Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing of Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade Shares of the Amplify BlackSwan Growth & Treasury Core ETF Under Commentary .02 to NYSE Arca Rule 5.2-E(j)(3), 42188-42193 [2018-17832]
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Federal Register / Vol. 83, No. 161 / Monday, August 20, 2018 / Notices
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–
NYSEAMER–2018–40 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.
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All submissions should refer to File
Number SR–NYSEAMER–2018–40. 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–NYSEAMER–2018–40 and
should be submitted on or before
September 10, 2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.22
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2018–17829 Filed 8–17–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–83845; File No. SR–
NYSEArca–2018–57]
Self-Regulatory Organizations; NYSE
Arca, Inc.; Notice of Filing of Proposed
Rule Change, as Modified by
Amendment No. 1, To List and Trade
Shares of the Amplify BlackSwan
Growth & Treasury Core ETF Under
Commentary .02 to NYSE Arca Rule
5.2–E(j)(3)
August 14, 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 31,
2018, NYSE Arca, Inc. (‘‘NYSE Arca’’ or
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) a proposed rule
change. On August 10, 2018, the
Exchange filed Amendment No. 1 to the
proposed rule change, as described in
Items I and II below, which Items have
been prepared by the Exchange. The
Commission is publishing this notice to
solicit comments on the proposed rule
change, as modified by Amendment No.
1, 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 the shares of the following fund of
the Amplify ETF Trust under
Commentary .02 to NYSE Arca Rule
5.2–E(j)(3) (‘‘Investment Company
Units’’): the Amplify BlackSwan Growth
& Treasury Core ETF. This Amendment
No. 1 to SR–NYSEArca–2018–57
replaces SR–NYSEArca–2018–57 as
originally filed and supersedes such
filing in its entirety. The proposed
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.
1 15
U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15
22 17
CFR 200.30–3(a)(12).
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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 Amplify
BlackSwan Growth & Treasury Core ETF
(‘‘Fund’’) under Commentary .02 to
NYSE Arca Rule 5.2–E(j)(3), which
governs the listing and trading of
Investment Company Units (‘‘Units’’) on
the Exchange.4 The Fund will be an
index-based exchange traded fund
(‘‘ETF’’). The Shares will be offered by
the Amplify ETF Trust (‘‘Trust’’), which
is registered with the Commission as an
investment company and has filed a
registration statement on Form N–1A
(‘‘Registration Statement’’) with the
Commission on behalf of the Fund.5
Amplify Investments LLC will be the
investment adviser (‘‘Adviser’’) to the
Fund. CSAT Investment Advisory, L.P.,
d/b/a Exponential ETFs will serve as
sub-adviser for the Fund (‘‘SubAdviser’’). U.S. Bancorp Fund Services,
LLC will be the administrator, custodian
and fund accounting and transfer agent
for the Fund. Quasar Distributors LLC
will serve as the distributor for the
Fund.
Commentary .02(b)(i) to Rule 5.2–
E(j)(3) provides that, if the applicable
index is maintained by a broker-dealer
or fund advisor, the broker-dealer or
fund advisor shall erect and maintain a
‘‘fire wall’’ around the personnel who
have access to information concerning
changes and adjustments to the index.6
4 NYSE Arca Rule 5.2–E(j)(3)(A) provides that an
Investment Company Unit is a security that
represents an interest in a registered investment
company that holds securities comprising, or
otherwise based on or representing an interest in,
an index or portfolio of securities (or holds
securities in another registered investment
company that holds securities comprising, or
otherwise based on or representing an interest in,
an index or portfolio of securities).
5 See Post-Effective Amendment No. 65 to
Registration Statement on Form N–1A for the Trust,
dated June 26, 2018 (File Nos. 333–207937 and
811–23108). The descriptions of the Fund and the
Shares contained herein are based, in part, on
information in the Registration Statement. In
addition, the Commission has issued an order
granting certain exemptive relief to the Trust under
the Investment Company Act of 1940 (15 U.S.C.
80a–1) (‘‘1940 Act’’). See Investment Company Act
Release No. 31822 (September 14, 2015) (File No.
812–14424) (‘‘Exemptive Order’’).
6 An investment adviser to an open-end fund is
required to be registered under the Investment
Advisers Act of 1940 (the ‘‘Advisers Act’’). As a
result, the Adviser and Sub-adviser are subject to
the provisions of Rule 204A–1 under the Advisers
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The ‘‘Index Provider’’ (‘‘ARGI
Investment Services LLC’’) is registered
as an investment adviser but is not
registered as a broker-dealer or affiliated
with a broker-dealer.7 The Adviser is
not registered as a broker-dealer but is
affiliated with a broker-dealer and has
implemented and will maintain a fire
wall with respect to its broker-dealer
affiliate regarding access to information
concerning the composition and/or
changes to the Fund’s portfolio. The
Sub-Adviser is not registered as a
broker-dealer or affiliated with a brokerdealer. In the event (a) the Adviser or
the Sub-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 its relevant
personnel or its 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 is submitting this
proposed rule change because the Index
for the Fund does not meet all of the
‘‘generic’’ listing requirements of
Commentary .02(a) to NYSE Arca Rule
5.2–E(j)(3), applicable to the listing of
Units based on an index of ‘‘Fixed
Income Securities.’’ 8 Specifically,
Commentary .02(a) to NYSE Arca Rule
5.2–E(j)(3) sets forth the requirements to
be met by components of an index or
portfolio of Fixed Income Securities
underlying a series of Units. Because, as
discussed in more detail herein, the
ARGI BlackSwan Core Index (the
‘‘Index’’) will include ‘‘LEAPS’’ (as
described below), the Index does not
satisfy the requirements of Commentary
.02(a)(1) to Rule 5.2–E(j)(3).9 The
Act relating to codes of ethics. This Rule requires
investment advisers to adopt a code of ethics that
reflects the fiduciary nature of the relationship to
clients as well as compliance with other applicable
securities laws. Accordingly, procedures designed
to prevent the communication and misuse of nonpublic information by an investment adviser must
be consistent with Rule 204A–1 under the Advisers
Act.
7 The Index Provider is not affiliated with the
Fund, Adviser or Sub-Adviser.
8 Commentary .02 to NYSE Arca Rule 5.2–E(j)(3)
states that Fixed Income Securities are debt
securities that are notes, bonds, debentures or
evidence of indebtedness that include, but are not
limited to, U.S. Department of Treasury securities,
government-sponsored entity securities, municipal
securities, trust preferred securities, supranational
debt and debt of a foreign country or a subdivision
thereof.
9 Commentary .02(a)(1) to Rule 5.2–E(j)(3)
provides that, with respect to components of an
index or portfolio underlying a series of Units listed
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Exchange represents that the Index will
meet each of the initial and continued
listing criteria in Commentary .02 to
Rule 5.2–E(j)(3) with the exception of
the requirements of Commentary .02
(a)(1) to Rule 5.2–E(j)(3).
Amplify BlackSwan Growth & Treasury
Core ETF
Principal Investments
According to the Registration
Statement, the Fund will seek
investment results that generally
correspond (before fees and expenses) to
the price and yield of the Index. Under
normal market conditions,10 the Fund
will invest at least 80% of its total assets
in the securities that comprise the
Index, which are U.S. Treasury
securities and long-dated call options
(‘‘LEAPS’’) 11 on the SPDR S&P 500 ETF
Trust (‘‘SPY’’).12 These options are
referred to herein as ‘‘SPY LEAPS’’. The
Fund, using an indexing investment
approach, attempts to replicate, before
fees and expenses, the performance of
the Index.13 The Index was created and
is maintained by the Index Provider.
