., and therefore no practices, to promote just and equitable
Amendments to the Independence longer exists.12 Accordingly, under principles of trade, to foster cooperation
Policy ‘‘Independence Qualifications,’’ the text and coordination with persons engaged
‘‘and Rule 1.1(c) of NYSE Arca Equities, in facilitating transactions in securities,
The Independence Policy was to remove impediments to and perfect
Inc.’’ in category 1(b) and references to
adopted at the time that the Exchange’s the mechanism of a free and open
NYSE Arca Equities, Inc. in categories 2
national securities exchange affiliates market and a national market system
and 5 would be deleted.
were acquired by ICE 6 and amended to and, in general, to protect investors and
Conforming changes would also be
reflect the NYSE Group acquisition of the public interest.
made to delete and replace connectors.
the Exchange.7 In connection with the The Exchange believes that the
Transaction, the Independence Policy 2. Statutory Basis proposed amendments to the
would be amended to provide similar The Exchange believes that the Independence Policy would remove
protections to CHX as are currently proposed rule change is consistent with impediments to and perfect the
provided to the NYSE Exchanges by the Section 6(b) of the Exchange Act 13 in mechanism of a free and open market
policy, by making technical and general, and with Section 6(b)(1) 14 in and a national market system by
conforming amendments.8 In addition, particular, in that it enables the removing confusion that may result if
the Exchange proposes to remove or Exchange to be so organized as to have the Transaction was not reflected in the
update obsolete references. the capacity to be able to carry out the Independence Policy, or if it retained
The proposed amendments are as purposes of the Exchange Act and to obsolete or outdated references to NYSE
follows: comply, and to enforce compliance by allied members, NYSE MKT LLC or
NYSE Arca Equities, Inc., thereby
• Under ‘‘Independence its exchange members and persons
associated with its exchange members, ensuring that market participants can
Qualifications,’’ references to the CHX
with the provisions of the Exchange Act, more easily navigate, understand and
would be added to categories (1)(b) and
the rules and regulations thereunder, comply with the Exchange rules. In this
(c) that refer to ‘‘members,’’ as defined
and the rules of the Exchange. manner, the proposed change would
in section 3(a)(3)(A)(i), 3(a)(3)(A)(ii),
The Exchange believes that amending ensure that persons subject to the
3(a)(3)(A)(iii) and 3(a)(3)(A)(iv) of the
the ICE Independence Policy would Exchange’s jurisdiction, regulators, and
Exchange Act.9 References to the CHX
remove impediments to, and perfect the the investing public can more easily
would also be added to subsections (4) navigate and understand the
and (5) of the section. As CHX does not mechanism of a free and open market
and a national market system and, in Independence Policy. The Exchange
have terms equivalent to ‘‘allied further believes that eliminating
members’’ or ‘‘approved persons,’’ the general, protect investors and the public
interest by incorporating CHX in the obsolete or outdated references would
Exchange does not propose to add not be inconsistent with the public
references to CHX to the clause text of the Independence Policy and by
removing or updating obsolete or interest and the protection of investors
following ‘‘(collectively, ‘Members’)’’ in because investors will not be harmed
category (1)(b) or to category 2. outdated references, thereby adding
clarity and transparency to the and in fact would benefit from increased
Exchange Rules by removing any transparency, thereby reducing potential
6 See Securities Exchange Act Release No. 70210

