Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Relating to the Listing and Trading of Shares of the Columbia Multi-Sector Municipal Income ETF, 36641-36646 [2018-16167]
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Federal Register / Vol. 83, No. 146 / Monday, July 30, 2018 / Notices
disapprove, or institute proceedings to
determine whether to disapprove, the
proposed rule change (File No. SR–
NYSEArca–2018–38).
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–83694; File No. SR–
NYSEArca–2018–38]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Designation of a
Longer Period for Commission Action
on a Proposed Rule Change Relating
to the Continued Listing Criteria
Applicable to the Indexes Underlying
the iShares California AMT Free Muni
Bond ETF and iShares New York AMTFree Muni Bond ETF
daltland on DSKBBV9HB2PROD with NOTICES
July 24, 2018.
On May 21, 2018, NYSE Arca, Inc.
(‘‘NYSE Arca’’) filed with the 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 the index methodology
applicable to the indexes underlying
shares of the following series of
Investment Company Units that are
currently listed and traded on NYSE
Arca under NYSE Arca Rule 5.2–E(j)(3):
iShares California AMT-Free Muni
Bond ETF and iShares New York AMTFree Muni Bond ETF. The proposed rule
change was published for comment in
the Federal Register on June 11, 2018.3
The Commission has received no
comments on the proposed rule change.
Section 19(b)(2) of the Act 4 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 Commission is
extending this 45-day time period.
The Commission finds that it is
appropriate to designate a longer period
within which to take action on the
proposed rule change so that it has
sufficient time to consider the proposed
rule change. Accordingly, the
Commission, pursuant to Section
19(b)(2) of the Act,5 designates
September 9, 2018, as the date by which
the Commission shall either approve or
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 83381
(June 5, 2018), 83 FR 27042.
4 15 U.S.C. 78s(b)(2).
5 Id.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.6
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–16163 Filed 7–27–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–83695; File No. SR–
NYSEArca–2018–50]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change Relating to the Listing
and Trading of Shares of the Columbia
Multi-Sector Municipal Income ETF
July 24, 2018.
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934
(‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that, on July 10,
2018, NYSE Arca, Inc. (‘‘Exchange’’ or
‘‘NYSE Arca’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the self-regulatory organization. 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 list and
trade shares of the Columbia MultiSector Municipal Income ETF (the
‘‘Fund’’) pursuant to NYSE Arca Rule
5.2–E(j)(3), Commentary .02. The
proposed rule change is available on the
Exchange’s website at www.nyse.com, at
the principal office of the Exchange, and
at the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
2 17
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6 17
CFR 200.30–3(a)(31).
U.S.C. 78s(b)(1).
2 15 U.S.C. 78a.
3 17 CFR 240.19b–4.
1 15
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36641
on the proposed rule change. The text
of those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to list and
trade shares (‘‘Shares’’) of the Fund
under Commentary .02 to NYSE Arca
Rule 5.2–E(j)(3), which governs the
listing and trading of Investment
Company Units (‘‘Units’’) 4 based on
fixed income securities indexes.5 As
discussed below, the Exchange is
submitting this proposed rule change
because the ‘‘Index’’ (as defined below)
does not meet all of the ‘‘generic’’ listing
requirements of Commentary .02 to Rule
5.2–E(j)(3) applicable to the listing of
Units based on fixed income securities
indexes. The Index meets all such
requirements except for those set forth
in Commentary .02(a)(2).6
4 An open-end investment company that issues
Units, listed and traded on the Exchange under
NYSE Arca Rule 5.2–E(j)(3), seeks to provide
investment results that correspond generally to the
price and yield performance of a specific foreign or
domestic stock index, fixed income securities index
or combination thereof.
5 The Commission previously has approved
proposed rule changes relating to listing and trading
of funds based on municipal bond indexes. See
Securities Exchange Act Release Nos. 67985
(October 4, 2012), 77 FR 61804 (October 11, 2012)
(SR–NYSEArca–2012–92) (order approving
proposed rule change to list and trade the iShares
2018 S&P AMT-Free Municipal Series and iShares
2019 S&P AMT-Free Municipal Series under Rule
5.2(j)(3), Commentary .02); 72523 (July 2, 2014), 79
FR 39016 (July 9, 2014) (SRNYSEArca–2014–37)
(order approving proposed rule change to list and
trade iShares 2020 S&P AMT-Free Municipal Series
under Rule 5.2(j)(3), Commentary .02); and 75468
(July 16, 2015), 80 FR 43500 (July 22, 2015) (SE–
NYSEArca–2015–25) (order approving proposed
rule change to list and trade the iShares iBonds Dec
2021 AMT-Free Muni Bond ETF and iShares
iBonds Dec 2022 AMT-Free Muni Bond ETF under
Rule 5.2(j)(3), Commentary .02). See also Securities
Exchange Act Release Nos. 78329 (July 14, 2016),
81 FR 47217 (July 20, 2016) (SR–BatsBZX–2016–01)
(order approving the listing and trading of the
VanEck Vectors AMT-Free 6–8 Year Municipal
Index ETF, VanEck Vectors AMT-Free 8–12 Year
Municipal Index ETF, and VanEck Vectors AMTFree 12–17 Year Municipal Index ETF).
6 Commentary .02(a)(2) provides that Fixed
Income Security components that in aggregate
account for at least 75% of the Fixed Income
Securities portion of the weight of the index or
portfolio each shall have a minimum original
principal amount outstanding of $100 million or
more.
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Federal Register / Vol. 83, No. 146 / Monday, July 30, 2018 / Notices
Beta Advantage® Multi-Sector
Municipal Bond Index
According to the Registration
Statement, the investment objective of
the Fund is to seek investment results
that correspond (before fees and
expenses) to the performance of the Beta
Advantage® Multi-Sector Municipal
Bond Index (the ‘‘Index’’), a multistate
index of fixed income municipal bond
securities.8
The Index reflects a rules-based,
multi-sector strategic beta approach to
measuring the performance of the U.S.
tax-exempt bond market, including
municipal bonds issued by or on behalf
of state or local governmental units
whose interest is exempt from regular
federal income tax, through
representation of the following five
sectors of the municipal debt market in
the Index (percentages noted below are
sector weights within the Index):
• core revenue (45% of Index
weight); 9
• health care (20% of Index
weight);10
• high quality revenue bonds (15% of
Index weight);11
• general obligation (GO) bonds (10%
of Index weight);12 and
• high yield debt (10% of Index
weight).13
Each of the sectors in [sic] other than
the high yield debt sector is derived
from a sub-set index or indices of the
Bloomberg Barclays Municipal Bond
Index (the ‘‘Parent Index’’), which
serves as each sector’s initial universe of
eligible securities for inclusion in the
Index. The Parent Index is a broadbased, market value-weighted index
designed to measure the performance of
the U.S. municipal bond market. The
Index is designed to achieve higher
yields and stronger risk-adjusted returns
relative to that of the Parent Index. The
Index’s allocation to each of the five
sectors is fixed and, as such, will not
vary as a result of Index rebalancing or
reconstitution. The five sectors will
generate all of the component securities
of the Index.
The Exchange represents, for
informational purposes, that, as of May
18, 2018, the Index included 5,613
component fixed income municipal
bond securities from issuers in 49
different states and the District of
Columbia. The most heavily weighted
security in the Index represented
approximately 0.37% of the total weight
of the Index and the aggregate weight of
the top five most heavily weighted
securities in the Index represented
7 The Trust is registered under the Investment
Company Act of 1940 (15 U.S.C. 80a) (‘‘1940 Act’’).
On May 4, 2018, the Trust filed with the
Commission its registration statement on Form N–
1A under the Securities Act of 1933 (15 U.S.C. 77a),
and under the 1940 Act relating to the Fund (File
Nos. 333–209996 and 811–22736) (‘‘Registration
Statement’’). The Trust will file an amendment to
the Registration Statement as necessary to conform
to the representations in this filing. The description
of the operation of the Trust and the Fund herein
is based, in part, on the Registration Statement. In
addition, the Commission has issued an order
granting certain exemptive relief to the Trust under
the 1940 Act. See Investment Company Act Release
No. 32134, (May 31, 2016) (File No. 812–14552).