According to the Registration
Statement, the Index is a rules-based,
quantitative index that seeks to provide
capital protection against the
unpredictable, rare and highly
disruptive events that have come to be
referred to as ‘‘Black Swans.’’ The Index
endeavors to provide investment returns
that correspond to those of the S&P 500
Index, while mitigating against
significant losses. One portion of the
Index is a portfolio of U.S. Treasury
securities and the other is a portfolio of
SPY LEAPS. Twice a year, in June and
December, on the Index reconstitution
and rebalance date, the Index places
pursuant to Rule 19b–4(e) under the Act, the
following criterion shall be met on an initial and
continued listing basis: The index or portfolio must
consist of (a) only Fixed Income Securities or (b)
Fixed Income Securities and cash.
10 For purposes of this filing, the term ‘‘normal
market conditions’’ is as that term is defined in
NYSE Arca Rule 8.600–E(c)(5).
11 Long-term Equity AnticiPation SecuritiesSM
(‘‘LEAPS®’’) are long-term exchange-traded call
options. Call options allow holders the opportunity
to participate in the underlying securities’
appreciation in excess of a specified strike price
without receiving payments equivalent to any cash
dividends declared on the underlying securities. A
holder of a LEAPS will be entitled to receive a
specified number of shares of the underlying stock
upon payment of the strike price, and therefore the
LEAPS will be exercisable when the price of the
underlying stock is above the strike price. However,
if at expiration the price of the underlying stock is
at or below the strike price, the LEAPS will expire
and be worthless. LEAPS are traded on U.S. options
exchanges.
12 Shares of the SPDR S&P 500 ETF Trust are
listed and traded on the Exchange.
13 The Index is compiled by the Index Provider
and calculated by S-Network Global Indexes, Inc.
(the ‘‘Calculation Agent’’).
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42189
90% of its index market capitalization
in the portfolio of U.S. Treasury
securities and 10% of its index market
capitalization in the portfolio of LEAPS.
According to the Registration
Statement, the U.S. Treasury portfolio of
the Index is comprised of 2-, 3-, 5-,
7-, 10- and 30-year U.S. Treasury
securities that cumulatively provide a
portfolio duration that matches the
initial duration of the 10-year U.S.
Treasury security.
The LEAPS portfolio of the Index is
composed of in-the-money LEAPS that,
at the time of purchase, had expirations
of at least one year and one day in the
future and expire in either June or
December, as applicable.14 For the
LEAPS in the Index and in which the
Fund invests, the reference asset is SPY.
The LEAPS will generally have a delta
of 70 at the time of purchase, meaning
that for every $1.00 of movement in the
share price of SPY, the price of the
LEAPS will have a corresponding
movement of $0.70. LEAPS positions
are reconstituted twice per year on the
first trading day of June and December.
At each June reconstitution, the Index
liquidates its existing June LEAPS and
purchases LEAPS that expire the
following June. The December LEAPS
positions will remain unchanged at each
June reconstitution. At each December
reconstitution, the Index liquidates its
existing December LEAPS and
purchases LEAPS that expire the
following December. The June LEAPS
positions will remain unchanged at each
December reconstitution. Net gains or
losses derived from the reconstitutions
of the LEAPS positions will be added to
or subtracted from the U.S. Treasury
portfolio at each reconstitution.
Other Investments
While, under normal market
conditions, the Fund will invest at least
80% of its total assets in the securities
that comprise the Index, as described
above, the Fund may hold other
securities and financial instruments, as
described below.
The Fund may hold cash and cash
equivalents.15
The ARGI BlackSwan Core Index
According to the Registration
Statement, the ARGI BlackSwan Core
Index is composed of U.S. Treasury
securities and SPY LEAPS. The Index
seeks to realize capital appreciation in
14 An ‘‘in-the-money’’ call option contract is an
option contract with a strike price that is below the
current price of the underlying reference asset.
15 For purposes of this filing, the term ‘‘cash
equivalents’’ has the meaning specified in
Commentary .01(c) to NYSE Arca Rule 8.600–E.
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line with the performance of SPY while
avoiding substantial capital drawdowns.
On each rebalancing date, the Index
places 90% of its index market
capitalization in treasuries and 10% in
SPY LEAPS. The weighting among U.S.
Treasury securities is determined by the
option reconstitution schedule.
The option portion of the portfolio
holds 5% of Index market capitalization
in June 70-delta SPY LEAPS and 5% in
December 70-delta SPY LEAPS. Initially
and at each Index rebalance date, calls
that are purchased should all have at
least one year plus one day until
expiration. The 70-delta rule only
applies to initial purchases on the
rebalance date. Should there not be a
70-delta option, the closest option above
70 will be utilized.
The treasury position holds 5% of its
allocated portion of Index market
capitalization in a ‘‘barbell’’ portfolio of
2- and 30-year treasuries, and 95% of its
allocated portion of market
capitalization in a core portfolio that
invests in 3-, 5-, 7-, 10- and 30-year
treasuries.
The Index is overseen by a committee
(the ‘‘Committee’’) that is responsible
for overseeing the activities of the
Calculation Agent and approving all
changes to the Index related to its semiannual reconstitutions and quarterly
rebalances. All members of the
Committee and their advisors shall
comply with the Calculation Agent’s
code of conduct and ethics with respect
to the disclosure and use of material
non-public information.
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Surveillance
The Exchange believes that sufficient
protections are in place to protect
against market manipulation of the
Fund’s Shares and SPY LEAPS for
several reasons: (i) The diversity,
liquidity, and market cap of the
securities underlying the S&P 500
Index, which deters manipulation of the
S&P 500 Index and mitigates risk
associated with manipulation in SPY
LEAPS; 16 (ii) liquidity in the market for
SPY LEAPS and shares of the SPDR S&P
500 ETF Trust; 17 and (iii) surveillances
by the Exchange and the Financial
Industry Regulatory Authority
16 Intraday quotations and last sale information
for LEAPS are available directly from the exchange
on which they are traded or through the Options
Price Reporting Authority. Information about
existing outstanding interest in LEAPS is available
on the Options Clearing Corporation’s (‘‘OCC’’)
website.
17 The Exchange notes that the S&P 500 Index
underlying SPY would meet the generic listing
standards applicable to an index composed of U.S.
Component Stocks in Commentary .01(a) to NYSE
Arca Rule 5.2–E(j)(3), including criteria relating to
liquidity, market capitalization and diversification.
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(‘‘FINRA’’) designed to detect violations
of self-regulatory organization (‘‘SRO’’)
rules and the federal securities laws.18
In this regard, the Exchange has in place
a surveillance program for transactions
in ETFs to ensure the availability of
information necessary to detect and
deter potential manipulations and other
trading abuses, thereby making the
Shares less readily susceptible to
manipulation. The Exchange notes that
the Fund’s portfolio is not readily
susceptible to manipulation as assets in
the portfolio, comprised primarily of
U.S. Treasury securities 19 and SPY
LEAPS, will be acquired in extremely
liquid and highly regulated markets.
Exchange and FINRA 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 and SPY LEAPS
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 and SPY LEAPS from such
markets and other entities.20 In
addition, the Exchange may obtain
information regarding trading in the
Shares and SPY LEAPS from markets
and other entities that are members of
ISG or with which the Exchange has in
place a comprehensive surveillance
sharing agreement. In addition, FINRA,
18 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.
