83_FR_55652 83 FR 55438 - Cushing Asset Management, LP and Cushing ETF Trust

83 FR 55438 - Cushing Asset Management, LP and Cushing ETF Trust

SECURITIES AND EXCHANGE COMMISSION

Federal Register Volume 83, Issue 214 (November 5, 2018)

Page Range55438-55439
FR Document2018-24077

Federal Register, Volume 83 Issue 214 (Monday, November 5, 2018)
[Federal Register Volume 83, Number 214 (Monday, November 5, 2018)]
[Notices]
[Pages 55438-55439]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2018-24077]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 33285; 812-14945]


Cushing Asset Management, LP and Cushing ETF Trust

October 30, 2018.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice.

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    Notice of an application under section 6(c) of the Investment 
Company Act of 1940 (``Act'') for an exemption from section 15(a) of 
the Act and rule 18f-2 under the Act, as well as from certain 
disclosure requirements in rule 20a-1 under the Act, Item 19(a)(3) of 
Form N-1A, Items 22(c)(1)(ii), 22(c)(1)(iii), 22(c)(8) and 22(c)(9) of 
Schedule 14A under the Securities Exchange Act of 1934, and Sections 6-
07(2)(a), (b), and (c) of Regulation S-X (``Disclosure Requirements''). 
The requested exemption would permit an investment adviser to hire and 
replace certain sub-advisers without shareholder approval and grant 
relief from the Disclosure Requirements as they relate to fees paid to 
the sub-advisers.

Applicants: Cushing ETF Trust (the ``Trust''), a Delaware statutory 
trust registered under the Act as an open-end management investment 
company with multiple series, and Cushing Asset Management, LP (the 
``Initial Adviser''), a Texas limited partnership registered as an 
investment adviser under the Investment Advisers Act of 1940.

Filing Dates: The application was filed on August 31, 2018.

Hearing or Notification of Hearing: An order granting the application 
will be issued unless the Commission orders a hearing. Interested 
persons may request a hearing by writing to the Commission's Secretary 
and serving applicants with a copy of the request, personally or by 
mail. Hearing requests should be received by the Commission by 5:30 
p.m. on November 26, 2018, and should be accompanied by proof of 
service on applicants, in the form of an affidavit or, for lawyers, a 
certificate of service. Pursuant to rule 0-5 under the Act, hearing 
requests should state the nature of the writer's interest, any facts 
bearing upon the desirability of a hearing on the matter, the reason 
for the request, and the issues contested. Persons who wish to be 
notified of a hearing may request notification by writing to the 
Commission's Secretary.

ADDRESSES: Secretary, U.S. Securities and Exchange Commission, 100 F 
Street NE, Washington, DC 20549-1090. Applicants: Cushing Asset 
Management, LP and Cushing ETF Trust, 8117 Preston Road, Suite 440, 
Dallas, TX 75225.

FOR FURTHER INFORMATION CONTACT: Rachel Loko, Senior Counsel, at (202) 
551-6883, or Aaron Gilbride, Branch Chief, at (202) 551-6906 (Division 
of Investment Management, Chief Counsel's Office).