8 The Index is owned and calculated by
Bloomberg Index Services Limited (‘‘Index
Provider’’), which is not affiliated with the Fund or
the Adviser.
9 Core revenue includes certain bonds in the
Bloomberg Barclays Municipal Bond: Electric
Index, the Bloomberg Barclays Municipal Bond:
Transportation Index, the Bloomberg Barclays
Municipal Bond: Education Index, and the
Bloomberg Barclays Municipal Bond: Leasing
Index. The Exchange represents, for informational
purposes, that, as of May 18, 2018, this sector
included 1,476 bonds, and that such bonds had an
outstanding par value of at least $15 million ($10
million for the Bloomberg Barclays Municipal
Bond: Leasing Index), and were issued as part of a
transaction of at least $100 million.
10 Health care includes certain bonds in the
Bloomberg Barclays Municipal Bond: Hospital
Index. The Exchange represents, for informational
purposes, that, as of May 18, 2018, this sector
included 1,380 bonds, and that such bonds had an
outstanding par value of at least $10 million and
were issued as part of a transaction of at least $100
million.
11 High quality revenue bonds include certain
bonds in the Bloomberg Barclays Municipal Bond:
Housing Index and the Bloomberg Barclays
Municipal Bond: Water & Sewer Index. The
Exchange represents, for informational purposes,
that, as of May 18, 2018, this sector included 701
bonds, and that such bonds included in the
Bloomberg Barclays Municipal Bond: Housing
Index had an outstanding par value of at least $10
million and were issued as part of a transaction of
at least $100 million; and that such bonds included
in the Bloomberg Barclays Municipal Bond: Water
& Sewer Index had an outstanding par value of at
least $15 million and were issued as part of a
transaction of at least $100 million.
12 GO bonds include certain bonds in the
Bloomberg Barclays Municipal Bond: GO Index.
The Exchange represents, for informational
purposes, that, as of May 18, 2018, this sector
included 1,668 bonds, and that such bonds had an
outstanding par value of at least $15 million and
were issued as part of a transaction of at least $100
million.
13 High yield debt includes certain bonds in the
Bloomberg Barclays Municipal High Yield Bond
Index. The Exchange represents, for informational
purposes, that, as of May 18, 2018, this sector
included 388 bonds, and that such bonds had an
outstanding par value of at least $5 million and
were issued as part of a transaction of at least $25
million.
daltland on DSKBBV9HB2PROD with NOTICES
Description of the Shares and the Fund
The Fund is a series of the Columbia
ETF Trust I (the Trust).7 Columbia
Management Investment Advisers, LLC
(the ‘‘Adviser’’) will be the investment
advisor for the Fund. BNY Mellon
Corporation will serve as the custodian,
administrator, and transfer agent for the
Fund. ALPS Distributors, Inc. will act as
the distributor for the Fund’s Shares.
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1.41% of the total weight of the Index.
Approximately 19.22% of the weight of
the components in the Index had a
minimum original principal outstanding
of $100 million or more. In addition, the
total dollar amount outstanding of
issues in the Index was approximately
$196,572,849,000 and the average dollar
amount outstanding of issues in the
Index was approximately $35,021,000.
The Fund will invest, under normal
market conditions,14 at least 80% of its
assets in securities within the Index or
in securities that the Adviser determines
have economic characteristics that are
substantially the same as the economic
characteristics of the securities within
the Index. The Fund will accordingly
invest at least 80% of its net assets (plus
borrowings for investment purposes) in
bonds and other debt instruments
issued by or on behalf of state or local
governmental units whose interest is
exempt from U.S. federal income tax.
Other Investments
While the Fund, under normal market
conditions, will invest at least 80% of
the Fund’s assets in securities within
the Index or in securities that the
Adviser determines have economic
characteristics that are substantially the
same as the economic characteristics of
the securities within the Index, the
Fund may invest its remaining assets in
cash and cash equivalents such as
repurchase agreements and money
market funds.
Requirements for Index Constituents
The Index will contain at least 500
component securities. In addition, at
least 90% of the weight of the Index will
be comprised of securities that have an
outstanding par value of at least $10
million and were issued as part of a
transaction of at least $100 million.
Discussion
Based on the characteristics of the
Index and the representations made in
the Requirements for Index Constituents
section above, the Exchange believes it
is appropriate to allow the listing and
trading of the Shares. The Index and
Fund satisfy all of the generic listing
requirements for Units based on a fixed
income index, except for the minimum
principal amount outstanding
14 The term ‘‘under normal market conditions’’ as
used herein includes, but is not limited to, the
absence of adverse market, economic, political or
other conditions, including extreme volatility or
trading halts in the fixed income markets or the
financial markets generally; operational issues
(such as systems failure) causing dissemination of
inaccurate market information; or force majeure
type events, natural or man-made disaster, act of
God, armed conflict, act of terrorism, riot or labor
disruption or any similar intervening circumstance.
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requirement of Commentary .02(a)(2) to
Rule 5.2–E(j)(3). A fundamental purpose
behind the minimum principal amount
outstanding requirement is to ensure
that component securities of an index
are sufficiently liquid such that the
potential for index manipulation is
reduced. The Exchange notes that the
representations in the Requirements for
Index Constituents for the Index are
comparable to those made regarding the
Bloomberg Barclays AMT-Free
Intermediate Continuous Municipal
Index, Bloomberg Barclays AMT-Free
Long Continuous Municipal Index,
Bloomberg Barclays AMT-Free Short
Continuous Municipal Index,
Bloomberg Barclays Municipal PreRefunded—Treasury-Escrowed Index,
Bloomberg Barclays Managed Money
Municipal Short Term Index, and
Bloomberg Barclays Municipal Managed
Money Index (the ‘‘Comparable
Indexes’’), which underlie series of
Units that were previously approved for
listing and trading by the Commission.15
In the Approval Order, the Commission
highlighted the representations that the
Comparable Indexes would, on a
continuous basis, contain at least 500
component securities and that at least
90% of the weight of a Comparable
Index would be comprised of securities
that have a minimum par amount of $7
million and were a constituent of an
offering where the original offering
amount was at least $75 million. The
Exchange believes that these
representations regarding the Index’s
diversification and the lack of
concentration among constituent
securities provide a strong degree of
protection against index manipulation
consistent with other proposed rule
changes relating to listing and trading of
shares of funds based on municipal
bond indexes.16
In addition, the Exchange represents
that: (1) Except for Commentary
.02(a)(2) to Rule 5.2–E(j)(3), the Index
currently satisfies all of the generic
listing standards under Commentary .02
15 The Comparable Indexes underlie, respectively,
the VanEck Vectors AMT-Free Intermediate
Municipal Index ETF, VanEck Vectors AMT-Free
Long Municipal Index ETF, VanEck Vectors AMTFree Short Municipal Index ETF, VanEck Vectors
Pre-Refunded Municipal Index ETF, SPDR Nuveen
Bloomberg Barclays Short Term Municipal Bond
ETF, and SPDR Nuveen Bloomberg Barclays
Municipal Bond ETF. See Securities Exchange Act
Release No. 82295 (December 12, 2017), 82 FR
60056 (December 18, 2017) (SR–NYSEArca–2017–
56) (Notice of Filing of Amendment No. 3 and
Order Granting Accelerated Approval of a Proposed
Rule Change, as Modified by Amendment No. 3, to
List and Trade Shares of Twelve Series of
Investment Company Units Pursuant to NYSE Arca
Rule 5.2–E(j)(3)) (the ‘‘Approval Order’’).
16 See note 5, supra. See also, the Approval
Order.
