83_FR_48672 83 FR 48486 - Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Conform the Exchange's By-Law Provisions Regarding the Chief Regulatory Officer to Those of Its Affiliate, Nasdaq PHLX LLC

83 FR 48486 - Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Conform the Exchange's By-Law Provisions Regarding the Chief Regulatory Officer to Those of Its Affiliate, Nasdaq PHLX LLC

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 186 (September 25, 2018)

Page Range48486-48488
FR Document2018-20768

Federal Register, Volume 83 Issue 186 (Tuesday, September 25, 2018) 
[Federal Register Volume 83, Number 186 (Tuesday, September 25, 2018)]
[Notices]
[Pages 48486-48488]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-20768]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-84214; File No. SR-NASDAQ-2018-072]


Self-Regulatory Organizations; The Nasdaq Stock Market LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Conform the Exchange's By-Law Provisions Regarding the Chief Regulatory 
Officer to Those of Its Affiliate, Nasdaq PHLX LLC

September 19, 2018.
    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 September 6, 2018, The Nasdaq Stock Market LLC (``Nasdaq'' or 
``Exchange'') filed with the Securities and Exchange Commission 
(``SEC'' or ``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 Substance 
of the Proposed Rule Change

    The Exchange proposes to a proposal [sic] to conform the Exchange's 
By-Law provisions regarding the Chief Regulatory Officer to those of 
its affiliate, Nasdaq PHLX LLC (``Phlx'').
    The text of the proposed rule change is available on the Exchange's 
website 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
    The Exchange proposes to amend its By-Laws at Article IV, Section 7 
to conform its provisions regarding the Exchange's Chief Regulatory 
Officer (``CRO'') to those of its affiliate, Nasdaq PHLX LLC 
(``Phlx'').\3\ By-Law Article IV, Section 7 presently requires that an 
officer of the Exchange \4\ with the position of Executive Vice 
President or Senior Vice President be designated as the CRO of the 
Exchange. The Exchange now proposes to remove the requirement that the 
CRO be an Executive Vice President or Senior Vice President of the 
Exchange. The Exchange believes that this requirement is unnecessary 
and notes that there may be officers of the Exchange who are well 
qualified to serve in the CRO role, but who may not hold the position 
of an Executive Vice President or Senior Vice President.\5\ The 
Exchange does not seek to amend any of the current responsibilities of 
the CRO as set forth in Section 7; \6\ rather, the proposed changes are 
intended to give the Exchange more flexibility to attract and retain 
well qualified officers to the role

[[Page 48487]]