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

Summary of the Application

    1. The Initial Adviser is the investment adviser to the Cushing 
Energy & MLP ETF, Cushing Utility & MLP ETF, Cushing Transportation & 
MLP ETF and Cushing Energy Supply Chain & MLP ETF (together, the 
``Initial Funds''), each a series of the Trust, pursuant to an 
investment management agreement with the Trust (``Investment Management 
Agreement'').\1\ Under the terms of the Investment Management 
Agreement, the Adviser, subject to the supervision of the board of 
trustees of the Trust (``Board''), provides continuous investment 
management of the assets of each Subadvised Fund. Consistent with the 
terms of the Investment Management Agreement, the Adviser may, subject 
to the approval of the Board, delegate portfolio management 
responsibilities of all or a portion of the assets of a Subadvised Fund 
to one or more Sub-Advisers.\2\ The Adviser will continue to have 
overall responsibility for the management and investment of the assets 
of each Subadvised Fund. The Adviser will evaluate, select, and 
recommend Sub-Advisers to manage the assets of a Subadvised Fund and 
will oversee, monitor and review the Sub-Advisers and their performance 
and recommend the removal or replacement of Sub-Advisers.
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    \1\ Applicants request relief with respect to the Initial Funds, 
as well as to any future series of the Trust and any other existing 
or future registered open-end management investment company or 
series thereof that, in each case, is advised by the Initial Adviser 
or any entity controlling, controlled by, or under common control 
with, the Initial Adviser or its successors (each, also an 
``Adviser''), uses the multi-manager structure described in the 
application, and complies with the terms and conditions set forth in 
the application (each, a ``Subadvised Fund''). For purposes of the 
requested order, ``successor'' is limited to an entity that results 
from a reorganization into another jurisdiction or a change in the 
type of business organization. Future Subadvised Funds may be 
operated as a master-feeder structure pursuant to section 
12(d)(1)(E) of the Act. In such a structure, certain series of the 
Trust (each, a ``Feeder Fund'') may invest substantially all of 
their assets in a Subadvised Fund (a ``Master Fund'') pursuant to 
section 12(d)(1)(E) of the Act. No Feeder Fund will engage any sub-
advisers other than through approving the engagement of one or more 
of the Master Fund's sub-advisers.
    \2\ As used herein, a ``Sub-Adviser'' for a Subadvised Fund is 
(1) an indirect or direct ``wholly owned subsidiary'' (as such term 
is defined in the Act) of the Adviser for that Subadvised Fund, or 
(2) a sister company of the Adviser for that Subadvised Fund that is 
an indirect or direct ``wholly-owned subsidiary'' of the same 
company that, indirectly or directly, wholly owns the Adviser (each 
of (1) and (2) a ``Wholly-Owned Sub-Adviser'' and collectively, the 
``Wholly-Owned Sub-Advisers''), or (3) not an ``affiliated person'' 
(as such term is defined in section 2(a)(3) of the Act) of the 
Subadvised Fund, any Feeder Fund invested in a Master Fund, the 
Trust, or the Adviser, except to the extent that an affiliation 
arises solely because the Sub-Adviser serves as a sub-adviser to a 
Subadvised Fund (``Non-Affiliated Sub-Advisers'').
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    2. Applicants request an order to permit the Adviser, subject to 
the approval of the Board, to enter into investment sub-advisory 
agreements with the Sub-Advisers (each, a ``Sub-Advisory Agreement'') 
and materially amend such Sub-Advisory Agreements without obtaining the 
shareholder approval required under section 15(a) of the Act and rule 
18f-2 under the Act.\3\ Applicants also seek an exemption from the 
Disclosure Requirements to permit a Subadvised Fund to disclose (as 
both a dollar amount and a percentage of the Subadvised Fund's net 
assets): (a) The aggregate fees paid to the Adviser and any Wholly-
Owned Sub-Adviser; (b) the aggregate fees paid to Non-Affiliated Sub-
Advisers; and (c) the fee paid to each Affiliated Sub-Adviser 
(collectively, Aggregate Fee Disclosure'').\4\
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    \3\ The requested relief will not extend to any sub-adviser, 
other than a Wholly-Owned Sub-Adviser, who is an affiliated person, 
as defined in section 2(a)(3) of the Act, of the Subadvised Fund, of 
any Feeder Fund, or of the Adviser, other than by reason of serving 
as a sub-adviser to one or more of the Subadvised Funds 
(``Affiliated Sub-Adviser'').
    \4\ For any Subadvised Fund that is a Master Fund, the relief 
would also permit any Feeder Fund invested in that Master Fund to 
disclose Aggregate Fee Disclosure.