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to Rule 5.2–E(j)(3); (2) the continued
listing standards under Commentary .02
to Rule 5.2–E(j)(3), as applicable to
Units based on fixed income securities,
will apply to the Shares of the Fund;
and (3) the issuer of the Fund is
required to comply with Rule 10A–3 17
under the Act for the initial and
continued listing of the Shares. In
addition, the Exchange represents that
the Fund will comply with all other
requirements applicable to Units,
including, but not limited to,
requirements relating to the
dissemination of key information such
as the value of the Index and the
Intraday Indicative Value (‘‘IIV’’),18
rules governing the trading of equity
securities, trading hours, trading halts,
surveillance, information barriers and
the Information Bulletin, as set forth in
the Exchange rules applicable to Units
and prior Commission orders approving
the generic listing rules applicable to
the listing and trading of Units.
The current value of the Index will be
widely disseminated by one or more
major market data vendors at least once
per day, as required by Commentary
.02(b)(ii) to Rule 5.2–E(j)(3). The
portfolio of securities held by the Fund
will be disclosed daily on the Fund’s
website. Further, the Fund’s website
will contain the Fund’s prospectus and
additional data relating to net asset
value (‘‘NAV’’) and other applicable
quantitative information. The issuer has
represented that the NAV will be
calculated daily and will be made
available to all market participants at
the same time. The Index Provider is not
a broker-dealer but is affiliated with a
broker-dealer. The Index Provider will
implement and will maintain a ‘‘fire
wall’’ around the personnel who have
access to information concerning
changes and adjustments to the Index.
In addition, any advisory committee,
supervisory board or similar entity that
advises the Index Provider or that makes
decisions on the Index, methodology
and related matters, will implement and
maintain, or be subject to, procedures
designed to prevent the use and
dissemination of material non-public
information regarding the Index. The
Adviser is not registered as a brokerdealer but is affiliated with one or more
broker-dealers, and has implemented
and will maintain a fire wall with
CFR 240.10A–3.
IIV will be widely disseminated by one or
more major market data vendors at least every 15
seconds during the Exchange’s Core Trading
Session (normally, 9:30 a.m. to 4:00 p.m., E.T.
Currently, it is the Exchange’s understanding that
several major market data vendors display and/or
make widely available IIV taken from CTA or other
data feeds.
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17 17
18 The
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36643
respect to its broker-dealer affiliates
regarding access to information
concerning the composition and/or
changes to the portfolio. In the event (a)
the Adviser becomes registered as a
broker-dealer or newly affiliated with a
broker-dealer, or (b) any new adviser or
sub-adviser is a registered broker-dealer
or becomes affiliated with a brokerdealer, it will implement and maintain
a fire wall with respect to relevant
personnel and any broker-dealer affiliate
regarding access to information
concerning the composition and/or
changes to the portfolio, and will be
subject to procedures designed to
prevent the use and dissemination of
material non-public information
regarding such portfolio.
The Exchange’s existing rules require
that the issuer of the Fund notify the
Exchange of any material change to the
methodology used to determine the
composition of the Index and, therefore,
if the methodology of the Index was
changed in a manner that would
materially alter its existing composition,
the Exchange would have advance
notice and would evaluate the
modifications to determine whether the
Index remained sufficiently broad-based
and well diversified.
Availability of Information
On each business day, the Fund will
disclose on its website
(www.columbiathreadneedleetf.com) the
portfolio that will form the basis for the
Fund’s calculation of NAV at the end of
the business day.
On a daily basis, the Fund will
disclose for each portfolio security or
other financial instrument of the Fund
the following information on the Funds’
website: Ticker symbol (if applicable),
name of security and financial
instrument, a common identifier such as
CUSIP or ISIN (if applicable), number of
shares (if applicable), and dollar value
of securities and financial instruments
held in the portfolio, and percentage
weighting of the security and financial
instrument in the portfolio. The website
information will be publicly available at
no charge. The current value of the
Index will be widely disseminated by
one or more major market data vendors
at least once per day, as required by
NYSE Arca Rule 5.2–E(j)(3),
Commentary .02 (b)(ii).
The IIV for Shares of the Fund will be
disseminated by one or more major
market data vendors, updated at least
every 15 seconds during the Exchange’s
Core Trading Session, as required by
NYSE Arca Rule 5.2–E(j)(3),
Commentary .02 (c). The current value
of the Index would be widely
disseminated by one or more major
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market data vendors at least once per
day, as required by NYSE Arca Rule 5.–
(j)(3), Commentary .02 (b)(ii). In
addition, the portfolio of securities held
by the Fund will be disclosed daily on
the Fund’s website.
Investors can also obtain the Trust’s
Statement of Additional Information
(‘‘SAI’’), the Fund’s Shareholder
Reports, and its Form N–CSR and Form
N–SAR, filed twice a year. The Trust’s
SAI and Shareholder Reports are
available free upon request from the
Trust, and those documents and the
Form N–CSR and Form N–SAR may be
viewed on-screen or downloaded from
the Commission’s website at
www.sec.gov. Information regarding
market price and trading volume of the
Shares will be continually available on
a real-time basis throughout the day on
brokers’ computer screens and other
electronic services. Information
regarding the previous day’s closing
price and trading volume information
for the Shares will be published daily in
the financial section of newspapers.
Quotation and last sale information
for the Shares of the Fund will be
available via the Consolidated Tape
Association (‘‘CTA’’) high speed line.
Quotation information for investment
company securities may be obtained
through nationally recognized pricing
services through subscription
agreements or from brokers and dealers
who make markets in such securities.
Price information regarding municipal
bonds is available from third party
pricing services and major market data
vendors. Trade price and other
information relating to municipal bonds
is available through the Municipal
Securities Rulemaking Board’s
Electronic Municipal Market Access
(‘‘EMMA’’) system.
Surveillance
The Exchange represents that trading
in the Shares of the Fund will be subject
to the existing trading surveillances,
administered by the Financial Industry
Regulatory Authority (‘‘FINRA’’) on
behalf of the Exchange, or by regulatory
staff of the Exchange, which are
designed to detect violations of
Exchange rules and applicable federal
securities laws. The Exchange
represents that these procedures are
adequate to properly monitor Exchange
trading of the Shares of the Fund in all
trading sessions and to deter and detect
violations of Exchange rules and federal
securities laws applicable to trading on
the Exchange.19
19 FINRA
conducts cross-market surveillances on
behalf of the Exchange pursuant to a regulatory
services agreement. The Exchange is responsible for
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The surveillances referred to above
generally focus on detecting securities
trading outside their normal patterns,
which could be indicative of
manipulative or other violative activity.
When such situations are detected,
surveillance analysis follows and
investigations are opened, where
appropriate, to review the behavior of
all relevant parties for all relevant
trading violations.
The Exchange or FINRA, on behalf of
the Exchange, or both, will
communicate as needed regarding
trading in the Shares with other markets
and other entities that are members of
the Intermarket Surveillance Group
(‘‘ISG’’), and the Exchange or FINRA, on
behalf of the Exchange, or both, may
obtain trading information regarding
trading in the Shares from such markets
and other entities. In addition, the
Exchange may obtain information
regarding trading in the Shares from
markets and other entities that are
members of ISG or with which the
Exchange has in place a comprehensive
surveillance sharing agreement. FINRA
also can access data obtained from the
Municipal Securities Rulemaking Board
relating to municipal bond trading
activity for surveillance purposes in
connection with trading in the Shares.
2. Statutory Basis
The Exchange believes that the
proposal is consistent with Section 6(b)
of the Act 20 in general and Section
6(b)(5) of the Act 21 in particular in that
it is designed to prevent fraudulent and
manipulative acts and practices, to
promote just and equitable principles of
trade, to foster cooperation and
coordination with persons engaged in
facilitating transactions in securities, to
remove impediments to and perfect the
mechanism of a free and open market
and a national market system and, in
general, to protect investors and the
public interest.
The Exchange believes that the
proposed rule change is designed to
prevent fraudulent and manipulative
acts and practices in that the Shares of
the Fund will be listed and traded on
the Exchange pursuant to the initial and
continued listing criteria in NYSE Arca
Rule 5.2–E(j)(3), except for the
requirement in Commentary .02(a)(2)
that the component fixed income
securities, in the aggregate, account for
at least 75% of the weight of the index
each shall have a minimum principal
amount outstanding of $100 million or
FINRA’s performance under this regulatory services
agreement.