of CRO that are not designated as an Executive Vice President or Senior 
Vice President of the Exchange. As noted above, the Exchange desires to 
conform the requirements to become CRO in its By-Laws to those in the 
By-Laws of Phlx, which do not contain a similar restriction in Article 
IV, Section 4-7 of its By-Laws that its CRO be an Executive Vice 
President or Senior Vice President of Phlx.\7\
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    \3\ See Phlx By-Law Article IV, Section 4-7 (Chief Regulatory 
Officer).
    \4\ In Exhibit 5, the references to ``Company'' mean the 
Exchange.
    \5\ The Exchange notes that Phlx's CRO currently holds the 
position of Vice President.
    \6\ The CRO's responsibilities include general supervision of 
the regulatory operations of the Exchange, including responsibility 
for overseeing the Exchange's surveillance, examination, and 
enforcement functions and for administering any regulatory services 
agreements with another SRO to which the Exchange is a party. In 
addition, the CRO shall meet with the Regulatory Oversight Committee 
of the Exchange in executive session at regularly scheduled meetings 
of such committee, and at any time upon request of the CRO or any 
member of the Regulatory Oversight Committee. Unlike Phlx, the 
Exchange's By-Laws provide that the CRO may also serve as the 
General Counsel of the Exchange. See By-Law Article IV, Section 7.
    \7\ See note 5 above.
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section 
6(b) of the Act,\8\ in general, and furthers the objectives of Section 
6(b)(1) of the Act,\9\ in particular, in that it enables the Exchange 
to be so organized so as to have the capacity to be able to carry out 
the purposes of the Act and to comply, and to enforce compliance by its 
members and persons associated with its members, with the provisions of 
the Act, the rules and regulations thereunder, and the rules of the 
Exchange. The Exchange also believes that this proposal furthers the 
objectives of Section 6(b)(5) of the Act,\10\ 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. The proposed changes will remove the 
requirement currently in Article IV, Section 7 of the Exchange's By-
Laws that the CRO be an Executive Vice President or Senior Vice 
President of the Exchange. As discussed above, the current 
responsibilities of the CRO as provided in Article IV, Section 7 remain 
unchanged under this proposal, and the CRO will continue to have 
general oversight of the regulatory operations of the Exchange and be 
obligated to meet regularly with the Regulatory Oversight Committee. 
The proposed rule change is intended to provide the Exchange with 
greater flexibility to attract and retain capable individuals who are 
well qualified to serve in the CRO role. In addition, the proposed 
amendments will have the additional benefit of bringing the Exchange's 
requirements on the CRO role into greater conformity with those of its 
affiliate, Phlx, thereby creating equivalent standards among the 
affiliated exchanges owned by Nasdaq, Inc. (``HoldCo'').\11\ As such, 
the Exchange believes that its proposal will bring greater consistency 
to its rules, which is beneficial to both investors and the public 
interest.
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    \8\ 15 U.S.C. 78f(b).
    \9\ 15 U.S.C. 78f(b)(1).
    \10\ 15 U.S.C. 78f(b)(5).
    \11\ Nasdaq BX, Inc. (``BX''), Nasdaq ISE, LLC (``ISE''), Nasdaq 
GEMX, LLC (``GEMX''), and Nasdaq MRX, LLC (``MRX'') will file 
similar proposals to conform their By-Laws with Phlx's By-Laws. ISE, 
GEMX, MRX, NSM, BX, and Phlx will hereinafter be referred to 
collectively as ``Affiliated Exchanges.''
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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 of the purposes of the Act. The proposed rule change does 
not address competitive issues but relates to the administration and 
functioning of the Exchange by allowing the Exchange greater 
flexibility in attracting and retaining well qualified officers to the 
role of CRO that are not designated as an Executive Vice President or 
Senior Vice President.

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 \12\ and 
subparagraph (f)(6) of Rule 19b-4 thereunder.\13\
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    \12\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \13\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)(iii) 
requires a self-regulatory organization to give the Commission 
written notice of its intent to file the proposed rule change, along 
with a brief description and 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 satisfied this requirement.
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    A proposed rule change filed under Rule 19b-4(f)(6) \14\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, Rule 19b-4(f)(6)(iii) \15\ 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 so that the proposed 
rule change may become operative immediately upon filing. The Exchange 
notes that waiver of the operative delay will allow it to amend its By-
Laws by September 26, 2018. The Exchange states that the boards of the 
Affiliated Exchanges will collectively meet on that date to address, 
among other matters, certain annual corporate ``housekeeping items,'' 
which the Exchange states has historically included Exchange officer 
appointments. As such, the Commission believes that 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 proposed rule change as operative 
upon filing.\16\
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    \14\ 17 CFR 240.19b-4(f)(6).
    \15\ 17 CFR 240.19b-4(f)(6)(iii).
    \16\ 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: (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-2018-072 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-2018-072. 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

[[Page 48488]]

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-NASDAQ-2018-072 and should be submitted 
on or before October 16, 2018.
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    \17\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\17\
Brent J. Fields,
Secretary.
[FR Doc. 2018-20768 Filed 9-24-18; 8:45 am]
 BILLING CODE 8011-01-P