19 The U.S. Treasury securities market is highly
liquid. The Treasury market and its participants are
subject to a wide range of oversight and regulations,
including requirements designed to prevent market
manipulation and other abuses. For example,
Treasury market participants and the Treasury
market, itself, are subject to significant oversight by
a number of regulatory authorities, including the
Treasury, the Commission, federal bank regulators,
and FINRA. The Exchange believes that the U.S.
Treasury securities that the Fund will acquire as
part of its strategy are not readily susceptible to
market manipulation due to the liquidity and
extensive oversight associated with the U.S.
Treasury securities market.
20 For a list of the current members of ISG, see
www.isgportal.org. The Exchange notes that not all
components of the Fund’s portfolio may trade on
markets that are members of ISG or with which the
Exchange has in place a comprehensive
surveillance sharing agreement.
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on behalf of the Exchange, is able to
access, as needed, trade information for
certain fixed income securities held by
the Fund reported to FINRA’s Trade
Reporting and Compliance Engine
(‘‘TRACE’’).
All statements and representations
made in this filing regarding (a) the
description of the portfolio or reference
asset, (b) limitations on portfolio
holdings or reference assets, or (c) the
applicability of Exchange listing rules
specified in this rule filing shall
constitute continued listing
requirements for listing the Shares of
the Fund on the Exchange.
The issuer must notify the Exchange
of any failure by the Fund to comply
with the continued listing requirements,
and, pursuant to its obligations under
Section 19(g)(1) of the Act, the Exchange
will monitor for compliance with the
continued listing requirements. If the
Fund is not in compliance with the
applicable listing requirements, the
Exchange will commence delisting
procedures under NYSE Arca Rule
5.5–E(m).
SPY LEAPS are highly liquid and
derive their value from the actively
traded S&P 500 Index components. The
contracts are cash-settled, and trade in
competitive auction markets with price
and quote transparency. The Exchange
believes the highly regulated options
markets and the broad base and scope
of the S&P 500 Index make securities
that derive their value from that index
less susceptible to market manipulation
in view of market capitalization and
liquidity of the S&P 500 Index
components, price and quote
transparency, and arbitrage
opportunities.
The Exchange believes that the
liquidity of the markets for U.S.
Treasury securities in the Fund’s
portfolio, S&P 500 Index securities, and
SPY LEAPS is sufficiently great to deter
fraudulent or manipulative acts
associated with the price of a Fund’s
Shares.21 The Exchange also believes
that such liquidity is sufficient to
support the creation and redemption
mechanism. The Fund’s investments
will be consistent with its investment
objective and will not be used to
enhance leverage. The Fund’s
investments will not be used to seek
21 As of August 9, 2018, open interest in SPY
LEAPS was 1,072,869 contracts. In addition,
options on SPY have the highest liquidity among
all exchange-traded fund options, with open
interest far in excess of other ETFs in option market
liquidity. As of June 19, 2018, open interest on SPY
contracts were 17,771,528, whereas the next highest
ETF options were iShares MSCI Emerging Markets
ETF (EEM) and PowerShares QQQ Trust (QQQ) at
6,635,087 and 6,488,055, respectively. Source:
Bloomberg.
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performance that is the multiple or
inverse multiple (e.g., 2x or ¥2x) of the
Index. The Fund’s use of derivative
instruments will be collateralized. The
Exchange represents that, except as
described above, the Fund and the
Index will meet each of the initial and
continued listing criteria in
Commentary .02 to Rule 5.2–E (j)(3)
with the exception of meeting the
requirements of Commentary .02(a)(1) to
Rule 5.2–E(j)(3) with respect to SPY
LEAPS applicable to the listing of Units
based upon an index of Fixed Income
Securities. In addition, the Exchange
represents that the Shares of the Fund
will comply with all other requirements
applicable to Units, which includes
requirements relating to the
dissemination of key information such
as the Index value, the net asset value
(‘‘NAV’’), and the Intraday Indicative
Value (‘‘IIV’’), rules governing the
trading of equity securities, trading
hours, trading halts, firewalls for the
Index Provider and Adviser,
surveillance, and the Information
Bulletin, as set forth in Exchange rules
applicable to Units and the orders
approving such rules.
Quotation and last sale information
for U.S. exchange-listed options
contracts cleared by the OCC is
available via the Options Price
Reporting Authority. Quotation
information for LEAPS is available
directly from the exchange on which
they are traded. The intra-day, closing
and settlement prices of exchangetraded options will be readily available
from the options exchanges, automated
quotation systems, published or other
public sources, or online information
services such as Bloomberg or Reuters.
Price information on Treasury bills,
cash equivalents and other short-term
instruments is available from major
broker-dealer firms or market data
vendors, as well as from automated
quotation systems, published or other
public sources, or online information
services. On each business day, before
commencement of trading in the Shares
on the Exchange during the Exchange’s
Core Trading Session, the portfolio that
will form the basis for the Fund’s
calculation of the NAV at the end of the
business day will be provided on the
Adviser’s website at
www.amplifyetfs.com.
Suitability
NYSE Arca Rule 9.2–E(a) provides
that every ETP Holder shall use due
diligence to learn the essential facts
relative to every customer, every order,
every account accepted or carried by
such ETP Holder and every person
holding power of attorney over any
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19:04 Aug 17, 2018
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account accepted or carried by such ETP
Holder.
In recommending to a customer the
purchase, sale or exchange of any
security, an ETP Holder shall have
reasonable grounds for believing that
the recommendation is suitable for such
customer upon the basis of any facts
disclosed by the customer as to his or
her other security holdings, financial
situation and needs.
Availability of Information
The Trust’s website
(www.amplifyetfs.com), which will be
publicly available prior to the public
offering of Shares, will include a form
of the prospectus for the Fund that may
be downloaded. The website will
include additional quantitative
information updated on a daily basis,
including, for the Fund: (1) The prior
business day’s reported NAV, mid-point
of the bid/ask spread at the time of
calculation of such NAV (the ‘‘Bid/Ask
Price’’),22 and a calculation of the
premium and discount of the Bid/Ask
Price against the NAV; and (2) data in
chart format displaying the frequency
distribution of discounts and premiums
of the daily Bid/Ask Price against the
NAV, within appropriate ranges, for
each of the four previous calendar
quarters.
On each business day, before
commencement of trading in Shares in
the Core Trading Session 23 on the
Exchange, the Trust will disclose on its
website the following information
regarding each portfolio holding, as
applicable to the type of holding: Ticker
symbol, CUSIP number or other
identifier, if any; a description of the
holding (including the type of holding);
the identity of the security, index or
other asset or instrument underlying the
holding, if any; for options, the option
strike price; quantity held (as measured
by, for example, par value, notional
value or number of shares, contracts or
units); maturity date, if any; coupon
rate, if any; market value of the holding;
and the percentage weighting of the
holding in the Fund’s portfolio. The
website information will be publicly
available at no charge.
In addition, a portfolio composition
file, which will include the security
names and quantities of securities and
other assets required to be delivered in
exchange for the Fund’s Shares, together
22 The Bid/Ask Price of the Fund’s Shares will be
determined using the midpoint of the highest bid
and the lowest offer on the Exchange as of the time
of calculation of the Fund’s NAV. The records
relating to Bid/Ask Prices will be retained by the
Fund and its service providers.