20 15 U.S.C. 78f.
21 15 U.S.C. 78f(b)(5).
PO 00000
Frm 00132
Fmt 4703
Sfmt 4703
more. The Exchange represents that
trading in the Shares will be subject to
the existing trading surveillances
administered by the Exchange as well as
cross-market surveillances administered
by FINRA on behalf of the Exchange,
which are designed to detect violations
of Exchange rules and federal securities
laws applicable to trading on the
Exchange.22 The Exchange represents
that these procedures are adequate to
properly monitor Exchange trading of
the Shares in all trading sessions and to
deter and detect violations of Exchange
rules and federal securities laws
applicable to trading on the Exchange.
The Exchange or FINRA, on behalf of
the Exchange, or both, will
communicate as needed regarding
trading in the Shares with other markets
that are members of the ISG. In addition,
the Exchange will communicate as
needed regarding trading in the Shares
with other markets that are members of
the ISG or with which the Exchange has
in place a comprehensive surveillance
sharing agreement. FINRA also can
access data obtained from the Municipal
Securities Rulemaking Board relating to
municipal bond trading activity for
surveillance purposes in connection
with trading in the Shares of the Fund.
As discussed above, the Exchange
believes that the Index is sufficiently
broad-based to deter potential
manipulation. For informational
purposes, as of May 18, 2018, the Index
included 5,613 components, the total
dollar amount outstanding of issues in
the Index was approximately
$196,572,849,000, and the average
dollar amount outstanding of issues in
the Index was approximately
$35,021,000. Whereas the Exchange’s
generic listing rules require that an
index contain securities from a
minimum of 13 non-affiliated issuers,23
the Index, as of May 18, 2018, included
securities issued by municipal entities
in 49 different states and the District of
Columbia. Further, whereas the generic
listing rules permit a single component
security to represent up to 30% of the
weight of an index and the top five
component securities to, in aggregate,
represent up to 65% of the weight of an
index,24 as of May 18, 2018,the most
heavily weighted security in the Index
represented approximately 0.37% of the
total weight of the Index and the
22 FINRA conducts cross-market surveillances on
behalf of the Exchange pursuant to a regulatory
services agreement. The Exchange is responsible for
FINRA’s performance under this regulatory services
agreement.
23 See Commentary .02(a)(5) to NYSE Arca Rule
5.2–E(j)(3).
24 See Commentary .02(a)(4) to NYSE Arca Rule
5.2–E(j)(3).
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Federal Register / Vol. 83, No. 146 / Monday, July 30, 2018 / Notices
aggregate weight of the top five most
heavily weighted securities in the Index
represented 1.41% of the total weight of
the Index. The Exchange notes that the
representations in ‘‘Requirements for
Index Constituents’’ above for the Index
are comparable to those made regarding
the Comparable Indexes, which underlie
series of Units that were previously
approved for listing and trading by the
Commission.25 The Exchange believes
that this significant diversification and
the lack of concentration among
constituent securities in the Index
provides a strong degree of protection
against index manipulation that is
consistent with other proposed rule
changes that have been approved for
listing and trading by the Commission.26
The proposed rule change is designed
to promote just and equitable principles
of trade and to protect investors and the
public interest in that a large amount of
information will be publicly available
regarding the Fund and the Shares,
thereby promoting market transparency.
The Fund’s portfolio holdings will be
disclosed on the Fund’s website daily
after the close of trading on the
Exchange and prior to the opening of
trading on the Exchange the following
day. Moreover, the IIV will be widely
disseminated by one or more major
market data vendors at least every 15
seconds during the Exchange’s Core
Trading Session. The current value of
the Index will be disseminated by one
or more major market data vendors at
least once per day. Information
regarding market price and trading
volume of the Shares will be continually
available on a real-time basis throughout
the day on brokers’ computer screens
and other electronic services, and
quotation and last sale information will
be available via the CTA high-speed
line. The website for the Fund will
include the prospectus for the Fund and
additional data relating to NAV and
other applicable quantitative
information. Moreover, prior to the
commencement of trading, the Exchange
will inform its ETP Holders in an
Information Bulletin of the special
characteristics and risks associated with
trading the Shares.
If the Exchange becomes aware that
the NAV is not being disseminated to all
market participants at the same time, it
will halt trading in the Shares until such
time as the NAV is available to all
market participants. With respect to
trading halts, the Exchange may
consider all relevant factors in
exercising its discretion to halt or
25 See
26 See
the Approval Order.
note 5, supra. See also, the Approval
suspend trading in the Shares of the
Fund. Trading also may be halted
because of market conditions or for
reasons that, in the view of the
Exchange, make trading in the Shares
inadvisable. If the IIV or the Index
values are not being disseminated as
required, the Exchange may halt trading
during the day in which the
interruption to the dissemination of the
IIV or Index value occurs. If the
interruption to the dissemination of the
IIV or Index value persists past the
trading day in which it occurred, the
Exchange will halt trading. Trading in
Shares of the Fund will be halted if the
circuit breaker parameters in NYSE Arca
Rule 7.12–E have been reached or
because of market conditions or for
reasons that, in the view of the
Exchange, make trading in the Shares
inadvisable, and trading in the Shares
will be subject to NYSE Arca Rule 7.34–
E, which sets forth circumstances under
which Shares of the Fund may be
halted. In addition, investors will have
ready access to information regarding
the IIV, and quotation and last sale
information for the Shares.
The proposed rule change is designed
to perfect the mechanism of a free and
open market and, in general, to protect
investors and the public interest in that
it will facilitate the listing and trading
of an additional type of exchange-traded
fund that holds municipal bonds and
that will enhance competition among
market participants, to the benefit of
investors and the marketplace. As noted
above, the Exchange has in place
surveillance procedures relating to
trading in the Shares and may obtain
information via ISG from other
exchanges that are members of ISG or
with which the Exchange has entered
into a comprehensive surveillance
sharing agreement. In addition,
investors will have ready access to
information regarding the IIV and
quotation and last sale information for
the Shares.
For the above reasons, the Exchange
believes that the proposed rule change
is consistent with the requirements of
Section 6(b)(5) of the Act.27
B. Self-Regulatory Organization’s
Statement on Burden on Competition
The Exchange does not believe that
the proposed rule change will impose
any burden on competition that is not
necessary or appropriate in furtherance
of the purpose of the Act. The Exchange
notes that the proposed rule change will
facilitate the listing and trading of an
additional type of Units based on a
municipal bond index that will enhance
27 15
Order.
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36645
competition among market participants,
to the benefit of investors and the
marketplace.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were solicited
or received with respect to the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the proposed rule change
does not: (i) Significantly affect the
protection of investors or the public
interest; (ii) impose any significant
burden on competition; and (iii) become
operative prior to 30 days from the date
on which it was filed, or such shorter
time as the Commission may designate,
it has become effective pursuant to
Section 19(b)(3)(A) of the Act 28 and
Rule 19b–4(f)(6) thereunder.29
The Exchange has asked the
Commission to waive the 30-day
operative delay so that the proposal may
become operative immediately upon
filing. The Commission notes that the
Exchange’s proposal is similar to
proposals the Commission has
previously approved.30 Accordingly, the
Commission believes that the proposal
raises no new or novel regulatory issues
and waiver of the 30-day operative
delay is consistent with the protection
of investors and the public interest. The
Commission therefore waives the 30-day
operative delay and designates the
proposed rule change to be operative
upon filing.31
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
it appears to the Commission that such
action is necessary or appropriate in the
public interest, for the protection of
investors, or otherwise in furtherance of
the purposes of the Act.
28 15
U.S.C. 78s(b)(3)(A).
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.
30 See, e.g., the Approval Order.
31 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).