48486 Federal Register / Vol. 83, No. 186 / Tuesday, September 25, 2018 / Notices At any time within 60 days of the Persons submitting comments are II. Self-Regulatory Organization’s filing of the proposed rule change, the cautioned that we do not redact or edit Statement of the Purpose of, and Commission summarily may personal identifying information from Statutory Basis for, the Proposed Rule temporarily suspend such rule change if comment submissions. You should Change it appears to the Commission that such submit only information that you wish In its filing with the Commission, the action is necessary or appropriate in the to make available publicly. All Exchange included statements public interest, for the protection of submissions should refer to File concerning the purpose of and basis for investors, or otherwise in furtherance of Number SR–BX–2018–045 and should the proposed rule change and discussed the purposes of the Act. be submitted on or before October 16, any comments it received on the IV. Solicitation of Comments 2018. proposed rule change. The text of these For the Commission, by the Division of statements may be examined at the Interested persons are invited to Trading and Markets, pursuant to delegated places specified in Item IV below. The submit written data, views, and authority.20 Exchange has prepared summaries, set arguments concerning the foregoing, Brent J. Fields, forth in sections A, B, and C below, of including whether the proposed rule Secretary. the most significant aspects of such change is consistent with the Act. [FR Doc. 2018–20898 Filed 9–24–18; 8:45 am] statements. Comments may be submitted by any of the following methods: BILLING CODE 8011–01–P A. Self-Regulatory Organization’s Statement of the Purpose of, and Electronic Comments Statutory Basis for, the Proposed Rule • Use the Commission’s internet SECURITIES AND EXCHANGE Change comment form (http://www.sec.gov/ COMMISSION rules/sro.shtml); or 1. Purpose • Send an email to rule-comments@ [Release No. 34–84214; File No. SR– The Exchange proposes to amend its NASDAQ–2018–072] sec.gov. Please include File Number SR– By-Laws at Article IV, Section 7 to BX–2018–045 on the subject line. Self-Regulatory Organizations; The conform its provisions regarding the Paper Comments Nasdaq Stock Market LLC; Notice of Exchange’s Chief Regulatory Officer Filing and Immediate Effectiveness of (‘‘CRO’’) to those of its affiliate, Nasdaq • Send paper comments in triplicate PHLX LLC (‘‘Phlx’’).3 By-Law Article IV, to Secretary, Securities and Exchange Proposed Rule Change To Conform the Exchange’s By-Law Provisions Section 7 presently requires that an Commission, 100 F Street NE, officer of the Exchange 4 with the Washington, DC 20549–1090. Regarding the Chief Regulatory Officer to Those of Its Affiliate, Nasdaq PHLX position of Executive Vice President or All submissions should refer to File Senior Vice President be designated as LLC Number SR–BX–2018–045. This file the CRO of the Exchange. The Exchange number should be included on the September 19, 2018. now proposes to remove the subject line if email is used. To help the Pursuant to Section 19(b)(1) of the requirement that the CRO be an Commission process and review your Securities Exchange Act of 1934 Executive Vice President or Senior Vice comments more efficiently, please use (‘‘Act’’),1 and Rule 19b–4 thereunder,2 President of the Exchange. The only one method. The Commission will notice is hereby given that on Exchange believes that this requirement post all comments on the