Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Designation of a Longer Period for Commission Action on Proposed Rule Change To Require Listed Companies to Publicly Disclose Compensation or Other Payments by Third Parties to Board of Director's Members or Nominees, 33571-33572 [2016-12387]

Download as PDF Federal Register / Vol. 81, No. 102 / Thursday, May 26, 2016 / Notices sradovich on DSK3TPTVN1PROD with NOTICES On February 22, 2016, the Commission issued notice of filing of Amendment No. 4 to the proposed rule change and instituted proceedings under Section 19(b)(2)(B) of the Act 11 to determine whether to approve or disapprove the proposed rule change, as modified by Amendment No. 4 thereto.12 In the Order Instituting Proceedings, the Commission solicited comments to specified matters related to the proposal.13 The Commission has received one comment letter on the proposal.14 Section 19(b)(2) of the Act 15 provides that, after initiating disapproval proceedings, the Commission shall issue an order approving or disapproving the proposed rule change not later than 180 days after the date of publication of notice of the filing of the proposed rule change. The Commission may, however, extend the period for issuing an order approving or disapproving the proposed rule change by not more than 60 days if the Commission determines that a longer period is appropriate and publishes the reasons for such determination. The proposed rule change was published for notice and comment in the Federal Register on November 27, 2015.16 The 180th day after publication of the notice of the filing of the proposed rule change in the Federal Register is May 25, 2016. The Commission finds that it is appropriate to designate a longer period within which to issue an order standards applicable to underlying equity securities, fixed income securities, and over-thecounter derivatives on an initial and continuing basis; and (b) clarified that the limitations on listed derivatives would apply to all listed derivatives, including listed swaps. Amendment No. 4, which amended and replaced the proposed rule change, as modified by Amendment No. 3 thereto, in its entirety, is available on the Commission’s Web site at: https://www.sec.gov/comments/sr-nysearca-2015110/nysearca2015110-5.pdf. 11 15 U.S.C. 78s(b)(2)(B). 12 See Securities Exchange Act Release No. 77203, 81 FR 9900 (Feb. 26, 2016) (‘‘Order Instituting Proceedings’’). Specifically, the Commission instituted proceedings to allow for additional analysis of the proposed rule change’s consistency with Section 6(b)(5) of the Act, which requires, among other things, that the rules of a national securities exchange be ‘‘designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade,’’ and ‘‘to protect investors and the public interest.’’ See id., 81 FR at 9908. 13 See id., 81 FR at 9908–09. 14 See Letter from Rob Ivanoff to the Commission dated Nov. 22, 2015 (commenting that the format of the Exchange’s proposed rule change was unclear and difficult to read, and suggesting a new format that would be easier to understand). All comments on the proposed rule change are available on the Commission’s Web site at: https://www.sec.gov/ comments/sr-nysearca-2015-110/nysearca20151101.htm. 15 15 U.S.C. 78s(b)(2). 16 See supra note 4 and accompanying text. VerDate Sep<11>2014 18:47 May 25, 2016 Jkt 238001 approving or disapproving the proposed rule change so that it has sufficient time to consider the proposed rule change, as modified by Amendment No. 4 thereto. Accordingly, the Commission, pursuant to Section 19(b)(2) of the Act,17 designates July 22, 2016, as the date by which the Commission shall either approve or disapprove the proposed rule change, as modified by Amendment No. 4 thereto (File No. SR– NYSEArca–2015–110). For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.18 Robert W. Errett, Deputy Secretary. [FR Doc. 2016–12383 Filed 5–25–16; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release Nos. 33–10079; 34–77857; File No. 265–28] Investor Advisory Committee Meeting Securities and Exchange Commission. ACTION: Notice of telephonic meeting of Securities and Exchange Commission Dodd-Frank Investor Advisory Committee. AGENCY: The Securities and Exchange Commission Investor Advisory Committee, established pursuant to Section 911 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, is providing notice that it will hold a telephonic meeting on Tuesday, June 7, 2016. The meeting will begin at 11:00 a.m. (ET) and conclude at 12:30 p.m. and will be open to the public via telephone at 1–888–240– 3210, participant code 7250901. The public is invited to submit written statements to the Committee. DATES: Written statements should be received on or before June 7, 2016. ADDRESSES: Written statements may be submitted by any of the following methods: SUMMARY: Electronic Statements D Use the Commission’s Internet submission form (https://www.sec.gov/ rules/other.shtml); or D Send an email message to rulescomments@sec.gov. Please include File No. 265–28 on the subject line; or Paper Statements D Send paper statements to Brent J. Fields, Secretary, Securities and 33571 Exchange Commission, 100 F Street, NE., Washington, DC 20549–1090. All submissions should refer to File No. 265–28. This file number should be included on the subject line if email is used. To help us process and review your statement more efficiently, please use only one method. Statements also will be available for Web site viewing and printing in the Commission’s Public Reference Room, 100 F Street NE., Room 1580, Washington, DC 20549, on official business days between the hours of 10:00 a.m. and 3:00 p.m. All statements received will be posted without change; we do not edit personal identifying information from submissions. You should submit only information that you wish to make available publicly. FOR FURTHER INFORMATION CONTACT: Marc Oorloff Sharma, Senior Special Counsel, Office of the Investor Advocate, at (202) 551–3302, Securities and Exchange Commission, 100 F Street NE., Washington, DC 20549. SUPPLEMENTARY INFORMATION: The meeting will be open to the public via telephone. Persons needing special accommodations to take part because of a disability should notify the contact person listed in FOR FURTHER INFORMATION CONTACT. The agenda for the meeting includes: A discussion of Market Structure subcommittee recommendations to enhance information for bond market investors; and a discussion regarding the Commission’s concept release on business and financial disclosure required by Regulation S–K (which may include a recommendation of the Investor as Owner subcommittee). Dated: May 19, 2016. Brent J. Fields, Secretary. [FR Doc. 2016–12231 Filed 5–25–16; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–77879; File No. SR– Nasdaq–2016–013] Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Designation of a Longer Period for Commission Action on Proposed Rule Change To Require Listed Companies to Publicly Disclose Compensation or Other Payments by Third Parties to Board of Director’s Members or Nominees May 20, 2016. 