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[[Page 55439]]

    3. Applicants agree that any order granting the requested relief 
will be subject to the terms and conditions stated in the application. 
Such terms and conditions provide for, among other safeguards, 
appropriate disclosure to Subadvised Funds' shareholders and 
notification about sub-advisory changes and enhanced Board oversight to 
protect the interests of the Subadvised Funds' shareholders.
    4. Section 6(c) of the Act provides that the Commission may exempt 
any person, security, or transaction or any class or classes of 
persons, securities, or transactions from any provisions of the Act, or 
any rule thereunder, if such relief is necessary or appropriate in the 
public interest and consistent with the protection of investors and 
purposes fairly intended by the policy and provisions of the Act. 
Applicants believe that the requested relief meets this standard 
because, as further explained in the application, the Investment 
Management Agreements will remain subject to shareholder approval, 
while the role of the Sub-Advisers is substantially equivalent to that 
of individual portfolio managers, so that requiring shareholder 
approval of Sub-Advisory Agreements would impose unnecessary delays and 
expenses on the Subadvised Funds. Applicants believe that the requested 
relief from the Disclosure Requirements meets this standard because it 
will improve the Adviser's ability to negotiate fees paid to the Sub-
Advisers that are more advantageous for the Subadvised Funds.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-24077 Filed 11-2-18; 8:45 am]
BILLING CODE 8011-01-P