Commission’s September 6, 2018, The Nasdaq Stock is unnecessary and notes that there may internet website (http://www.sec.gov/ Market LLC (‘‘Nasdaq’’ or ‘‘Exchange’’) be officers of the Exchange who are well rules/sro.shtml). Copies of the filed with the Securities and Exchange qualified to serve in the CRO role, but submission, all subsequent Commission (‘‘SEC’’ or ‘‘Commission’’) who may not hold the position of an amendments, all written statements the proposed rule change as described Executive Vice President or Senior Vice with respect to the proposed rule in Items I and II below, which Items President.5 The Exchange does not seek change that are filed with the have been prepared by the Exchange. to amend any of the current Commission, and all written The Commission is publishing this responsibilities of the CRO as set forth communications relating to the notice to solicit comments on the in Section 7; 6 rather, the proposed proposed rule change between the proposed rule change from interested changes are intended to give the Commission and any person, other than persons. Exchange more flexibility to attract and those that may be withheld from the retain well qualified officers to the role public in accordance with the I. Self-Regulatory Organization’s provisions of 5 U.S.C. 552, will be Statement of the Terms of Substance of 3 See Phlx By-Law Article IV, Section 4–7 (Chief available for website viewing and the Proposed Rule Change Regulatory Officer). 4 In Exhibit 5, the references to ‘‘Company’’ mean printing in the Commission’s Public The Exchange proposes to a proposal the Exchange. Reference Room, 100 F Street NE, [sic] to conform the Exchange’s By-Law 5 The Exchange notes that Phlx’s CRO currently Washington, DC 20549 on official provisions regarding the Chief holds the position of Vice President. business days between the hours of Regulatory Officer to those of its 6 The CRO’s responsibilities include general 10:00 a.m. and 3:00 p.m. Copies of the supervision of the regulatory operations of the affiliate, Nasdaq PHLX LLC (‘‘Phlx’’). Exchange, including responsibility for overseeing filing also will be available for The text of the proposed rule change the Exchange’s surveillance, examination, and inspection and copying at the principal is available on the Exchange’s website at enforcement functions and for administering any office of the Exchange. All comments http://nasdaq.cchwallstreet.com, at the regulatory services agreements with another SRO to daltland on DSKBBV9HB2PROD with NOTICES which the Exchange is a party. In addition, the CRO received will be posted without change. principal office of the Exchange, and at shall meet with the Regulatory Oversight the Commission’s Public Reference Committee of the Exchange in executive session at file the proposed rule change, along with a brief Room. regularly scheduled meetings of such committee, description and text of the proposed rule change, and at any time upon request of the CRO or any at least five business days prior to the date of filing member of the Regulatory Oversight Committee. 20 17 CFR 200.30–3(a)(12). of the proposed rule change, or such shorter time Unlike Phlx, the Exchange’s By-Laws provide that 1 15 U.S.C. 78s(b)(1). as designated by the Commission. The Exchange the CRO may also serve as the General Counsel of has satisfied this requirement. 2 17 CFR 240.19b–4. the Exchange. See By-Law Article IV, Section 7. VerDate Sep<11>2014 17:40 Sep 24, 2018 Jkt 244001 PO 00000 Frm 00078 Fmt 4703 Sfmt 4703 E:\FR\FM\25SEN1.SGM 25SEN1