29 17
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Federal Register / Vol. 83, No. 146 / Monday, July 30, 2018 / Notices
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:
[FR Doc. 2018–16167 Filed 7–27–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Electronic Comments
• Use the Commission’s internet
comment form (https://www.sec.gov/
rules/sro.shtml); or
• Send an email to rule-comments@
sec.gov. Please include File Number SR–
NYSEArca–2018–50 on the subject line.
[Investment Company Act Release No.
33169; 812–14833]
Advisors Asset Management, Inc. and
ETF Series Solutions; Notice of
Application
July 24, 2018.
Paper Comments
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:
• Send paper comments in triplicate
to Secretary, Securities and Exchange
Commission, 100 F Street NE,
Washington, DC 20549–1090.
daltland on DSKBBV9HB2PROD with NOTICES
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.32
Eduardo A. Aleman,
Assistant Secretary.
All submissions should refer to File
Number SR–NYSEArca–2018–50. This
file number should be included on the
subject line if email is used. To help the
Commission process and review your
comments more efficiently, please use
only one method. The Commission will
post all comments on the Commission’s
internet website (https://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–NYSEArca–2018–50 and
should be submitted on or before
August 20, 2018.
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 subadvisers without shareholder approval
and grant relief from the Disclosure
Requirements as they relate to fees paid
to the sub-advisers.
APPLICANTS: ETF Series Solutions (the
‘‘Trust’’), a Delaware statutory trust
registered under the Act as an open-end
management investment company with
multiple series, and Advisors Asset
Management, Inc. (the ‘‘Initial
Adviser’’), a Delaware corporation
registered as an investment adviser
under the Investment Advisers Act of
1940.
FILING DATES: The application was filed
on October 11, 2017 and amended on
May 3, 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 August 20, 2018, and
should be accompanied by proof of
32 17
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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: ETF Series Solutions, 615 E
Michigan Street, Milwaukee, WI 53202;
and Advisors Asset Management, Inc.,
18925 Base Camp Road, Suite 203,
Monument, CO 80132.
FOR FURTHER INFORMATION CONTACT:
Christine Y. Greenlees, Senior Counsel,
at (202) 551–6879, or Andrea
Ottomanelli Magovern, Branch Chief, at
(202) 551–6821 (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 https://
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 AAM S&P 500
High Dividend Value ETF and AAM
S&P Emerging Markets High Dividend
Value 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
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.
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Agencies
[Federal Register Volume 83, Number 146 (Monday, July 30, 2018)]
[Notices]
[Pages 36641-36646]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-16167]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-83695; File No. SR-NYSEArca-2018-50]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change Relating to the
Listing and Trading of Shares of the Columbia Multi-Sector Municipal
Income ETF
July 24, 2018.
Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given
that, on July 10, 2018, NYSE Arca, Inc. (``Exchange'' or ``NYSE Arca'')
filed with the Securities and Exchange Commission (``Commission'') the
proposed rule change as described in Items I and II below, which Items
have been prepared by the self-regulatory organization. The Commission
is publishing this notice to solicit comments on the proposed rule
change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to list and trade shares of the Columbia
Multi-Sector Municipal Income ETF (the ``Fund'') pursuant to NYSE Arca
Rule 5.2-E(j)(3), Commentary .02. The proposed rule change is available
on the Exchange's website at www.nyse.com, at the principal office of
the Exchange, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to list and trade shares (``Shares'') of the
Fund under Commentary .02 to NYSE Arca Rule 5.2-E(j)(3), which governs
the listing and trading of Investment Company Units (``Units'') \4\
based on fixed income securities indexes.\5\ As discussed below, the
Exchange is submitting this proposed rule change because the ``Index''
(as defined below) does not meet all of the ``generic'' listing
requirements of Commentary .02 to Rule 5.2-E(j)(3) applicable to the
listing of Units based on fixed income securities indexes. The Index
meets all such requirements except for those set forth in Commentary
.02(a)(2).\6\
---------------------------------------------------------------------------
\4\ An open-end investment company that issues Units, listed and
traded on the Exchange under NYSE Arca Rule 5.2-E(j)(3), seeks to
provide investment results that correspond generally to the price
and yield performance of a specific foreign or domestic stock index,
fixed income securities index or combination thereof.
\5\ The Commission previously has approved proposed rule changes
relating to listing and trading of funds based on municipal bond
indexes. See Securities Exchange Act Release Nos. 67985 (October 4,
2012), 77 FR 61804 (October 11, 2012) (SR-NYSEArca-2012-92) (order
approving proposed rule change to list and trade the iShares 2018
S&P AMT-Free Municipal Series and iShares 2019 S&P AMT-Free
Municipal Series under Rule 5.2(j)(3), Commentary .02); 72523 (July
2, 2014), 79 FR 39016 (July 9, 2014) (SRNYSEArca-2014-37) (order
approving proposed rule change to list and trade iShares 2020 S&P
AMT-Free Municipal Series under Rule 5.2(j)(3), Commentary .02); and
75468 (July 16, 2015), 80 FR 43500 (July 22, 2015) (SE-NYSEArca-
2015-25) (order approving proposed rule change to list and trade the
iShares iBonds Dec 2021 AMT-Free Muni Bond ETF and iShares iBonds
Dec 2022 AMT-Free Muni Bond ETF under Rule 5.2(j)(3), Commentary
.02). See also Securities Exchange Act Release Nos. 78329 (July 14,
2016), 81 FR 47217 (July 20, 2016) (SR-BatsBZX-2016-01) (order
approving the listing and trading of the VanEck Vectors AMT-Free 6-8
Year Municipal Index ETF, VanEck Vectors AMT-Free 8-12 Year
Municipal Index ETF, and VanEck Vectors AMT-Free 12-17 Year
Municipal Index ETF).
\6\ Commentary .02(a)(2) provides that Fixed Income Security
components that in aggregate account for at least 75% of the Fixed
Income Securities portion of the weight of the index or portfolio
each shall have a minimum original principal amount outstanding of
$100 million or more.
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[[Page 36642]]
Description of the Shares and the Fund
The Fund is a series of the Columbia ETF Trust I (the Trust).\7\
Columbia Management Investment Advisers, LLC (the ``Adviser'') will be
the investment advisor for the Fund. BNY Mellon Corporation will serve
as the custodian, administrator, and transfer agent for the Fund. ALPS
Distributors, Inc. will act as the distributor for the Fund's Shares.
---------------------------------------------------------------------------
\7\ The Trust is registered under the Investment Company Act of
1940 (15 U.S.C. 80a) (``1940 Act''). On May 4, 2018, the Trust filed
with the Commission its registration statement on Form N-1A under
the Securities Act of 1933 (15 U.S.C. 77a), and under the 1940 Act
relating to the Fund (File Nos. 333-209996 and 811-22736)
(``Registration Statement''). The Trust will file an amendment to
the Registration Statement as necessary to conform to the
representations in this filing. The description of the operation of
the Trust and the Fund herein is based, in part, on the Registration
Statement. In addition, the Commission has issued an order granting
certain exemptive relief to the Trust under the 1940 Act. See
Investment Company Act Release No. 32134, (May 31, 2016) (File No.
812-14552).
---------------------------------------------------------------------------
Beta Advantage[reg] Multi-Sector Municipal Bond Index
According to the Registration Statement, the investment objective
of the Fund is to seek investment results that correspond (before fees
and expenses) to the performance of the Beta Advantage[reg] Multi-
Sector Municipal Bond Index (the ``Index''), a multistate index of
fixed income municipal bond securities.\8\
---------------------------------------------------------------------------
\8\ The Index is owned and calculated by Bloomberg Index
Services Limited (``Index Provider''), which is not affiliated with
the Fund or the Adviser.