     55438                         Federal Register / Vol. 83, No. 214 / Monday, November 5, 2018 / Notices

     to make available publicly. All                           by 5:30 p.m. on November 26, 2018, and                   Agreement, the Adviser, subject to the
     submissions should refer to File                          should be accompanied by proof of                        supervision of the board of trustees of
     Number SR–CboeBZX–2018–079, and                           service on applicants, in the form of an                 the Trust (‘‘Board’’), provides
     should be submitted on or before                          affidavit or, for lawyers, a certificate of              continuous investment management of
     November 26, 2018.                                        service. Pursuant to rule 0–5 under the                  the assets of each Subadvised Fund.
       For the Commission, by the Division of                  Act, hearing requests should state the                   Consistent with the terms of the
     Trading and Markets, pursuant to delegated                nature of the writer’s interest, any facts               Investment Management Agreement, the
     authority.14                                              bearing upon the desirability of a                       Adviser may, subject to the approval of
     Eduardo A. Aleman,                                        hearing on the matter, the reason for the                the Board, delegate portfolio
     Assistant Secretary.                                      request, and the issues contested.                       management responsibilities of all or a
                                                               Persons who wish to be notified of a                     portion of the assets of a Subadvised
     [FR Doc. 2018–24067 Filed 11–2–18; 8:45 am]
                                                               hearing may request notification by                      Fund to one or more Sub-Advisers.2 The
     BILLING CODE 8011–01–P
                                                               writing to the Commission’s Secretary.                   Adviser will continue to have overall
                                                               ADDRESSES: Secretary, U.S. Securities                    responsibility for the management and
     SECURITIES AND EXCHANGE                                   and Exchange Commission, 100 F Street                    investment of the assets of each
     COMMISSION                                                NE, Washington, DC 20549–1090.                           Subadvised Fund. The Adviser will
                                                               Applicants: Cushing Asset Management,                    evaluate, select, and recommend Sub-
     [Investment Company Act Release No.                       LP and Cushing ETF Trust, 8117 Preston                   Advisers to manage the assets of a
     33285; 812–14945]                                         Road, Suite 440, Dallas, TX 75225.                       Subadvised Fund and will oversee,
                                                               FOR FURTHER INFORMATION CONTACT:                         monitor and review the Sub-Advisers
     Cushing Asset Management, LP and
                                                               Rachel Loko, Senior Counsel, at (202)                    and their performance and recommend
     Cushing ETF Trust
                                                               551–6883, or Aaron Gilbride, Branch                      the removal or replacement of Sub-
     October 30, 2018.                                         Chief, at (202) 551–6906 (Division of                    Advisers.
     AGENCY: Securities and Exchange                           Investment Management, Chief                               2. Applicants request an order to
     Commission (‘‘Commission’’).                              Counsel’s Office).                                       permit the Adviser, subject to the
     ACTION: Notice.                                           SUPPLEMENTARY INFORMATION: The                           approval of the Board, to enter into
                                                               following is a summary of the                            investment sub-advisory agreements
        Notice of an application under section                 application. The complete application                    with the Sub-Advisers (each, a ‘‘Sub-
     6(c) of the Investment Company Act of                     may be obtained via the Commission’s                     Advisory Agreement’’) and materially
     1940 (‘‘Act’’) for an exemption from                      website by searching for the file                        amend such Sub-Advisory Agreements
     section 15(a) of the Act and rule 18f–2                   number, or for an applicant using the                    without obtaining the shareholder
     under the Act, as well as from certain                    Company name box, at http://                             approval required under section 15(a) of
     disclosure requirements in rule 20a–1                     www.sec.gov/search/search.htm or by                      the Act and rule 18f–2 under the Act.3
     under the Act, Item 19(a)(3) of Form                      calling (202) 551–8090.                                  Applicants also seek an exemption from
     N–1A, Items 22(c)(1)(ii), 22(c)(1)(iii),                                                                           the Disclosure Requirements to permit a
     22(c)(8) and 22(c)(9) of Schedule 14A                     Summary of the Application
                                                                                                                        Subadvised Fund to disclose (as both a
     under the Securities Exchange Act of                        1. The Initial Adviser is the                          dollar amount and a percentage of the
     1934, and Sections 6–07(2)(a), (b), and                   investment adviser to the Cushing                        Subadvised Fund’s net assets): (a) The
     (c) of Regulation S–X (‘‘Disclosure                       Energy & MLP ETF, Cushing Utility &                      aggregate fees paid to the Adviser and
     Requirements’’). The requested                            MLP ETF, Cushing Transportation &                        any Wholly-Owned Sub-Adviser; (b) the
     exemption would permit an investment                      MLP ETF and Cushing Energy Supply                        aggregate fees paid to Non-Affiliated
     adviser to hire and replace certain sub-                  Chain & MLP ETF (together, the ‘‘Initial                 Sub-Advisers; and (c) the fee paid to
     advisers without shareholder approval                     Funds’’), each a series of the Trust,                    each Affiliated Sub-Adviser
     and grant relief from the Disclosure                      pursuant to an investment management                     (collectively, Aggregate Fee
     Requirements as they relate to fees paid                  agreement with the Trust (‘‘Investment                   Disclosure’’).4
     to the sub-advisers.                                      Management Agreement’’).1 Under the
     APPLICANTS: Cushing ETF Trust (the                        terms of the Investment Management                          2 As used herein, a ‘‘Sub-Adviser’’ for a