23 The Core Trading Session is 9:30 a.m. to 4:00
p.m. Eastern Time (‘‘E.T’’).
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42191
with estimates and actual cash
components, will be publicly
disseminated prior to the opening of the
Exchange via the National Securities
Clearing Corporation. The portfolio will
represent one Creation Unit of the Fund.
Authorized Participants may refer to the
portfolio composition file for
information regarding LEAPS, U.S.
Treasury Securities, money market
instruments, and any other instrument
that may comprise the Fund’s portfolio
on a given day.
Investors can also obtain the Trust’s
Statement of Additional Information
(‘‘SAI’’), the Fund’s Shareholder
Reports, and its Form N–CSR, filed
twice a year. The Trust’s SAI and
Shareholder Reports will be available
free upon request from the Trust, and
those documents and the Form N–CSR
may be viewed on screen or
downloaded from the Commission’s
website at www.sec.gov. Information
regarding market price and trading
volume for 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 will
be available via the Consolidated Tape
Association (‘‘CTA’’) high-speed line.
Quotation and last sale information for
LEAPS will be available via the Options
Price Reporting Authority. Price
information on fixed income portfolio
securities, including U.S. Treasury
securities, cash equivalents and other
short term instruments is available from
major broker-dealer firms or market data
vendors, as well as from automated
quotation systems, published or other
public sources, or online information
services. In addition, the value of the
Index will be published by one or more
major market data vendors every 15
seconds during the NYSE Arca Core
Trading Session. Information about the
Index constituents, the weighting of the
constituents, the Index’s methodology
and the Index’s rules will be available
on the Index Provider’s website.
In addition, the IIV as defined in
NYSE Arca Rule 5.2–E (j)(3),
Commentary .02 (c) will be widely
disseminated at least every 15 seconds
during the Core Trading Session by one
or more major market data vendors.24
24 Currently, it is the Exchange’s understanding
that several major market data vendors display and/
or make widely available IIV’s taken from the CTA
or other data feeds.
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All Fund holdings will be included in
calculating the IIV.
The dissemination of the IIV is
intended to allow investors to determine
the value of the underlying portfolio of
the Fund on a daily basis and to
approximate that value throughout the
trading day. The intra-day, closing and
settlement prices of the portfolio
securities and other Fund investments
will also be readily available from the
exchanges trading such instruments,
automated quotation systems, published
or other public sources. The intra-day,
closing and settlement prices of
treasuries and money market
instruments will be readily available
from published and other public sources
or on-line information services.
daltland on DSKBBV9HB2PROD with NOTICES
Initial and Continued Listing
The Shares will conform to the initial
and continued listing criteria under
NYSE Arca Rules 5.2–E(j)(3) and 5.5–
E(g)(2), except that the Index will not
meet the requirements of NYSE Arca
Rule 5.2–E(j)(3), Commentary .02(a)(1)
in that the Index will include of SPY
LEAPS. The Exchange represents that,
for initial and/or continued listing, the
Fund will be in compliance with Rule
10A–3 25 under the Act, as provided by
NYSE Arca Rule 5.3–E. A minimum of
100,000 Shares for the Fund will be
outstanding at the commencement of
trading on the Exchange. The Exchange
will obtain a representation from the
issuer of the Shares that the NAV per
Share will be calculated daily every day
the New York Stock Exchange is open
and that the NAV and will be made
available to all market participants at
the same time.
2. Statutory Basis
The basis under the Act for this
proposed rule change is the requirement
under Section 6(b)(5) 26 that an
exchange have rules that are designed to
prevent fraudulent and manipulative
acts and practices, to promote just and
equitable principles of trade, to remove
impediments to, and perfect the
mechanism of a free and open market
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 will
be listed on the Exchange pursuant to
the initial and continued listing criteria
in NYSE Arca Commentary .02 to Rule
5.2–E(j)(3) and NYSE Arca Rule 5.2–
E(g)(2) [sic], except that the Index
includes SPY LEAPS, rather than only
25 See
26 15
17 CFR 240.10A–3.
U.S.C. 78f(b)(5).
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19:04 Aug 17, 2018
Jkt 244001
Fixed Income Securities. Under normal
market conditions, the Fund will invest
at least 80% of its total assets in the
securities that comprise the Index,
which will be composed of U.S.
Treasury securities and SPY LEAPS.
As noted above, SPY LEAPS are
highly liquid and derive their value
from the actively traded S&P 500 Index
components. The Exchange believes the
highly regulated options markets and
the broad base and scope of the S&P 500
Index make securities that derive their
value from that index less susceptible to
market manipulation in view of market
capitalization and liquidity of the S&P
500 Index components, price and quote
transparency, and arbitrage
opportunities.
The Exchange believes that the
liquidity of the markets for U.S.
Treasury securities in the Fund’s
portfolio, S&P 500 Index securities, and
SPY LEAPS is sufficiently great to deter
fraudulent or manipulative acts
associated with the price of a Fund’s
Shares. The Exchange also believes that
such liquidity is sufficient to support
the creation and redemption
mechanism.
The Shares will be subject to the
existing trading surveillances
administered by the Exchange or FINRA
on behalf of the Exchange, which are
designed to deter and detect violations
of Exchange rules and applicable federal
securities laws relating to trading on the
Exchange. FINRA and the Exchange, as
applicable, may each obtain information
via ISG from other exchanges that are
members of ISG, and in the case of the
Exchange, from other market or entities
with which the Exchange has entered
into a comprehensive surveillance
sharing agreement.
The Index Provider is registered as an
investment adviser but is not registered
as a broker-dealer or affiliated with a
broker-dealer. The Adviser is not
registered as a broker-dealer but is
affiliated with a broker-dealer and has
implemented and will maintain a fire
wall with respect to its broker-dealer
affiliate regarding access to information
concerning the composition and/or
changes to the Fund’s portfolio. The
Sub-Adviser is not registered as a
broker-dealer or affiliated with a brokerdealer. In the event that (a) the Adviser
or Sub-Adviser becomes registered as a
broker-dealer or newly affiliated with
another 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 its
relevant personnel or such broker-dealer
affiliate, as applicable, regarding access
to information concerning the
PO 00000
Frm 00093
Fmt 4703
Sfmt 4703
composition and/or changes to the
portfolio, and will be subject to
procedures designed to prevent the use
and dissemination of material nonpublic information regarding such
portfolio.
The proposed rule change is designed
to promote just and equitable principles
of trade and to protect investors and the
public interest in that the Exchange will
obtain a representation from the issuer
of the Shares that the NAV per Share
will be calculated daily every day the
New York Stock Exchange is open, and
that the NAV will be made available to
all market participants at the same time.
In addition, a large amount of publicly
available information will be publicly
available regarding the Fund and the
Shares, thereby promoting market
transparency. 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.
On each business day, before
commencement of trading in the Shares
in the Core Trading Session on the
Exchange, the Fund will disclose on its
website the portfolio that will form the
basis for the Fund’s calculation of NAV
at the end of the business 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 quotations and last sale
information will be available via the
CTA high-speed line.
Information relating to U.S. exchangelisted options is available via the
Options Price Reporting Authority.