---------------------------------------------------------------------------
The Index reflects a rules-based, multi-sector strategic beta
approach to measuring the performance of the U.S. tax-exempt bond
market, including municipal bonds issued by or on behalf of state or
local governmental units whose interest is exempt from regular federal
income tax, through representation of the following five sectors of the
municipal debt market in the Index (percentages noted below are sector
weights within the Index):
core revenue (45% of Index weight); \9\
---------------------------------------------------------------------------
\9\ Core revenue includes certain bonds in the Bloomberg
Barclays Municipal Bond: Electric Index, the Bloomberg Barclays
Municipal Bond: Transportation Index, the Bloomberg Barclays
Municipal Bond: Education Index, and the Bloomberg Barclays
Municipal Bond: Leasing Index. The Exchange represents, for
informational purposes, that, as of May 18, 2018, this sector
included 1,476 bonds, and that such bonds had an outstanding par
value of at least $15 million ($10 million for the Bloomberg
Barclays Municipal Bond: Leasing Index), and were issued as part of
a transaction of at least $100 million.
---------------------------------------------------------------------------
health care (20% of Index weight);\10\
---------------------------------------------------------------------------
\10\ Health care includes certain bonds in the Bloomberg
Barclays Municipal Bond: Hospital Index. The Exchange represents,
for informational purposes, that, as of May 18, 2018, this sector
included 1,380 bonds, and that such bonds had an outstanding par
value of at least $10 million and were issued as part of a
transaction of at least $100 million.
---------------------------------------------------------------------------
high quality revenue bonds (15% of Index weight);\11\
---------------------------------------------------------------------------
\11\ High quality revenue bonds include certain bonds in the
Bloomberg Barclays Municipal Bond: Housing Index and the Bloomberg
Barclays Municipal Bond: Water & Sewer Index. The Exchange
represents, for informational purposes, that, as of May 18, 2018,
this sector included 701 bonds, and that such bonds included in the
Bloomberg Barclays Municipal Bond: Housing Index had an outstanding
par value of at least $10 million and were issued as part of a
transaction of at least $100 million; and that such bonds included
in the Bloomberg Barclays Municipal Bond: Water & Sewer Index had an
outstanding par value of at least $15 million and were issued as
part of a transaction of at least $100 million.
---------------------------------------------------------------------------
general obligation (GO) bonds (10% of Index weight);\12\
and
---------------------------------------------------------------------------
\12\ GO bonds include certain bonds in the Bloomberg Barclays
Municipal Bond: GO Index. The Exchange represents, for informational
purposes, that, as of May 18, 2018, this sector included 1,668
bonds, and that such bonds had an outstanding par value of at least
$15 million and were issued as part of a transaction of at least
$100 million.
---------------------------------------------------------------------------
high yield debt (10% of Index weight).\13\
---------------------------------------------------------------------------
\13\ High yield debt includes certain bonds in the Bloomberg
Barclays Municipal High Yield Bond Index. The Exchange represents,
for informational purposes, that, as of May 18, 2018, this sector
included 388 bonds, and that such bonds had an outstanding par value
of at least $5 million and were issued as part of a transaction of
at least $25 million.
---------------------------------------------------------------------------
Each of the sectors in [sic] other than the high yield debt sector
is derived from a sub-set index or indices of the Bloomberg Barclays
Municipal Bond Index (the ``Parent Index''), which serves as each
sector's initial universe of eligible securities for inclusion in the
Index. The Parent Index is a broad-based, market value-weighted index
designed to measure the performance of the U.S. municipal bond market.
The Index is designed to achieve higher yields and stronger risk-
adjusted returns relative to that of the Parent Index. The Index's
allocation to each of the five sectors is fixed and, as such, will not
vary as a result of Index rebalancing or reconstitution. The five
sectors will generate all of the component securities of the Index.
The Exchange represents, for informational purposes, that, as of
May 18, 2018, the Index included 5,613 component fixed income municipal
bond securities from issuers in 49 different states and the District of
Columbia. The most heavily weighted security in the Index represented
approximately 0.37% of the total weight of the Index and the aggregate
weight of the top five most heavily weighted securities in the Index
represented 1.41% of the total weight of the Index. Approximately
19.22% of the weight of the components in the Index had a minimum
original principal outstanding of $100 million or more. In addition,
the total dollar amount outstanding of issues in the Index was
approximately $196,572,849,000 and the average dollar amount
outstanding of issues in the Index was approximately $35,021,000.
The Fund will invest, under normal market conditions,\14\ at least
80% of its assets in securities within the Index or in securities that
the Adviser determines have economic characteristics that are
substantially the same as the economic characteristics of the
securities within the Index. The Fund will accordingly invest at least
80% of its net assets (plus borrowings for investment purposes) in
bonds and other debt instruments issued by or on behalf of state or
local governmental units whose interest is exempt from U.S. federal
income tax.
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\14\ The term ``under normal market conditions'' as used herein
includes, but is not limited to, the absence of adverse market,
economic, political or other conditions, including extreme
volatility or trading halts in the fixed income markets or the
financial markets generally; operational issues (such as systems
failure) causing dissemination of inaccurate market information; or
force majeure type events, natural or man-made disaster, act of God,
armed conflict, act of terrorism, riot or labor disruption or any
similar intervening circumstance.
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Other Investments
While the Fund, under normal market conditions, will invest at
least 80% of the Fund's assets in securities within the Index or in
securities that the Adviser determines have economic characteristics
that are substantially the same as the economic characteristics of the
securities within the Index, the Fund may invest its remaining assets
in cash and cash equivalents such as repurchase agreements and money
market funds.
Requirements for Index Constituents
The Index will contain at least 500 component securities. In
addition, at least 90% of the weight of the Index will be comprised of
securities that have an outstanding par value of at least $10 million
and were issued as part of a transaction of at least $100 million.
Discussion
Based on the characteristics of the Index and the representations
made in the Requirements for Index Constituents section above, the
Exchange believes it is appropriate to allow the listing and trading of
the Shares. The Index and Fund satisfy all of the generic listing
requirements for Units based on a fixed income index, except for the
minimum principal amount outstanding
[[Page 36643]]
requirement of Commentary .02(a)(2) to Rule 5.2-E(j)(3). A fundamental
purpose behind the minimum principal amount outstanding requirement is
to ensure that component securities of an index are sufficiently liquid
such that the potential for index manipulation is reduced. The Exchange
notes that the representations in the Requirements for Index
Constituents for the Index are comparable to those made regarding the
Bloomberg Barclays AMT-Free Intermediate Continuous Municipal Index,
Bloomberg Barclays AMT-Free Long Continuous Municipal Index, Bloomberg
Barclays AMT-Free Short Continuous Municipal Index, Bloomberg Barclays
Municipal Pre-Refunded--Treasury-Escrowed Index, Bloomberg Barclays
Managed Money Municipal Short Term Index, and Bloomberg Barclays
Municipal Managed Money Index (the ``Comparable Indexes''), which
underlie series of Units that were previously approved for listing and
trading by the Commission.\15\ In the Approval Order, the Commission
highlighted the representations that the Comparable Indexes would, on a
continuous basis, contain at least 500 component securities and that at
least 90% of the weight of a Comparable Index would be comprised of
securities that have a minimum par amount of $7 million and were a
constituent of an offering where the original offering amount was at
least $75 million. The Exchange believes that these representations
regarding the Index's diversification and the lack of concentration
among constituent securities provide a strong degree of protection
against index manipulation consistent with other proposed rule changes
relating to listing and trading of shares of funds based on municipal
bond indexes.\16\
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\15\ The Comparable Indexes underlie, respectively, the VanEck
Vectors AMT-Free Intermediate Municipal Index ETF, VanEck Vectors
AMT-Free Long Municipal Index ETF, VanEck Vectors AMT-Free Short
Municipal Index ETF, VanEck Vectors Pre-Refunded Municipal Index
ETF, SPDR Nuveen Bloomberg Barclays Short Term Municipal Bond ETF,
and SPDR Nuveen Bloomberg Barclays Municipal Bond ETF. See
Securities Exchange Act Release No. 82295 (December 12, 2017), 82 FR
60056 (December 18, 2017) (SR-NYSEArca-2017-56) (Notice of Filing of
Amendment No. 3 and Order Granting Accelerated Approval of a
Proposed Rule Change, as Modified by Amendment No. 3, to List and
Trade Shares of Twelve Series of Investment Company Units Pursuant
to NYSE Arca Rule 5.2-E(j)(3)) (the ``Approval Order'').