(August 15, 2013), 78 FR 51758, 511764–511765 confusion that may result if the confusion. Removing such obsolete
[sic] (August 21, 2013) (SR–NYSE– 2013–42; SR– Transaction was not reflected in the references will also further the goal of
NYSEMKT–2013–50; SR– NYSEArca–2013–62). At
Independence Policy, or if it retained transparency and add clarity to the
the time of the acquisition, ‘‘ICE’’ was called Exchange’s rules.
‘‘IntercontinentalExchange Group, Inc.’’ See
Securities Exchange Act Release No. 72158 (May 10 See Securities Exchange Act Release No. 58549
B. Self-Regulatory Organization’s
13, 2014), 79 FR 28784 (May 19, 2014) (SR–NYSE– (September 15, 2008), 73 FR 54444 (September 19, Statement on Burden on Competition
2014–23). 2008) (SR–NYSE–2008–80) (notice of filing and
7 See Securities Exchange Act Releases No. 79901 immediate effectiveness of proposed rule change The Exchange does not believe that
(January 30, 2017), 82 FR 9251 (February 3, 2017) and Amendment No. 1 thereto conforming certain the proposed rule change will impose
(SR–NYSE–2016–90; SR–NYSEArca-2016–167; SR– NYSE rules to changes to NYSE incorporated rules
recently filed by the Financial Industry Regulatory any burden on competition that is not
NYSEMKT–2016–122), and 79902 (January 30,
Authority, Inc.). necessary or appropriate in furtherance
amozie on DSK3GDR082PROD with NOTICES1

2017), 82 FR 9258 (February 3, 2017) (SR–NSX–
2016–16). 11 See Securities Exchange Act Release No. 80283 of the purposes of the Exchange Act.
8 The Exchange’s affiliates NYSE, NYSE (March 21, 2017), 82 FR 15244 (March 27, 2017) The proposed rule change is not
American, and NYSE Arca have each submitted (SR–NYSEMKT–2017–14).
12 See Securities Exchange Act Release No. 81419
intended to address competitive issues
substantially the same proposed rule change to the
Independence Policy as described herein. See SR– (August 17, 2017), 82 FR 40044 (August 23, 2017) but rather is concerned solely with
NYSE–2018–19, SR–NYSEAmer–2018–17, and SR– (SR–NYSEArca–2017–40). updating the Independence Policy to
NYSEArca–2018–27. 13 15 U.S.C. 78f(b).
9 See 15 U.S.C. 78c(a)(3)(a). 14 15 U.S.C. 78f(b)(1). 15 15 U.S.C. 78f(b)(5).

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26138 Federal Register / Vol. 83, No. 108 / Tuesday, June 5, 2018 / Notices