Quotation and last sale information for
the Shares will be available via the CTA
high-speed line. Quotation and last sale
information for U.S. exchange-listed
options contracts cleared by the OCC is
available via the Options Price
Reporting Authority. Quotation
information for LEAPS is available
directly from the exchange on which
they are traded. The intra-day, closing
and settlement prices of exchangetraded options will be readily available
from the options exchanges, automated
quotation systems, published or other
public sources, or online information
services such as Bloomberg or Reuters.
Such price information on fixed income
portfolio securities, including U.S.
Treasury securities, cash equivalents
and other short term instruments is
available from major broker-dealer firms
or market data vendors, as well as from
automated quotation systems, published
or other public sources, or online
information services.
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daltland on DSKBBV9HB2PROD with NOTICES
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
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. 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
the Shares inadvisable. In addition, as
noted above, investors will have ready
access to information regarding the
Fund’s holdings, the IIV, the Fund’s
portfolio, 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
product that will enhance competition
among market participants, to the
benefit of investors and the marketplace.
As noted above, the Shares will be
subject to the existing trading
surveillances administered by the
Exchange or 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. The Exchange or FINRA,
on behalf of the Exchange, will
communicate as needed regarding
trading in the Shares and LEAPS with
other market and other entities that are
members of ISG, and the Exchange or
FINRA, on behalf of the Exchange, may
obtain trading information in the Shares
and LEAPS from such markets and other
entities. In addition, the Exchange may
obtain information regarding trading in
the Shares and LEAPS from markets and
other entities that are members of ISG or
with which the Exchange has in place
a comprehensive surveillance sharing
agreement. In addition, as noted above,
investors will have ready access to
information regarding the Fund’s
holdings, the IIV, and quotation and last
sale information for the Shares.
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 that can hold
options contracts and that will enhance
VerDate Sep<11>2014
19:04 Aug 17, 2018
Jkt 244001
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
Within 45 days of the date of
publication of this notice in the Federal
Register or within such longer period
up to 90 days (i) as the Commission may
designate if it finds such longer period
to be appropriate and publishes its
reasons for so finding or (ii) as to which
the self-regulatory organization
consents, the Commission will:
(A) By order approve or disapprove
the proposed rule change, or
(B) institute proceedings to determine
whether the proposed rule change
should be disapproved.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change, as modified by Amendment No.
1, 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 rule-comments@
sec.gov. Please include File Number SR–
NYSEArca–2018–57 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–2018–57. 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
PO 00000
Frm 00094
Fmt 4703
Sfmt 4703
42193
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 such
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–2018–57, and
should be submitted on or before
September 10, 2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.27
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2018–17832 Filed 8–17–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–83841; File No. SR–ISE–
2018–72]
Self-Regulatory Organizations; Nasdaq
ISE, LLC; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change To Amend the Schedule
of Fees at Section II
August 14, 2018.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934
(‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on July 30,
2018, Nasdaq ISE, LLC (‘‘ISE’’ or
‘‘Exchange’’) 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 Exchange. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
27 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
E:\FR\FM\20AUN1.SGM
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]]>Agencies
[Federal Register Volume 83, Number 161 (Monday, August 20, 2018)]
[Notices]
[Pages 42188-42193]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-17832]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-83845; File No. SR-NYSEArca-2018-57]
Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
of Proposed Rule Change, as Modified by Amendment No. 1, To List and
Trade Shares of the Amplify BlackSwan Growth & Treasury Core ETF Under
Commentary .02 to NYSE Arca Rule 5.2-E(j)(3)
August 14, 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 31, 2018, NYSE Arca, Inc. (``NYSE Arca'' or ``Exchange'')
filed with the Securities and Exchange Commission (``Commission'') a
proposed rule change. On August 10, 2018, the Exchange filed Amendment
No. 1 to the proposed rule change, as described in Items I and II
below, which Items have been prepared by the Exchange. The Commission
is publishing this notice to solicit comments on the proposed rule
change, as modified by Amendment No. 1, 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 the shares of the following
fund of the Amplify ETF Trust under Commentary .02 to NYSE Arca Rule
5.2-E(j)(3) (``Investment Company Units''): the Amplify BlackSwan
Growth & Treasury Core ETF. This Amendment No. 1 to SR-NYSEArca-2018-57
replaces SR-NYSEArca-2018-57 as originally filed and supersedes such
filing in its entirety. The proposed 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
Amplify BlackSwan Growth & Treasury Core ETF (``Fund'') under
Commentary .02 to NYSE Arca Rule 5.2-E(j)(3), which governs the listing
and trading of Investment Company Units (``Units'') on the Exchange.\4\
The Fund will be an index-based exchange traded fund (``ETF''). The
Shares will be offered by the Amplify ETF Trust (``Trust''), which is
registered with the Commission as an investment company and has filed a
registration statement on Form N-1A (``Registration Statement'') with
the Commission on behalf of the Fund.\5\
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\4\ NYSE Arca Rule 5.2-E(j)(3)(A) provides that an Investment
Company Unit is a security that represents an interest in a
registered investment company that holds securities comprising, or
otherwise based on or representing an interest in, an index or
portfolio of securities (or holds securities in another registered
investment company that holds securities comprising, or otherwise
based on or representing an interest in, an index or portfolio of
securities).
\5\ See Post-Effective Amendment No. 65 to Registration
Statement on Form N-1A for the Trust, dated June 26, 2018 (File Nos.
333-207937 and 811-23108). The descriptions of the Fund and the
Shares contained herein are based, in part, on information in the
Registration Statement. In addition, the Commission has issued an
order granting certain exemptive relief to the Trust under the
Investment Company Act of 1940 (15 U.S.C. 80a-1) (``1940 Act''). See
Investment Company Act Release No. 31822 (September 14, 2015) (File
No. 812-14424) (``Exemptive Order'').
---------------------------------------------------------------------------
Amplify Investments LLC will be the investment adviser
(``Adviser'') to the Fund. CSAT Investment Advisory, L.P., d/b/a
Exponential ETFs will serve as sub-adviser for the Fund (``Sub-
Adviser''). U.S. Bancorp Fund Services, LLC will be the administrator,
custodian and fund accounting and transfer agent for the Fund. Quasar
Distributors LLC will serve as the distributor for the Fund.
Commentary .02(b)(i) to Rule 5.2-E(j)(3) provides that, if the
applicable index is maintained by a broker-dealer or fund advisor, the
broker-dealer or fund advisor shall erect and maintain a ``fire wall''
around the personnel who have access to information concerning changes
and adjustments to the index.\6\
[[Page 42189]]
The ``Index Provider'' (``ARGI Investment Services LLC'') is registered
as an investment adviser but is not registered as a broker-dealer or
affiliated with a broker-dealer.\7\ The Adviser is not registered as a
broker-dealer but is affiliated with a broker-dealer and has
implemented and will maintain a fire wall with respect to its broker-
dealer affiliate regarding access to information concerning the
composition and/or changes to the Fund's portfolio. The Sub-Adviser is
not registered as a broker-dealer or affiliated with a broker-dealer.
In the event (a) the Adviser or the Sub-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 its relevant personnel or its 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.
---------------------------------------------------------------------------
\6\ An investment adviser to an open-end fund is required to be
registered under the Investment Advisers Act of 1940 (the ``Advisers
Act''). As a result, the Adviser and Sub-adviser are subject to the
provisions of Rule 204A-1 under the Advisers Act relating to codes
of ethics. This Rule requires investment advisers to adopt a code of
ethics that reflects the fiduciary nature of the relationship to
clients as well as compliance with other applicable securities laws.