\16\ See note 5, supra. See also, the Approval Order.
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In addition, the Exchange represents that: (1) Except for
Commentary .02(a)(2) to Rule 5.2-E(j)(3), the Index currently satisfies
all of the generic listing standards under Commentary .02 to Rule 5.2-
E(j)(3); (2) the continued listing standards under Commentary .02 to
Rule 5.2-E(j)(3), as applicable to Units based on fixed income
securities, will apply to the Shares of the Fund; and (3) the issuer of
the Fund is required to comply with Rule 10A-3 \17\ under the Act for
the initial and continued listing of the Shares. In addition, the
Exchange represents that the Fund will comply with all other
requirements applicable to Units, including, but not limited to,
requirements relating to the dissemination of key information such as
the value of the Index and the Intraday Indicative Value (``IIV''),\18\
rules governing the trading of equity securities, trading hours,
trading halts, surveillance, information barriers and the Information
Bulletin, as set forth in the Exchange rules applicable to Units and
prior Commission orders approving the generic listing rules applicable
to the listing and trading of Units.
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\17\ 17 CFR 240.10A-3.
\18\ The IIV will be widely disseminated by one or more major
market data vendors at least every 15 seconds during the Exchange's
Core Trading Session (normally, 9:30 a.m. to 4:00 p.m., E.T.
Currently, it is the Exchange's understanding that several major
market data vendors display and/or make widely available IIV taken
from CTA or other data feeds.
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The current value of the Index will be widely disseminated by one
or more major market data vendors at least once per day, as required by
Commentary .02(b)(ii) to Rule 5.2-E(j)(3). The portfolio of securities
held by the Fund will be disclosed daily on the Fund's website.
Further, the Fund's website will contain the Fund's prospectus and
additional data relating to net asset value (``NAV'') and other
applicable quantitative information. The issuer has represented that
the NAV will be calculated daily and will be made available to all
market participants at the same time. The Index Provider is not a
broker-dealer but is affiliated with a broker-dealer. The Index
Provider will implement and will maintain a ``fire wall'' around the
personnel who have access to information concerning changes and
adjustments to the Index. In addition, any advisory committee,
supervisory board or similar entity that advises the Index Provider or
that makes decisions on the Index, methodology and related matters,
will implement and maintain, or be subject to, procedures designed to
prevent the use and dissemination of material non-public information
regarding the Index. The Adviser is not registered as a broker-dealer
but is affiliated with one or more broker-dealers, and has implemented
and will maintain a fire wall with respect to its broker-dealer
affiliates regarding access to information concerning the composition
and/or changes to the portfolio. In the event (a) the Adviser becomes
registered as a broker-dealer or newly affiliated with a broker-dealer,
or (b) any new adviser or sub-adviser is a registered broker-dealer or
becomes affiliated with a broker-dealer, it will implement and maintain
a fire wall with respect to relevant personnel and any broker-dealer
affiliate regarding access to information concerning the composition
and/or changes to the portfolio, and will be subject to procedures
designed to prevent the use and dissemination of material non-public
information regarding such portfolio.
The Exchange's existing rules require that the issuer of the Fund
notify the Exchange of any material change to the methodology used to
determine the composition of the Index and, therefore, if the
methodology of the Index was changed in a manner that would materially
alter its existing composition, the Exchange would have advance notice
and would evaluate the modifications to determine whether the Index
remained sufficiently broad-based and well diversified.
Availability of Information
On each business day, the Fund will disclose on its website
(www.columbiathreadneedleetf.com) the portfolio that will form the
basis for the Fund's calculation of NAV at the end of the business day.
On a daily basis, the Fund will disclose for each portfolio
security or other financial instrument of the Fund the following
information on the Funds' website: Ticker symbol (if applicable), name
of security and financial instrument, a common identifier such as CUSIP
or ISIN (if applicable), number of shares (if applicable), and dollar
value of securities and financial instruments held in the portfolio,
and percentage weighting of the security and financial instrument in
the portfolio. The website information will be publicly available at no
charge. The current value of the Index will be widely disseminated by
one or more major market data vendors at least once per day, as
required by NYSE Arca Rule 5.2-E(j)(3), Commentary .02 (b)(ii).
The IIV for Shares of the Fund will be disseminated by one or more
major market data vendors, updated at least every 15 seconds during the
Exchange's Core Trading Session, as required by NYSE Arca Rule 5.2-
E(j)(3), Commentary .02 (c). The current value of the Index would be
widely disseminated by one or more major
[[Page 36644]]
market data vendors at least once per day, as required by NYSE Arca
Rule 5.-(j)(3), Commentary .02 (b)(ii). In addition, the portfolio of
securities held by the Fund will be disclosed daily on the Fund's
website.
Investors can also obtain the Trust's Statement of Additional
Information (``SAI''), the Fund's Shareholder Reports, and its Form N-
CSR and Form N-SAR, filed twice a year. The Trust's SAI and Shareholder
Reports are available free upon request from the Trust, and those
documents and the Form N-CSR and Form N-SAR may be viewed on-screen or
downloaded from the Commission's website at www.sec.gov. Information
regarding market price and trading volume of the Shares will be
continually available on a real-time basis throughout the day on
brokers' computer screens and other electronic services. Information
regarding the previous day's closing price and trading volume
information for the Shares will be published daily in the financial
section of newspapers.
Quotation and last sale information for the Shares of the Fund will
be available via the Consolidated Tape Association (``CTA'') high speed
line. Quotation information for investment company securities may be
obtained through nationally recognized pricing services through
subscription agreements or from brokers and dealers who make markets in
such securities. Price information regarding municipal bonds is
available from third party pricing services and major market data
vendors. Trade price and other information relating to municipal bonds
is available through the Municipal Securities Rulemaking Board's
Electronic Municipal Market Access (``EMMA'') system.
Surveillance
The Exchange represents that trading in the Shares of the Fund will
be subject to the existing trading surveillances, administered by the
Financial Industry Regulatory Authority (``FINRA'') on behalf of the
Exchange, or by regulatory staff of the Exchange, which are designed to
detect violations of Exchange rules and applicable federal securities
laws. The Exchange represents that these procedures are adequate to
properly monitor Exchange trading of the Shares of the Fund in all
trading sessions and to deter and detect violations of Exchange rules
and federal securities laws applicable to trading on the Exchange.\19\
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\19\ FINRA conducts cross-market surveillances on behalf of the
Exchange pursuant to a regulatory services agreement. The Exchange
is responsible for FINRA's performance under this regulatory
services agreement.
---------------------------------------------------------------------------
The surveillances referred to above generally focus on detecting
securities trading outside their normal patterns, which could be
indicative of manipulative or other violative activity. When such
situations are detected, surveillance analysis follows and
investigations are opened, where appropriate, to review the behavior of
all relevant parties for all relevant trading violations.
The Exchange or FINRA, on behalf of the Exchange, or both, will
communicate as needed regarding trading in the Shares with other
markets and other entities that are members of the Intermarket
Surveillance Group (``ISG''), and the Exchange or FINRA, on behalf of
the Exchange, or both, may obtain trading information regarding trading
in the Shares from such markets and other entities. In addition, the
Exchange may obtain information regarding trading in the Shares from
markets and other entities that are members of ISG or with which the
Exchange has in place a comprehensive surveillance sharing agreement.
FINRA also can access data obtained from the Municipal Securities
Rulemaking Board relating to municipal bond trading activity for
surveillance purposes in connection with trading in the Shares.
2. Statutory Basis
The Exchange believes that the proposal is consistent with Section
6(b) of the Act \20\ in general and Section 6(b)(5) of the Act \21\ in
particular in that it is designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in facilitating transactions in securities, to remove
impediments to and perfect the mechanism of a free and open market and
a national market system and, in general, to protect investors and the
public interest.