     ‘‘Trust’’), a Delaware statutory trust                                                                             Subadvised Fund is (1) an indirect or direct
     registered under the Act as an open-end                      1 Applicants request relief with respect to the       ‘‘wholly owned subsidiary’’ (as such term is defined
                                                               Initial Funds, as well as to any future series of the    in the Act) of the Adviser for that Subadvised Fund,
     management investment company with                                                                                 or (2) a sister company of the Adviser for that
                                                               Trust and any other existing or future registered
     multiple series, and Cushing Asset                        open-end management investment company or                Subadvised Fund that is an indirect or direct
     Management, LP (the ‘‘Initial Adviser’’),                 series thereof that, in each case, is advised by the     ‘‘wholly-owned subsidiary’’ of the same company
     a Texas limited partnership registered as                 Initial Adviser or any entity controlling, controlled    that, indirectly or directly, wholly owns the Adviser
                                                               by, or under common control with, the Initial            (each of (1) and (2) a ‘‘Wholly-Owned Sub-Adviser’’
     an investment adviser under the                                                                                    and collectively, the ‘‘Wholly-Owned Sub-
                                                               Adviser or its successors (each, also an ‘‘Adviser’’),
     Investment Advisers Act of 1940.                          uses the multi-manager structure described in the        Advisers’’), or (3) not an ‘‘affiliated person’’ (as such
     FILING DATES: The application was filed                   application, and complies with the terms and             term is defined in section 2(a)(3) of the Act) of the
     on August 31, 2018.                                       conditions set forth in the application (each, a         Subadvised Fund, any Feeder Fund invested in a
                                                               ‘‘Subadvised Fund’’). For purposes of the requested      Master Fund, the Trust, or the Adviser, except to
     HEARING OR NOTIFICATION OF HEARING: An                    order, ‘‘successor’’ is limited to an entity that        the extent that an affiliation arises solely because
     order granting the application will be                    results from a reorganization into another               the Sub-Adviser serves as a sub-adviser to a
     issued unless the Commission orders a                     jurisdiction or a change in the type of business         Subadvised Fund (‘‘Non-Affiliated Sub-Advisers’’).
                                                                                                                           3 The requested relief will not extend to any sub-
     hearing. Interested persons may request                   organization. Future Subadvised Funds may be
                                                               operated as a master-feeder structure pursuant to        adviser, other than a Wholly-Owned Sub-Adviser,
     a hearing by writing to the                               section 12(d)(1)(E) of the Act. In such a structure,     who is an affiliated person, as defined in section
     Commission’s Secretary and serving                        certain series of the Trust (each, a ‘‘Feeder Fund’’)    2(a)(3) of the Act, of the Subadvised Fund, of any
     applicants with a copy of the request,                    may invest substantially all of their assets in a        Feeder Fund, or of the Adviser, other than by
                                                               Subadvised Fund (a ‘‘Master Fund’’) pursuant to          reason of serving as a sub-adviser to one or more
     personally or by mail. Hearing requests                                                                            of the Subadvised Funds (‘‘Affiliated Sub-
                                                               section 12(d)(1)(E) of the Act. No Feeder Fund will
     should be received by the Commission                      engage any sub-advisers other than through               Adviser’’).
                                                               approving the engagement of one or more of the              4 For any Subadvised Fund that is a Master Fund,
       14 17   CFR 200.30–3(a)(12).                            Master Fund’s sub-advisers.                              the relief would also permit any Feeder Fund



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                                 Federal Register / Vol. 83, No. 214 / Monday, November 5, 2018 / Notices                                                       55439