Accordingly, procedures designed to prevent the communication and
misuse of non-public information by an investment adviser must be
consistent with Rule 204A-1 under the Advisers Act.
\7\ The Index Provider is not affiliated with the Fund, Adviser
or Sub-Adviser.
---------------------------------------------------------------------------
The Exchange is submitting this proposed rule change because the
Index for the Fund does not meet all of the ``generic'' listing
requirements of Commentary .02(a) to NYSE Arca Rule 5.2-E(j)(3),
applicable to the listing of Units based on an index of ``Fixed Income
Securities.'' \8\ Specifically, Commentary .02(a) to NYSE Arca Rule
5.2-E(j)(3) sets forth the requirements to be met by components of an
index or portfolio of Fixed Income Securities underlying a series of
Units. Because, as discussed in more detail herein, the ARGI BlackSwan
Core Index (the ``Index'') will include ``LEAPS'' (as described below),
the Index does not satisfy the requirements of Commentary .02(a)(1) to
Rule 5.2-E(j)(3).\9\ The Exchange represents that the Index will meet
each of the initial and continued listing criteria in Commentary .02 to
Rule 5.2-E(j)(3) with the exception of the requirements of Commentary
.02 (a)(1) to Rule 5.2-E(j)(3).
---------------------------------------------------------------------------
\8\ Commentary .02 to NYSE Arca Rule 5.2-E(j)(3) states that
Fixed Income Securities are debt securities that are notes, bonds,
debentures or evidence of indebtedness that include, but are not
limited to, U.S. Department of Treasury securities, government-
sponsored entity securities, municipal securities, trust preferred
securities, supranational debt and debt of a foreign country or a
subdivision thereof.
\9\ Commentary .02(a)(1) to Rule 5.2-E(j)(3) provides that, with
respect to components of an index or portfolio underlying a series
of Units listed pursuant to Rule 19b-4(e) under the Act, the
following criterion shall be met on an initial and continued listing
basis: The index or portfolio must consist of (a) only Fixed Income
Securities or (b) Fixed Income Securities and cash.
---------------------------------------------------------------------------
Amplify BlackSwan Growth & Treasury Core ETF
Principal Investments
According to the Registration Statement, the Fund will seek
investment results that generally correspond (before fees and expenses)
to the price and yield of the Index. Under normal market
conditions,\10\ the Fund will invest at least 80% of its total assets
in the securities that comprise the Index, which are U.S. Treasury
securities and long-dated call options (``LEAPS'') \11\ on the SPDR S&P
500 ETF Trust (``SPY'').\12\ These options are referred to herein as
``SPY LEAPS''. The Fund, using an indexing investment approach,
attempts to replicate, before fees and expenses, the performance of the
Index.\13\ The Index was created and is maintained by the Index
Provider.
---------------------------------------------------------------------------
\10\ For purposes of this filing, the term ``normal market
conditions'' is as that term is defined in NYSE Arca Rule 8.600-
E(c)(5).
\11\ Long-term Equity AnticiPation Securities\SM\
(``LEAPS[supreg]'') are long-term exchange-traded call options. Call
options allow holders the opportunity to participate in the
underlying securities' appreciation in excess of a specified strike
price without receiving payments equivalent to any cash dividends
declared on the underlying securities. A holder of a LEAPS will be
entitled to receive a specified number of shares of the underlying
stock upon payment of the strike price, and therefore the LEAPS will
be exercisable when the price of the underlying stock is above the
strike price. However, if at expiration the price of the underlying
stock is at or below the strike price, the LEAPS will expire and be
worthless. LEAPS are traded on U.S. options exchanges.
\12\ Shares of the SPDR S&P 500 ETF Trust are listed and traded
on the Exchange.
\13\ The Index is compiled by the Index Provider and calculated
by S-Network Global Indexes, Inc. (the ``Calculation Agent'').
---------------------------------------------------------------------------
According to the Registration Statement, the Index is a rules-
based, quantitative index that seeks to provide capital protection
against the unpredictable, rare and highly disruptive events that have
come to be referred to as ``Black Swans.'' The Index endeavors to
provide investment returns that correspond to those of the S&P 500
Index, while mitigating against significant losses. One portion of the
Index is a portfolio of U.S. Treasury securities and the other is a
portfolio of SPY LEAPS. Twice a year, in June and December, on the
Index reconstitution and rebalance date, the Index places 90% of its
index market capitalization in the portfolio of U.S. Treasury
securities and 10% of its index market capitalization in the portfolio
of LEAPS.
According to the Registration Statement, the U.S. Treasury
portfolio of the Index is comprised of 2-, 3-, 5-, 7-, 10- and 30-year
U.S. Treasury securities that cumulatively provide a portfolio duration
that matches the initial duration of the 10-year U.S. Treasury
security.
The LEAPS portfolio of the Index is composed of in-the-money LEAPS
that, at the time of purchase, had expirations of at least one year and
one day in the future and expire in either June or December, as
applicable.\14\ For the LEAPS in the Index and in which the Fund
invests, the reference asset is SPY. The LEAPS will generally have a
delta of 70 at the time of purchase, meaning that for every $1.00 of
movement in the share price of SPY, the price of the LEAPS will have a
corresponding movement of $0.70. LEAPS positions are reconstituted
twice per year on the first trading day of June and December. At each
June reconstitution, the Index liquidates its existing June LEAPS and
purchases LEAPS that expire the following June. The December LEAPS
positions will remain unchanged at each June reconstitution. At each
December reconstitution, the Index liquidates its existing December
LEAPS and purchases LEAPS that expire the following December. The June
LEAPS positions will remain unchanged at each December reconstitution.
Net gains or losses derived from the reconstitutions of the LEAPS
positions will be added to or subtracted from the U.S. Treasury
portfolio at each reconstitution.
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\14\ An ``in-the-money'' call option contract is an option
contract with a strike price that is below the current price of the
underlying reference asset.
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Other Investments
While, under normal market conditions, the Fund will invest at
least 80% of its total assets in the securities that comprise the
Index, as described above, the Fund may hold other securities and
financial instruments, as described below.
The Fund may hold cash and cash equivalents.\15\
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\15\ For purposes of this filing, the term ``cash equivalents''
has the meaning specified in Commentary .01(c) to NYSE Arca Rule
8.600-E.
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The ARGI BlackSwan Core Index
According to the Registration Statement, the ARGI BlackSwan Core
Index is composed of U.S. Treasury securities and SPY LEAPS. The Index
seeks to realize capital appreciation in
[[Page 42190]]
line with the performance of SPY while avoiding substantial capital
drawdowns.
On each rebalancing date, the Index places 90% of its index market
capitalization in treasuries and 10% in SPY LEAPS. The weighting among
U.S. Treasury securities is determined by the option reconstitution
schedule.
The option portion of the portfolio holds 5% of Index market
capitalization in June 70-delta SPY LEAPS and 5% in December 70-delta
SPY LEAPS. Initially and at each Index rebalance date, calls that are
purchased should all have at least one year plus one day until
expiration. The 70-delta rule only applies to initial purchases on the
rebalance date. Should there not be a 70-delta option, the closest
option above 70 will be utilized.
The treasury position holds 5% of its allocated portion of Index
market capitalization in a ``barbell'' portfolio of 2- and 30-year
treasuries, and 95% of its allocated portion of market capitalization
in a core portfolio that invests in 3-, 5-, 7-, 10- and 30-year
treasuries.