17 15 U.S.C. 78s(b)(2). 18 17 CFR 200.30–3(a)(57). PO 00000 Frm 00113 Fmt 4703 Sfmt 4703 On March 15, 2016, The Nasdaq Stock Market LLC (‘‘Exchange’’) filed with the E:\FR\FM\26MYN1.SGM 26MYN1 33572 Federal Register / Vol. 81, No. 102 / Thursday, May 26, 2016 / Notices Securities and Exchange Commission (‘‘Commission’’), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 a proposed rule change relating to requiring listed companies to publicly disclose compensation or other payments by third parties to board of director’s members or nominees. The proposed rule change was published for comment in the Federal Register on April 5, 2016.3 The Commission has received five comments on the proposal by four commenters.4 Section 19(b)(2) of the Act 5 provides that within 45 days of the publication of notice of the filing of a proposed rule change, or within such longer period up to 90 days as the Commission may designate if it finds such longer period to be appropriate and publishes its reasons for so finding or as to which the self-regulatory organization consents, the Commission shall either approve the proposed rule change, disapprove the proposed rule change, or institute proceedings to determine whether the proposed rule change should be disapproved. The 45th day after publication of the notice for this proposed rule change is May 20, 2016. The Commission is extending this 45day time period for Commission action on the proposed rule change. The Commission finds it appropriate to designate a longer period within which to take action on the proposed rule change so that it has sufficient time to consider this proposed rule change. Accordingly, the Commission, pursuant to Section 19(b)(2) of the Act,6 and for the reason noted above, designates July 4, 2016, as the date by which the Commission shall either approve or disapprove, or institute proceedings to determine whether to disapprove, the proposed rule change (File No. SR– Nasdaq–2016–013). 1 15 U.S.C. 78s(b)(1). CFR 240.19b–4. 3 See Securities Exchange Act Release No. 77481 (Mar. 30, 2016), 81 FR 19678. 4 See Letters to Brent J. Fields, Secretary, Commission, from Andrew A. Schwartz, Associate Professor of Law, University of Colorado Law School, Boulder, Colorado dated April 25 and 26, 2016; Bobby Franklin, President & CEO, National Venture Capital Association dated April 26, 2016; John Hayes, Chair, Corporate Governance Committee, Business Roundtable dated April 26, 2016; and John Endean, President, American Business Conference dated April 28, 2016. 5 15 U.S.C. 78s(b)(2). 6 Id. 7 17 CFR 200.30–3(a)(31). sradovich on DSK3TPTVN1PROD with NOTICES 2 17 VerDate Sep<11>2014 18:47 May 25, 2016 Jkt 238001 For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.7 Robert W. Errett, Deputy Secretary. [FR Doc. 2016–12387 Filed 5–25–16; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–77878; File No. SR– NASDAQ–2016–070] Self-Regulatory Organizations; The NASDAQ Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Options Pricing at Chapter XV, Section 2 May 20, 2016. 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 May 10, 2016, 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, II, and III, 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. I. Self-Regulatory Organization’s Statement of the Terms of Substance of the Proposed Rule Change The Exchange proposes to amend Chapter XV, entitled ‘‘Options Pricing,’’ at Section 2, which governs pricing for Exchange members using the NASDAQ Options Market (‘‘NOM’’), the Exchange’s facility for executing and routing standardized equity and index options.3 The Exchange proposes to amend certain Penny Pilot Options 4 pricing. The text of the proposed rule change is available on the Exchange’s Web site 1 15 U.S.C. 78s(b)(1). CFR 240.19b–4. 3 References in this proposal to Chapter and Series refer to NOM rules, unless otherwise indicated. 4 The Penny Pilot was established in March 2008 and was last extended in 2015. See Securities Exchange Act Release Nos. 57579 (March 28, 2008), 73 FR 18587 (April 4, 2008) (SR–NASDAQ–2008– 026) (notice of filing and immediate effectiveness establishing Penny Pilot); and 75283 (June 24, 2015), 80 FR 37347 (June 30, 2015) (SR–NASDAQ– 2015–063) (notice of filing and immediate effectiveness extending the Penny Pilot through June 30, 2016). All Penny Pilot Options listed on the Exchange can be found at https:// www.nasdaqtrader.com/Micro.aspx?id=phlx. 2 17 PO 00000 Frm 00114 Fmt 4703 Sfmt 4703 at https://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 certain amendments to the NOM transaction fees set forth at Chapter XV, Section 2, for executing and routing standardized equity and index Penny Pilot Options. Specifically, the Exchange proposes to reduce the fee for Customer 5 or Professional 6 that removes liquidity in SPY Options.7 The proposed change is discussed below. The Exchange currently assesses Customer, Professional, Firm,8 NonNOM Market Maker,9 NOM Market 5 The term ‘‘Customer’’ or (‘‘C’’) applies to any transaction that is identified by a Participant for clearing in the Customer range at The Options Clearing Corporation (‘‘OCC’’) which is not for the account of broker or dealer or for the account of a ‘‘Professional’’ (as that term is defined in Chapter I, Section 1(a)(48)). 6 The term ‘‘Professional’’ or (‘‘P’’) means any person or entity that (i) is not a broker or dealer in securities, and (ii) places more than 390 orders in listed options per day on average during a calendar month for its own beneficial account(s) pursuant to Chapter I, Section 1(a)(48). All Professional orders shall be appropriately marked by Participants. 7 Options overlying Standard and Poor’s Depositary Receipts/SPDRs (‘‘SPY’’) are based on the SPDR exchange-traded fund (‘‘ETF’’), which is designed to track the performance of the S&P 500 Index. 8 The term ‘‘Firm’’ or (‘‘F’’) applies to any transaction that is identified by a Participant for clearing in the Firm range at OCC. 9 The term ‘‘Non-NOM Market Maker’’ or (‘‘O’’) is a registered market maker on another options exchange that is not a NOM Market Maker. A NonNOM Market Maker must append the proper NonNOM Market Maker designation to orders routed to NOM. E:\FR\FM\26MYN1.SGM 26MYN1