reflect the Transaction and to remove action is necessary or appropriate in the submissions should refer to File
obsolete references. public interest, for the protection of Number SR–NYSENAT–2018–06 and
investors, or otherwise in furtherance of should be submitted on or before June
C. Self-Regulatory Organization’s
the purposes of the Act. If the 26, 2018.
Statement on Comments on the
Commission takes such action, the For the Commission, by the Division of
Proposed Rule Change Received From
Commission shall institute proceedings Trading and Markets, pursuant to delegated
Members, Participants, or Others
to determine whether the proposed rule authority.21
No written comments were solicited change should be approved or Eduardo A. Aleman,
or received with respect to the proposed disapproved. Assistant Secretary.
rule change.
IV. Solicitation of Comments [FR Doc. 2018–11981 Filed 6–4–18; 8:45 am]
III. Date of Effectiveness of the
Interested persons are invited to BILLING CODE 8011–01–P
Proposed Rule Change and Timing for
submit written data, views, and
Commission Action
arguments concerning the foregoing,
Because the proposed rule change including whether the proposed rule
does not (i) significantly affect the change is consistent with the Act. SMALL BUSINESS ADMINISTRATION
protection of investors or the public Comments may be submitted by any of
interest; (ii) impose any significant the following methods: [Disaster Declaration #15520 and #15521;
burden on competition; and (iii) become KENTUCKY Disaster Number KY–00068]
operative for 30 days from the date on Electronic Comments
which it was filed, or such shorter time • Use the Commission’s internet Presidential Declaration Amendment of
as the Commission may designate, it has comment form (http://www.sec.gov/ a Major Disaster for Public Assistance
become effective pursuant to Section rules/sro.shtml); or Only for the Commonwealth of
19(b)(3)(A) of the Act 16 and Rule 19b– • Send an email to rule-comments@ Kentucky
4(f)(6) thereunder.17 sec.gov. Please include File Number SR–
A proposed rule change filed NYSENAT–2018–06 on the subject line. AGENCY:U.S. Small Business
pursuant to Rule 19b–4(f)(6) under the Administration.
Paper Comments
Act 18 normally does not become ACTION: Amendment 1.
operative for 30 days after the date of its • Send paper comments in triplicate
filing. However, Rule 19b–4(f)(6)(iii) 19 to Brent J. Fields, Secretary, Securities
SUMMARY: This is an amendment of the
permits the Commission to designate a and Exchange Commission, 100 F Street
Presidential declaration of a major
shorter time if such action is consistent NE, Washington, DC 20549–1090.
disaster for Public Assistance Only for
with the protection of investors and the All submissions should refer to File the Commonwealth of Kentucky
public interest. The Exchange has asked Number SR–NYSENAT–2018–06. This (FEMA–4361–DR), dated 04/26/2018.
the Commission to waive the 30-day file number should be included on the
operative delay to allow the Exchange to subject line if email is used. To help the Incident: Severe Storms, Tornadoes,
immediately update the Independence Commission process and review your Flooding, Landslides, and Mudslides.
Policy to reflect the Transaction and to comments more efficiently, please use Incident Period: 02/21/2018 through
remove obsolete references. The only one method. The Commission will 03/21/2018.
Commission does not believe that any post all comments on the Commission’s DATES: Issued on 05/24/2018.
new or novel issues are raised by the internet website (http://www.sec.gov/
Physical Loan Application Deadline
proposal. For these reasons, the rules/sro.shtml). Copies of the
Commission believes that the waiver of Date: 06/25/2018.
submission, all subsequent
the operative delay is consistent with amendments, all written statements Economic Injury (EIDL) Loan
the protection of investors and the with respect to the proposed rule Application Deadline Date: 01/28/2019.
public interest. Therefore, the change that are filed with the ADDRESSES: Submit completed loan
Commission hereby waives the 30-day Commission, and all written applications to: U.S. Small Business
operative delay and designates the communications relating to the Administration, Processing and
proposal operative upon filing.20 proposed rule change between the Disbursement Center, 14925 Kingsport
At any time within 60 days of the Commission and any person, other than Road, Fort Worth, TX 76155.
filing of the proposed rule change, the those that may be withheld from the
Commission summarily may public in accordance with the FOR FURTHER INFORMATION CONTACT: A.
temporarily suspend such rule change if provisions of 5 U.S.C. 552, will be Escobar, Office of Disaster Assistance,
it appears to the Commission that such available for website viewing and U.S. Small Business Administration,
printing in the Commission’s Public 409 3rd Street SW, Suite 6050,
16 15 U.S.C. 78s(b)(3)(A). Reference Room, 100 F Street NE, Washington, DC 20416, (202) 205–6734.
17 17 CFR 240.19b–4(f)(6). Rule 19b–4(f)(6)(iii) Washington, DC 20549 on official SUPPLEMENTARY INFORMATION: The notice
requires the Exchange to provide the Commission
with written notice of its intent to file the proposed business days between the hours of of the President’s major disaster
rule change, along with a brief description and the 10:00 a.m. and 3:00 p.m. Copies of the declaration for Private Non-Profit
text of the proposed rule change, at least five filing also will be available for organizations in the Commonwealth of
business days prior to the date of filing of the inspection and copying at the principal Kentucky, dated 04/26/2018, is hereby
proposed rule change, or such shorter time as
office of the Exchange. All comments amended to include the following areas
amozie on DSK3GDR082PROD with NOTICES1

designated by the Commission. The Exchange has
fulfilled this requirement. received will be posted without change. as adversely affected by the disaster.
18 17 CFR 240.19b–4(f)(6). Persons submitting comments are
Primary Counties: Pendleton
19 17 CFR 240.19b–4(f)(6)(iii).
cautioned that we do not redact or edit
20 For purposes only of waiving the 30-day
personal identifying information from All other information in the original
operative delay, the Commission has also declaration remains unchanged.
considered the proposed rule’s impact on
comment submissions. You should
efficiency, competition, and capital formation. See submit only information that you wish
21 17 CFR 200.30–3(a)(12).
15 U.S.C. 78c(f). to make available publicly. All

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Document Created: 2018-11-02 11:46:17
Document Modified: 2018-11-02 11:46:17
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		83 FR 26136