---------------------------------------------------------------------------
\20\ 15 U.S.C. 78f.
\21\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
The Exchange believes that the proposed rule change is designed to
prevent fraudulent and manipulative acts and practices in that the
Shares of the Fund will be listed and traded on the Exchange pursuant
to the initial and continued listing criteria in NYSE Arca Rule 5.2-
E(j)(3), except for the requirement in Commentary .02(a)(2) that the
component fixed income securities, in the aggregate, account for at
least 75% of the weight of the index each shall have a minimum
principal amount outstanding of $100 million or more. The Exchange
represents that trading in the Shares will be subject to the existing
trading surveillances administered by the Exchange as well as cross-
market surveillances administered by FINRA on behalf of the Exchange,
which are designed to detect violations of Exchange rules and federal
securities laws applicable to trading on the Exchange.\22\ The Exchange
represents that these procedures are adequate to properly monitor
Exchange trading of the Shares in all trading sessions and to deter and
detect violations of Exchange rules and federal securities laws
applicable to trading on the Exchange. The Exchange or FINRA, on behalf
of the Exchange, or both, will communicate as needed regarding trading
in the Shares with other markets that are members of the ISG. In
addition, the Exchange will communicate as needed regarding trading in
the Shares with other markets that are members of the ISG or with which
the Exchange has in place a comprehensive surveillance sharing
agreement. FINRA also can access data obtained from the Municipal
Securities Rulemaking Board relating to municipal bond trading activity
for surveillance purposes in connection with trading in the Shares of
the Fund.
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\22\ FINRA conducts cross-market surveillances on behalf of the
Exchange pursuant to a regulatory services agreement. The Exchange
is responsible for FINRA's performance under this regulatory
services agreement.
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As discussed above, the Exchange believes that the Index is
sufficiently broad-based to deter potential manipulation. For
informational purposes, as of May 18, 2018, the Index included 5,613
components, the total dollar amount outstanding of issues in the Index
was approximately $196,572,849,000, and the average dollar amount
outstanding of issues in the Index was approximately $35,021,000.
Whereas the Exchange's generic listing rules require that an index
contain securities from a minimum of 13 non-affiliated issuers,\23\ the
Index, as of May 18, 2018, included securities issued by municipal
entities in 49 different states and the District of Columbia. Further,
whereas the generic listing rules permit a single component security to
represent up to 30% of the weight of an index and the top five
component securities to, in aggregate, represent up to 65% of the
weight of an index,\24\ as of May 18, 2018,the most heavily weighted
security in the Index represented approximately 0.37% of the total
weight of the Index and the
[[Page 36645]]
aggregate weight of the top five most heavily weighted securities in
the Index represented 1.41% of the total weight of the Index. The
Exchange notes that the representations in ``Requirements for Index
Constituents'' above for the Index are comparable to those made
regarding the Comparable Indexes, which underlie series of Units that
were previously approved for listing and trading by the Commission.\25\
The Exchange believes that this significant diversification and the
lack of concentration among constituent securities in the Index
provides a strong degree of protection against index manipulation that
is consistent with other proposed rule changes that have been approved
for listing and trading by the Commission.\26\
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\23\ See Commentary .02(a)(5) to NYSE Arca Rule 5.2-E(j)(3).
\24\ See Commentary .02(a)(4) to NYSE Arca Rule 5.2-E(j)(3).
\25\ See the Approval Order.
\26\ See note 5, supra. See also, the Approval Order.
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The proposed rule change is designed to promote just and equitable
principles of trade and to protect investors and the public interest in
that a large amount of information will be publicly available regarding
the Fund and the Shares, thereby promoting market transparency. The
Fund's portfolio holdings will be disclosed on the Fund's website daily
after the close of trading on the Exchange and prior to the opening of
trading on the Exchange the following day. Moreover, the IIV will be
widely disseminated by one or more major market data vendors at least
every 15 seconds during the Exchange's Core Trading Session. The
current value of the Index will be disseminated by one or more major
market data vendors at least once per day. Information regarding market
price and trading volume of the Shares will be continually available on
a real-time basis throughout the day on brokers' computer screens and
other electronic services, and quotation and last sale information will
be available via the CTA high-speed line. The website for the Fund will
include the prospectus for the Fund and additional data relating to NAV
and other applicable quantitative information. Moreover, prior to the
commencement of trading, the Exchange will inform its ETP Holders in an
Information Bulletin of the special characteristics and risks
associated with trading the Shares.
If the Exchange becomes aware that the NAV is not being
disseminated to all market participants at the same time, it will halt
trading in the Shares until such time as the NAV is available to all
market participants. With respect to trading halts, the Exchange may
consider all relevant factors in exercising its discretion to halt or
suspend trading in the Shares of the Fund. Trading also may be halted
because of market conditions or for reasons that, in the view of the
Exchange, make trading in the Shares inadvisable. If the IIV or the
Index values are not being disseminated as required, the Exchange may
halt trading during the day in which the interruption to the
dissemination of the IIV or Index value occurs. If the interruption to
the dissemination of the IIV or Index value persists past the trading
day in which it occurred, the Exchange will halt trading. Trading in
Shares of the Fund will be halted if the circuit breaker parameters in
NYSE Arca Rule 7.12-E have been reached or because of market conditions
or for reasons that, in the view of the Exchange, make trading in the
Shares inadvisable, and trading in the Shares will be subject to NYSE
Arca Rule 7.34-E, which sets forth circumstances under which Shares of
the Fund may be halted. In addition, investors will have ready access
to information regarding the IIV, and quotation and last sale
information for the Shares.
The proposed rule change is designed to perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest in that it will facilitate the listing and trading of
an additional type of exchange-traded fund that holds municipal bonds
and that will enhance competition among market participants, to the
benefit of investors and the marketplace. As noted above, the Exchange
has in place surveillance procedures relating to trading in the Shares
and may obtain information via ISG from other exchanges that are
members of ISG or with which the Exchange has entered into a
comprehensive surveillance sharing agreement. In addition, investors
will have ready access to information regarding the IIV and quotation
and last sale information for the Shares.
For the above reasons, the Exchange believes that the proposed rule
change is consistent with the requirements of Section 6(b)(5) of the
Act.\27\
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\27\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition
The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purpose of the Act. The Exchange notes that the
proposed rule change will facilitate the listing and trading of an
additional type of Units based on a municipal bond index that will
enhance competition among market participants, to the benefit of
investors and the marketplace.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the proposed rule change does not: (i) Significantly affect
the protection of investors or the public interest; (ii) impose any
significant burden on competition; and (iii) become operative prior to
30 days from the date on which it was filed, or such shorter time as
the Commission may designate, it has become effective pursuant to
Section 19(b)(3)(A) of the Act \28\ and Rule 19b-4(f)(6)
thereunder.\29\
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\28\ 15 U.S.C. 78s(b)(3)(A).
\29\ 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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The Exchange has asked the Commission to waive the 30-day operative
delay so that the proposal may become operative immediately upon
filing. The Commission notes that the Exchange's proposal is similar to
proposals the Commission has previously approved.\30\ Accordingly, the
Commission believes that the proposal raises no new or novel regulatory
issues and waiver of the 30-day operative delay is consistent with the
protection of investors and the public interest. The Commission
therefore waives the 30-day operative delay and designates the proposed
rule change to be operative upon filing.\31\
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\30\ See, e.g., the Approval Order.
\31\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
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At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.
[[Page 36646]]
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 (https://www.sec.gov/rules/sro.shtml); or
Send an email to [email protected]. Please include
File Number SR-NYSEArca-2018-50 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-NYSEArca-2018-50. This
file number should be included on the subject line if email is used. To
help the Commission process and review your comments more efficiently,
please use only one method. The Commission will post all comments on
the Commission's internet website (https://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-NYSEArca-2018-50 and should be submitted
on or before August 20, 2018.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\32\
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\32\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-16167 Filed 7-27-18; 8:45 am]
BILLING CODE 8011-01-P