Agencies

SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 81, Number 102 (Thursday, May 26, 2016)]
[Notices]
[Pages 33571-33572]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2016-12387]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-77879; File No. SR-Nasdaq-2016-013]


Self-Regulatory Organizations; The Nasdaq Stock Market LLC; 
Notice of Designation of a Longer Period for Commission Action on 
Proposed Rule Change To Require Listed Companies to Publicly Disclose 
Compensation or Other Payments by Third Parties to Board of Director's 
Members or Nominees

 May 20, 2016.
    On March 15, 2016, The Nasdaq Stock Market LLC (``Exchange'') filed 
with the

[[Page 33572]]

Securities and Exchange Commission (``Commission''), pursuant to 
Section 19(b)(1) of the Securities Exchange Act of 1934 (``Act'') \1\ 
and Rule 19b-4 thereunder,\2\ a proposed rule change relating to 
requiring listed companies to publicly disclose compensation or other 
payments by third parties to board of director's members or nominees. 
The proposed rule change was published for comment in the Federal 
Register on April 5, 2016.\3\ The Commission has received five comments 
on the proposal by four commenters.\4\
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 77481 (Mar. 30, 
2016), 81 FR 19678.
    \4\ See Letters to Brent J. Fields, Secretary, Commission, from 
Andrew A. Schwartz, Associate Professor of Law, University of 
Colorado Law School, Boulder, Colorado dated April 25 and 26, 2016; 
Bobby Franklin, President & CEO, National Venture Capital 
Association dated April 26, 2016; John Hayes, Chair, Corporate 
Governance Committee, Business Roundtable dated April 26, 2016; and 
John Endean, President, American Business Conference dated April 28, 
2016.
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    Section 19(b)(2) of the Act \5\ provides that within 45 days of the 
publication of notice of the filing of a proposed rule change, or 
within such longer period up to 90 days as the Commission may designate 
if it finds such longer period to be appropriate and publishes its 
reasons for so finding or as to which the self-regulatory organization 
consents, the Commission shall either approve the proposed rule change, 
disapprove the proposed rule change, or institute proceedings to 
determine whether the proposed rule change should be disapproved. The 
45th day after publication of the notice for this proposed rule change 
is May 20, 2016. The Commission is extending this 45-day time period 
for Commission action on the proposed rule change.
---------------------------------------------------------------------------

    \5\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------

    The Commission finds it appropriate to designate a longer period 
within which to take action on the proposed rule change so that it has 
sufficient time to consider this proposed rule change. Accordingly, the 
Commission, pursuant to Section 19(b)(2) of the Act,\6\ and for the 
reason noted above, designates July 4, 2016, as the date by which the 
Commission shall either approve or disapprove, or institute proceedings 
to determine whether to disapprove, the proposed rule change (File No. 
SR-Nasdaq-2016-013).
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    \6\ Id.
    \7\ 17 CFR 200.30-3(a)(31).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\7\
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-12387 Filed 5-25-16; 8:45 am]
 BILLING CODE 8011-01-P

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