        3. Applicants agree that any order                   with the Securities and Exchange                       management investment company.8 The
     granting the requested relief will be                   Commission (‘‘Commission’’), pursuant                  Fund is a series of the Trust. First Trust
     subject to the terms and conditions                     to Section 19(b)(1) of the Securities                  Advisors L.P. is the investment adviser
     stated in the application. Such terms                   Exchange Act of 1934 (‘‘Act’’) 1 and Rule              (‘‘Adviser’’) to the Fund. TCW
     and conditions provide for, among other                 19b–4 thereunder,2 a proposed rule                     Investment Management Company LLC
     safeguards, appropriate disclosure to                   change seeking to modify investments of                (‘‘TCW’’ or the ‘‘Sub-Adviser’’), serves
     Subadvised Funds’ shareholders and                      the First Trust TCW Unconstrained Plus                 as the Fund’s investment sub-adviser.9
     notification about sub-advisory changes                 Bond ETF, the shares of which are                      First Trust Portfolios L.P. is the
     and enhanced Board oversight to protect                 currently listed and traded on the                     distributor for the Fund’s Shares. The
     the interests of the Subadvised Funds’                  Exchange pursuant to NYSE Arca Rule                    Bank of New York Mellon acts as the
     shareholders.                                           8.600–E. The proposed rule change was
        4. Section 6(c) of the Act provides that                                                                    administrator, custodian and transfer
                                                             published for comment in the Federal                   agent for the Fund.
     the Commission may exempt any                           Register on August 1, 2018.3
     person, security, or transaction or any                    On September 14, 2018, pursuant to                  A. Principal Investments of the Fund
     class or classes of persons, securities, or             Section 19(b)(2) of the Act,4 the
     transactions from any provisions of the                 Commission extended the time period                       According to the Exchange, the
     Act, or any rule thereunder, if such                    within which to approve the proposed                   investment objective of the Fund is to
     relief is necessary or appropriate in the               rule change, disapprove the proposed                   seek to maximize long-term total return.
     public interest and consistent with the                 rule change, or institute proceedings to               Under normal market conditions,10 the
     protection of investors and purposes                    determine whether to disapprove the                    Fund intends to invest at least 80% of
     fairly intended by the policy and                       proposed rule change.5 The Commission                  its net assets (including investment
     provisions of the Act. Applicants                       has received no comment letters on the
     believe that the requested relief meets                 proposed rule change. The Commission                      8 The Exchange represents that the Trust is
     this standard because, as further                       is publishing this order to institute                  registered under the Investment Company Act of
     explained in the application, the                       proceedings under Section 19(b)(2)(B) of               1940 (‘‘1940 Act’’). On May 29, 2018, the Trust filed
     Investment Management Agreements                                                                               with the Commission its registration statement
                                                             the Act 6 to determine whether to                      (‘‘Registration Statement’’) on Form N–1A under the
     will remain subject to shareholder                      approve or disapprove the proposed                     Securities Act of 1933 and under the 1940 Act
     approval, while the role of the Sub-                    rule change.                                           relating to the Fund (File Nos. 333–210186 and
     Advisers is substantially equivalent to                                                                        811–23147). In addition, the Exchange represents
     that of individual portfolio managers, so               I. Summary of the Proposal 7                           that the Trust has obtained an order from the
     that requiring shareholder approval of                                                                         Commission granting certain exemptive relief under
                                                                The Exchange proposes to make                       the 1940 Act. See Investment Company Act Release
     Sub-Advisory Agreements would                           changes to the investments of the First                No. 30029 (April 10, 2012) (File No. 812–13795).
     impose unnecessary delays and                           Trust TCW Unconstrained Plus Bond                         9 According to the Exchange, the Adviser and