The Index is overseen by a committee (the ``Committee'') that is
responsible for overseeing the activities of the Calculation Agent and
approving all changes to the Index related to its semi-annual
reconstitutions and quarterly rebalances. All members of the Committee
and their advisors shall comply with the Calculation Agent's code of
conduct and ethics with respect to the disclosure and use of material
non-public information.
Surveillance
The Exchange believes that sufficient protections are in place to
protect against market manipulation of the Fund's Shares and SPY LEAPS
for several reasons: (i) The diversity, liquidity, and market cap of
the securities underlying the S&P 500 Index, which deters manipulation
of the S&P 500 Index and mitigates risk associated with manipulation in
SPY LEAPS; \16\ (ii) liquidity in the market for SPY LEAPS and shares
of the SPDR S&P 500 ETF Trust; \17\ and (iii) surveillances by the
Exchange and the Financial Industry Regulatory Authority (``FINRA'')
designed to detect violations of self-regulatory organization (``SRO'')
rules and the federal securities laws.\18\ In this regard, the Exchange
has in place a surveillance program for transactions in ETFs to ensure
the availability of information necessary to detect and deter potential
manipulations and other trading abuses, thereby making the Shares less
readily susceptible to manipulation. The Exchange notes that the Fund's
portfolio is not readily susceptible to manipulation as assets in the
portfolio, comprised primarily of U.S. Treasury securities \19\ and SPY
LEAPS, will be acquired in extremely liquid and highly regulated
markets.
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\16\ Intraday quotations and last sale information for LEAPS are
available directly from the exchange on which they are traded or
through the Options Price Reporting Authority. Information about
existing outstanding interest in LEAPS is available on the Options
Clearing Corporation's (``OCC'') website.
\17\ The Exchange notes that the S&P 500 Index underlying SPY
would meet the generic listing standards applicable to an index
composed of U.S. Component Stocks in Commentary .01(a) to NYSE Arca
Rule 5.2-E(j)(3), including criteria relating to liquidity, market
capitalization and diversification.
\18\ 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.
\19\ The U.S. Treasury securities market is highly liquid. The
Treasury market and its participants are subject to a wide range of
oversight and regulations, including requirements designed to
prevent market manipulation and other abuses. For example, Treasury
market participants and the Treasury market, itself, are subject to
significant oversight by a number of regulatory authorities,
including the Treasury, the Commission, federal bank regulators, and
FINRA. The Exchange believes that the U.S. Treasury securities that
the Fund will acquire as part of its strategy are not readily
susceptible to market manipulation due to the liquidity and
extensive oversight associated with the U.S. Treasury securities
market.
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Exchange and FINRA 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 and SPY LEAPS
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 and SPY LEAPS from such markets and
other entities.\20\ In addition, the Exchange may obtain information
regarding trading in the Shares and SPY LEAPS from markets and other
entities that are members of ISG or with which the Exchange has in
place a comprehensive surveillance sharing agreement. In addition,
FINRA, on behalf of the Exchange, is able to access, as needed, trade
information for certain fixed income securities held by the Fund
reported to FINRA's Trade Reporting and Compliance Engine (``TRACE'').
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\20\ For a list of the current members of ISG, see
www.isgportal.org. The Exchange notes that not all components of the
Fund's portfolio may trade on markets that are members of ISG or
with which the Exchange has in place a comprehensive surveillance
sharing agreement.
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All statements and representations made in this filing regarding
(a) the description of the portfolio or reference asset, (b)
limitations on portfolio holdings or reference assets, or (c) the
applicability of Exchange listing rules specified in this rule filing
shall constitute continued listing requirements for listing the Shares
of the Fund on the Exchange.
The issuer must notify the Exchange of any failure by the Fund to
comply with the continued listing requirements, and, pursuant to its
obligations under Section 19(g)(1) of the Act, the Exchange will
monitor for compliance with the continued listing requirements. If the
Fund is not in compliance with the applicable listing requirements, the
Exchange will commence delisting procedures under NYSE Arca Rule 5.5-
E(m).
SPY LEAPS are highly liquid and derive their value from the
actively traded S&P 500 Index components. The contracts are cash-
settled, and trade in competitive auction markets with price and quote
transparency. The Exchange believes the highly regulated options
markets and the broad base and scope of the S&P 500 Index make
securities that derive their value from that index less susceptible to
market manipulation in view of market capitalization and liquidity of
the S&P 500 Index components, price and quote transparency, and
arbitrage opportunities.
The Exchange believes that the liquidity of the markets for U.S.
Treasury securities in the Fund's portfolio, S&P 500 Index securities,
and SPY LEAPS is sufficiently great to deter fraudulent or manipulative
acts associated with the price of a Fund's Shares.\21\ The Exchange
also believes that such liquidity is sufficient to support the creation
and redemption mechanism. The Fund's investments will be consistent
with its investment objective and will not be used to enhance leverage.
The Fund's investments will not be used to seek
[[Page 42191]]
performance that is the multiple or inverse multiple (e.g., 2x or -2x)
of the Index. The Fund's use of derivative instruments will be
collateralized. The Exchange represents that, except as described
above, the Fund and the Index will meet each of the initial and
continued listing criteria in Commentary .02 to Rule 5.2-E (j)(3) with
the exception of meeting the requirements of Commentary .02(a)(1) to
Rule 5.2-E(j)(3) with respect to SPY LEAPS applicable to the listing of
Units based upon an index of Fixed Income Securities. In addition, the
Exchange represents that the Shares of the Fund will comply with all
other requirements applicable to Units, which includes requirements
relating to the dissemination of key information such as the Index
value, the net asset value (``NAV''), and the Intraday Indicative Value
(``IIV''), rules governing the trading of equity securities, trading
hours, trading halts, firewalls for the Index Provider and Adviser,
surveillance, and the Information Bulletin, as set forth in Exchange
rules applicable to Units and the orders approving such rules.
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\21\ As of August 9, 2018, open interest in SPY LEAPS was
1,072,869 contracts. In addition, options on SPY have the highest
liquidity among all exchange-traded fund options, with open interest
far in excess of other ETFs in option market liquidity. As of June
19, 2018, open interest on SPY contracts were 17,771,528, whereas
the next highest ETF options were iShares MSCI Emerging Markets ETF
(EEM) and PowerShares QQQ Trust (QQQ) at 6,635,087 and 6,488,055,
respectively. Source: Bloomberg.
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Quotation and last sale information for U.S. exchange-listed
options contracts cleared by the OCC is available via the Options Price
Reporting Authority. Quotation information for LEAPS is available
directly from the exchange on which they are traded. The intra-day,
closing and settlement prices of exchange-traded options will be
readily available from the options exchanges, automated quotation
systems, published or other public sources, or online information
services such as Bloomberg or Reuters. Price information on Treasury
bills, cash equivalents and other short-term instruments is available
from major broker-dealer firms or market data vendors, as well as from
automated quotation systems, published or other public sources, or
online information services. On each business day, before commencement
of trading in the Shares on the Exchange during the Exchange's Core
Trading Session, the portfolio that will form the basis for the Fund's
calculation of the NAV at the end of the business day will be provided
on the Adviser's website at www.amplifyetfs.com.
Suitability
NYSE Arca Rule 9.2-E(a) provides that every ETP Holder shall use
due diligence to learn the essential facts relative to every customer,
every order, every account accepted or carried by such ETP Holder and
every person holding power of attorney over any account accepted or
carried by such ETP Holder.