Federal Register / Vol. 83, No. 186 / Tuesday, September 25, 2018 / Notices 48487 of CRO that are not designated as an Exchange believes that its proposal will operative delay so that the proposed Executive Vice President or Senior Vice bring greater consistency to its rules, rule change may become operative President of the Exchange. As noted which is beneficial to both investors and immediately upon filing. The Exchange above, the Exchange desires to conform the public interest. notes that waiver of the operative delay the requirements to become CRO in its will allow it to amend its By-Laws by B. Self-Regulatory Organization’s By-Laws to those in the By-Laws of September 26, 2018. The Exchange Statement on Burden on Competition Phlx, which do not contain a similar states that the boards of the Affiliated restriction in Article IV, Section 4–7 of The Exchange does not believe that Exchanges will collectively meet on that its By-Laws that its CRO be an Executive the proposed rule change will impose date to address, among other matters, Vice President or Senior Vice President any burden on competition not certain annual corporate ‘‘housekeeping of Phlx.7 necessary or appropriate in furtherance items,’’ which the Exchange states has of the purposes of the Act. The historically included Exchange officer 2. Statutory Basis proposed rule change does not address appointments. As such, the Commission The Exchange believes that its competitive issues but relates to the believes that waiver of the operative proposal is consistent with Section 6(b) administration and functioning of the delay is consistent with the protection of the Act,8 in general, and furthers the Exchange by allowing the Exchange of investors and the public interest. objectives of Section 6(b)(1) of the Act,9 greater flexibility in attracting and Therefore, the Commission hereby in particular, in that it enables the retaining well qualified officers to the waives the 30-day operative delay and Exchange to be so organized so as to role of CRO that are not designated as designates the proposed rule change as have the capacity to be able to carry out an Executive Vice President or Senior operative upon filing.16 the purposes of the Act and to comply, Vice President. At any time within 60 days of the and to enforce compliance by its C. Self-Regulatory Organization’s filing of the proposed rule change, the members and persons associated with Statement on Comments on the Commission summarily may its members, with the provisions of the Proposed Rule Change Received From temporarily suspend such rule change if Act, the rules and regulations Members, Participants, or Others it appears to the Commission that such thereunder, and the rules of the action is: (i) Necessary or appropriate in No written comments were either the public interest; (ii) for the protection Exchange. The Exchange also believes solicited or received. of investors; or (iii) otherwise in that this proposal furthers the objectives of Section 6(b)(5) of the Act,10 in III. Date of Effectiveness of the furtherance of the purposes of the Act. particular, in that it is designed to Proposed Rule Change and Timing for If the Commission takes such action, the promote just and equitable principles of Commission Action Commission shall institute proceedings trade, to remove impediments to and to determine whether the proposed rule Because the foregoing proposed rule should be approved or disapproved. perfect the mechanism of a free and change does not: (i) Significantly affect open market and a national market the protection of investors or the public IV. Solicitation of Comments system, and, in general to protect interest; (ii) impose any significant Interested persons are invited to investors and the