     expenses on the Subadvised Funds.                       ETF (‘‘Fund’’), the shares (‘‘Shares’’) of             Sub-Adviser are not registered as broker-dealers.
     Applicants believe that the requested                   which are currently listed and traded on               The Adviser is affiliated with First Trust Portfolios
     relief from the Disclosure Requirements                                                                        L.P., a broker-dealer, and has implemented and will
                                                             the Exchange under NYSE Arca Rule                      maintain a fire wall with respect to its broker-dealer
     meets this standard because it will                     8.600–E, which governs the listing and                 affiliate regarding access to information concerning
     improve the Adviser’s ability to                        trading of Managed Fund Shares on the                  the composition and/or changes to the portfolio.
     negotiate fees paid to the Sub-Advisers                 Exchange. According to the Exchange,                   The Sub-Adviser is affiliated with multiple broker-
     that are more advantageous for the                                                                             dealers and has implemented and will maintain a
                                                             the Shares of the Fund commenced                       fire wall with respect to its broker-dealer affiliates
     Subadvised Funds.                                       trading on the Exchange on June 5, 2018                regarding access to information concerning the
       For the Commission, by the Division of                pursuant to the generic listing standards              composition and/or changes to the portfolio. In the
     Investment Management, under delegated                                                                         event (a) the Adviser or the Sub-Adviser becomes
                                                             in Commentary .01 to NYSE Arca Rule                    registered as a broker-dealer or newly affiliated with
     authority.                                              8.600–E.                                               a broker-dealer, or (b) any new adviser or sub-
     Eduardo A. Aleman,                                         The Shares are offered by First Trust               adviser is a registered broker-dealer or becomes
     Assistant Secretary.                                    Exchange-Traded Fund VIII (‘‘Trust’’),                 affiliated with a broker-dealer, it will implement
                                                                                                                    and maintain a fire wall with respect to relevant
     [FR Doc. 2018–24077 Filed 11–2–18; 8:45 am]             which is registered with the                           personnel and any broker-dealer affiliate regarding
     BILLING CODE 8011–01–P                                  Commission as an open-end                              access to information concerning the composition
                                                                                                                    and/or changes to the portfolio, and will be subject
                                                               1 15  U.S.C. 78s(b)(1).                              to procedures designed to prevent the use and
     SECURITIES AND EXCHANGE                                   2 17                                                 dissemination of material non-public information
                                                                     CFR 240.19b–4.
                                                                                                                    regarding such portfolio.
     COMMISSION                                                 3 See Securities Exchange Act Release No. 83720
                                                                                                                       10 The term ‘‘normal market conditions’’ is
                                                             (July 26, 2018), 83 FR 37560 (‘‘Notice’’).
     [Release No. 34–84504; File No. SR–                        4 15 U.S.C. 78s(b)(2).
                                                                                                                    defined in NYSE Arca Rule 8.600–E(c)(5). On a
     NYSEArca–2018–43]                                                                                              temporary basis, including for defensive purposes,
                                                                5 See Securities Exchange Act Release No. 84123
                                                                                                                    during the initial invest-up period (i.e., the six-week
                                                             (September 14, 2018), 83 FR 47654 (September 20,       period following the commencement of trading of
     Self-Regulatory Organizations; NYSE                     2018). The Commission designated October 30,           Shares on the Exchange) and during periods of high
     Arca, Inc.; Order Instituting                           2018, as the date by which it should approve,          cash inflows or outflows (i.e., rolling periods of
     Proceedings To Determine Whether To                     disapprove, or institute proceedings to determine      seven calendar days during which inflows or
                                                             whether to disapprove the proposed rule change.        outflows of cash, in the aggregate, exceed 10% of
     Approve or Disapprove a Proposed                           6 15 U.S.C. 78s(b)(2)(B).
                                                                                                                    the Fund’s net assets as of the opening of business
     Rule Change Regarding Investments of                       7 The Commission notes that additional              on the first day of such periods), the Fund may
     the First Trust TCW Unconstrained                       information regarding, among other things, the         depart from its principal investment strategies; for
     Plus Bond ETF                                           Shares, Fund, investment objective, permitted          example, it may hold a higher than normal
                                                             investments, investment strategies and                 proportion of its assets in cash. During such
     October 30, 2018.                                       methodology, investment restrictions, investment       periods, the Fund may not be able to achieve its
        On July 11, 2018, NYSE Arca, Inc.                    adviser and sub-adviser, creation and redemption       investment objective. The Fund may adopt a
                                                             procedures, availability of information, trading       defensive strategy when the Adviser and/or the
     (‘‘NYSE Arca’’ or ‘‘Exchange’’) filed                   rules and halts, and surveillance procedures, can be   Sub-Adviser believes securities in which the Fund
                                                             found in the Notice (see supra note 3) and the         normally invests have elevated risks due to market,
     invested in that Master Fund to disclose Aggregate      Registration Statement (see infra note 8), as          political or economic factors and in other
     Fee Disclosure.                                         applicable.                                            extraordinary circumstances.



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Document Created: 2018-11-03 00:28:43
Document Modified: 2018-11-03 00:28:43
CategoryRegulatory Information
CollectionFederal Register
sudoc ClassAE 2.7:
GS 4.107:
AE 2.106:
PublisherOffice of the Federal Register, National Archives and Records Administration
SectionNotices
ActionNotice.
DatesThe application was filed on August 31, 2018.
ContactRachel Loko, Senior Counsel, at (202) 551-6883, or Aaron Gilbride, Branch Chief, at (202) 551-6906 (Division of Investment Management, Chief Counsel's Office).
FR Citation83 FR 55438 

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