public interest. The burden on competition; and (iii) become submit written data, views, and proposed changes will remove the operative for 30 days from the date on arguments concerning the foregoing, requirement currently in Article IV, which it was filed, or such shorter time including whether the proposed rule Section 7 of the Exchange’s By-Laws as the Commission may designate, it has change is consistent with the Act. that the CRO be an Executive Vice become effective pursuant to Section Comments may be submitted by any of President or Senior Vice President of the 19(b)(3)(A)(iii) of the Act 12 and the following methods: Exchange. As discussed above, the subparagraph (f)(6) of Rule 19b–4 current responsibilities of the CRO as thereunder.13 Electronic Comments provided in Article IV, Section 7 remain A proposed rule change filed under • Use the Commission’s internet unchanged under this proposal, and the Rule 19b–4(f)(6) 14 normally does not comment form (http://www.sec.gov/ CRO will continue to have general become operative prior to 30 days after rules/sro.shtml); or oversight of the regulatory operations of the date of the filing. However, Rule • Send an email to rule-comments@ the Exchange and be obligated to meet 19b–4(f)(6)(iii) 15 permits the sec.gov. Please include File Number SR– regularly with the Regulatory Oversight Commission to designate a shorter time NASDAQ–2018–072 on the subject line. Committee. The proposed rule change is if such action is consistent with the intended to provide the Exchange with protection of investors and the public Paper Comments greater flexibility to attract and retain interest. The Exchange has asked the • Send paper comments in triplicate capable individuals who are well Commission to waive the 30-day to Secretary, Securities and Exchange qualified to serve in the CRO role. In Commission, 100 F Street NE, addition, the proposed amendments MRX, LLC (‘‘MRX’’) will file similar proposals to Washington, DC 20549–1090. will have the additional benefit of conform their By-Laws with Phlx’s By-Laws. ISE, All submissions should refer to File bringing the Exchange’s requirements GEMX, MRX, NSM, BX, and Phlx will hereinafter be referred to collectively as ‘‘Affiliated Number SR–NASDAQ–2018–072. This on the CRO role into greater conformity Exchanges.’’ file number should be included on the with those of its affiliate, Phlx, thereby 12 15 U.S.C. 78s(b)(3)(A)(iii). subject line if email is used. To help the creating equivalent standards among the 13 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– Commission process and review your affiliated exchanges owned by Nasdaq, 4(f)(6)(iii) requires a self-regulatory organization to comments more efficiently, please use daltland on DSKBBV9HB2PROD with NOTICES Inc. (‘‘HoldCo’’).11 As such, the give the Commission written notice of its intent to file the proposed rule change, along with a brief only one method. The Commission will description and text of the proposed rule change, post all comments on the Commission’s 7 See note 5 above. at least five business days prior to the date of filing 8 15 U.S.C. 78f(b). of the proposed rule change, or such shorter time 16 For purposes only of waiving the 30-day 9 15 U.S.C. 78f(b)(1). as designated by the Commission. The Exchange operative delay, the Commission has also 10 15 U.S.C. 78f(b)(5). has satisfied this requirement. considered the proposed rule’s impact on 11 Nasdaq BX, Inc. (‘‘BX’’), Nasdaq ISE, LLC 14 17 CFR 240.19b–4(f)(6). efficiency, competition, and capital formation. See (‘‘ISE’’), Nasdaq GEMX, LLC (‘‘GEMX’’), and Nasdaq 15 17 CFR 240.19b–4(f)(6)(iii). 15 U.S.C. 78c(f). VerDate Sep<11>2014 17:40 Sep 24, 2018 Jkt 244001 PO 00000 Frm 00079 Fmt 4703 Sfmt 4703 E:\FR\FM\25SEN1.SGM 25SEN1

48488 Federal Register / Vol. 83, No. 186 / Tuesday, September 25, 2018 / Notices internet website (http://www.sec.gov/ registered closed-end management investment adviser under the rules/sro.shtml). Copies of the investment companies to issue multiple Investment Advisers Act of 1940, as submission, all subsequent classes of shares and to impose asset- amended. The Adviser will serve as amendments, all written statements based distribution and/or service fees, investment adviser to the Initial Fund. with respect to the proposed rule early withdrawal charges (‘‘EWCs’’) and 3. The applicants seek an order to change that are filed with the early repurchase fees. permit the Initial Fund to issue multiple Commission, and all written APPLICANTS: Variant Alternative Income classes of shares and to impose asset- communications relating to the Fund (the ‘‘Initial Fund’’) and Variant based distribution and/or service fees proposed rule change between the Investments, LLC (the ‘‘Adviser’’). and EWCs. Commission and any person, other than FILING DATES: The application was filed 4. Applicants request that the order those that may be withheld from the on April 13, 2018, and amended on also apply to any continuously offered public in accordance with the August 3, 2018. registered closed-end management provisions of 5 U.S.C. 552, will be HEARING OR NOTIFICATION OF HEARING: An investment company that has been available for website viewing and order granting the requested relief will previously organized or that may be printing in the Commission’s Public be issued unless the Commission orders organized in the future for which the Reference Room, 100 F Street NE, a hearing. Interested persons may Adviser, or any entity controlling, Washington, DC 20549, on official request a hearing by writing to the controlled by, or under common control business days between the hours of Commission’s Secretary and serving with the Adviser, or any successor in 10:00 a.m. and 3:00 p.m. Copies of the applicants with a copy of the request, interest to any such entity,1 acts as filing also will be available for personally or by mail. investment adviser and which operates inspection and copying at the principal Hearing requests should be received as an interval fund pursuant to rule office of the Exchange. All comments by the Commission by 5:30 p.m. on 23c–3 under the Act or provides received will be posted without change. October 11, 2018, and should be periodic liquidity with respect to its Persons submitting comments are accompanied by proof of service on the shares pursuant to rule 13e–4 under the cautioned that we do not redact or edit applicants, in the form of an affidavit, Securities Exchange Act of 1934 personal identifying information from or, for lawyers, a certificate of service. (‘‘Exchange Act’’) (each, a ‘‘Future comment submissions. You should Pursuant to rule 0–5 under the Act, Fund’’ and together with the Initial submit only information that you wish hearing requests should state the nature Fund, the ‘‘Funds’’).2 to make available publicly. All of the writer’s interest, any facts bearing 5. The Initial Fund anticipates making submissions should refer to File upon the desirability of a hearing on the a continuous public offering of Number SR–NASDAQ–2018–072 and matter, the reason for the request, and beneficial interest in connection with its should be submitted on or before the issues contested. Persons who wish registration statement. Applicants state October 16, 2018. to be notified of a hearing may request that additional offerings by any Fund notification by writing to the relying on the order may be on a private For the Commission, by the Division of Trading and Markets, pursuant to delegated Commission’s Secretary. placement or public offering basis. authority.17 Shares of the Funds will not be listed on ADDRESSES: Secretary, U.S. Securities Brent J. Fields, any securities exchange nor quoted on and Exchange Commission, 100 F Street any quotation medium. The Funds do Secretary. NE, Washington, DC 20549–1090; not expect there to be a secondary [FR Doc. 2018–20768 Filed 9–24–18; 8:45 am] Applicants: 10250 SW Greenburg Road, trading market for their shares. BILLING CODE 8011–01–P Suite 215, Portland, OR 97223. 6. If the requested relief is granted, the FOR FURTHER INFORMATION CONTACT: Initial Fund anticipates offering Jean E. Minarick, Senior Counsel, at Institutional Class Shares and Investor SECURITIES AND EXCHANGE (202) 551–6811, or Kaitlin C. Bottock, Class Shares. Each of the Institutional COMMISSION Branch Chief, at (202) 551–6825 Class Shares and Investor Class Shares [Investment Company Act Release No. (Division of Investment Management, will have their own fee and expense 33242; 812–14895] Chief Counsel’s Office). structure. The Funds may in the future SUPPLEMENTARY INFORMATION: The offer additional classes of shares and/or Variant Alternative Income Fund and following is a summary of the another sales charge structure. Because Variant Investments, LLC application. The complete application of the different distribution fees, may be obtained via the Commission’s services and any other class expenses September 20, 2018. website by searching for the file that may be attributable to each class of AGENCY: Securities and Exchange number, or for an applicant using the Commission (‘‘Commission’’). shares, the net income attributable to, Company name box, at http:// and the dividends payable on, each ACTION: Notice. www.sec.gov/search/search.htm or by class of shares may differ from each calling (202) 551–8090. other. Notice of an application under section 6(c) of the Investment Company Act of Applicants’ Representations 7. Applicants state that, from time to 1940 (the ‘‘Act’’) for an exemption from time, the Fund may create additional 1. The Initial Fund is a Delaware sections 18(a)(2), 18(c) and 18(i) of the classes of shares, the terms of which statutory trust that is registered under Act, under sections 6(c) and 23(c) of the may differ from the initial classes the Act as a non-diversified, closed-end Act for an exemption from rule 23c–3 management investment company. The daltland on DSKBBV9HB2PROD with NOTICES 1 A successor in interest is limited to an entity under the Act, and for an order pursuant Initial Fund’s primary investment that results from a reorganization into another to section 17(d) of the Act and rule 17d– objective is to provide a high level of jurisdiction or a change in the type of business 1 under the Act. current income. Capital appreciation organization. 2 Any Fund relying on this relief in the future will SUMMARY OF APPLICATION: Applicants will be considered a secondary do so in a manner consistent with the terms and request an order to permit certain objective. conditions of the application. Applicants represent 2. The Adviser, a Delaware limited that each entity presently intending to rely on the 17 17 CFR 200.30–3(a)(12). liability company, is registered as an requested relief is listed as an applicant. VerDate Sep<11>2014 17:40 Sep 24, 2018 Jkt 244001 PO 00000 Frm 00080 Fmt 4703 Sfmt 4703 E:\FR\FM\25SEN1.SGM 25SEN1


Document Created: 2018-09-25 00:22:05
Document Modified: 2018-09-25 00:22:05
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
FR Citation83 FR 48486 
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