In recommending to a customer the purchase, sale or exchange of any
security, an ETP Holder shall have reasonable grounds for believing
that the recommendation is suitable for such customer upon the basis of
any facts disclosed by the customer as to his or her other security
holdings, financial situation and needs.
Availability of Information
The Trust's website (www.amplifyetfs.com), which will be publicly
available prior to the public offering of Shares, will include a form
of the prospectus for the Fund that may be downloaded. The website will
include additional quantitative information updated on a daily basis,
including, for the Fund: (1) The prior business day's reported NAV,
mid-point of the bid/ask spread at the time of calculation of such NAV
(the ``Bid/Ask Price''),\22\ and a calculation of the premium and
discount of the Bid/Ask Price against the NAV; and (2) data in chart
format displaying the frequency distribution of discounts and premiums
of the daily Bid/Ask Price against the NAV, within appropriate ranges,
for each of the four previous calendar quarters.
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\22\ The Bid/Ask Price of the Fund's Shares will be determined
using the midpoint of the highest bid and the lowest offer on the
Exchange as of the time of calculation of the Fund's NAV. The
records relating to Bid/Ask Prices will be retained by the Fund and
its service providers.
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On each business day, before commencement of trading in Shares in
the Core Trading Session \23\ on the Exchange, the Trust will disclose
on its website the following information regarding each portfolio
holding, as applicable to the type of holding: Ticker symbol, CUSIP
number or other identifier, if any; a description of the holding
(including the type of holding); the identity of the security, index or
other asset or instrument underlying the holding, if any; for options,
the option strike price; quantity held (as measured by, for example,
par value, notional value or number of shares, contracts or units);
maturity date, if any; coupon rate, if any; market value of the
holding; and the percentage weighting of the holding in the Fund's
portfolio. The website information will be publicly available at no
charge.
---------------------------------------------------------------------------
\23\ The Core Trading Session is 9:30 a.m. to 4:00 p.m. Eastern
Time (``E.T'').
---------------------------------------------------------------------------
In addition, a portfolio composition file, which will include the
security names and quantities of securities and other assets required
to be delivered in exchange for the Fund's Shares, together with
estimates and actual cash components, will be publicly disseminated
prior to the opening of the Exchange via the National Securities
Clearing Corporation. The portfolio will represent one Creation Unit of
the Fund. Authorized Participants may refer to the portfolio
composition file for information regarding LEAPS, U.S. Treasury
Securities, money market instruments, and any other instrument that may
comprise the Fund's portfolio on a given day.
Investors can also obtain the Trust's Statement of Additional
Information (``SAI''), the Fund's Shareholder Reports, and its Form N-
CSR, filed twice a year. The Trust's SAI and Shareholder Reports will
be available free upon request from the Trust, and those documents and
the Form N-CSR may be viewed on screen or downloaded from the
Commission's website at www.sec.gov. Information regarding market price
and trading volume for 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 will be available via the
Consolidated Tape Association (``CTA'') high-speed line. Quotation and
last sale information for LEAPS will be available via the Options Price
Reporting Authority. Price information on fixed income portfolio
securities, including U.S. Treasury securities, cash equivalents and
other short term instruments is available from major broker-dealer
firms or market data vendors, as well as from automated quotation
systems, published or other public sources, or online information
services. In addition, the value of the Index will be published by one
or more major market data vendors every 15 seconds during the NYSE Arca
Core Trading Session. Information about the Index constituents, the
weighting of the constituents, the Index's methodology and the Index's
rules will be available on the Index Provider's website.
In addition, the IIV as defined in NYSE Arca Rule 5.2-E (j)(3),
Commentary .02 (c) will be widely disseminated at least every 15
seconds during the Core Trading Session by one or more major market
data vendors.\24\
[[Page 42192]]
All Fund holdings will be included in calculating the IIV.
---------------------------------------------------------------------------
\24\ Currently, it is the Exchange's understanding that several
major market data vendors display and/or make widely available IIV's
taken from the CTA or other data feeds.
---------------------------------------------------------------------------
The dissemination of the IIV is intended to allow investors to
determine the value of the underlying portfolio of the Fund on a daily
basis and to approximate that value throughout the trading day. The
intra-day, closing and settlement prices of the portfolio securities
and other Fund investments will also be readily available from the
exchanges trading such instruments, automated quotation systems,
published or other public sources. The intra-day, closing and
settlement prices of treasuries and money market instruments will be
readily available from published and other public sources or on-line
information services.
Initial and Continued Listing
The Shares will conform to the initial and continued listing
criteria under NYSE Arca Rules 5.2-E(j)(3) and 5.5-E(g)(2), except that
the Index will not meet the requirements of NYSE Arca Rule 5.2-E(j)(3),
Commentary .02(a)(1) in that the Index will include of SPY LEAPS. The
Exchange represents that, for initial and/or continued listing, the
Fund will be in compliance with Rule 10A-3 \25\ under the Act, as
provided by NYSE Arca Rule 5.3-E. A minimum of 100,000 Shares for the
Fund will be outstanding at the commencement of trading on the
Exchange. The Exchange will obtain a representation from the issuer of
the Shares that the NAV per Share will be calculated daily every day
the New York Stock Exchange is open and that the NAV and will be made
available to all market participants at the same time.
---------------------------------------------------------------------------
\25\ See 17 CFR 240.10A-3.
---------------------------------------------------------------------------
2. Statutory Basis
The basis under the Act for this proposed rule change is the
requirement under Section 6(b)(5) \26\ that an exchange have rules that
are designed to prevent fraudulent and manipulative acts and practices,
to promote just and equitable principles of trade, to remove
impediments to, and perfect the mechanism of a free and open market
and, in general, to protect investors and the public interest.
---------------------------------------------------------------------------
\26\ 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 will be listed on the Exchange pursuant to the initial and
continued listing criteria in NYSE Arca Commentary .02 to Rule 5.2-
E(j)(3) and NYSE Arca Rule 5.2-E(g)(2) [sic], except that the Index
includes SPY LEAPS, rather than only Fixed Income Securities. Under
normal market conditions, the Fund will invest at least 80% of its
total assets in the securities that comprise the Index, which will be
composed of U.S. Treasury securities and SPY LEAPS.
As noted above, SPY LEAPS are highly liquid and derive their value
from the actively traded S&P 500 Index components. The Exchange
believes the highly regulated options markets and the broad base and
scope of the S&P 500 Index make securities that derive their value from
that index less susceptible to market manipulation in view of market
capitalization and liquidity of the S&P 500 Index components, price and
quote transparency, and arbitrage opportunities.
The Exchange believes that the liquidity of the markets for U.S.
Treasury securities in the Fund's portfolio, S&P 500 Index securities,
and SPY LEAPS is sufficiently great to deter fraudulent or manipulative
acts associated with the price of a Fund's Shares. The Exchange also
believes that such liquidity is sufficient to support the creation and
redemption mechanism.
The Shares will be subject to the existing trading surveillances
administered by the Exchange or FINRA on behalf of the Exchange, which
are designed to deter and detect violations of Exchange rules and
applicable federal securities laws relating to trading on the Exchange.
FINRA and the Exchange, as applicable, may each obtain information via
ISG from other exchanges that are members of ISG, and in the case of
the Exchange, from other market or entities with which the Exchange has
entered into a comprehensive surveillance sharing agreement.
The Index Provider is registered as an investment adviser but is
not registered as a broker-dealer or affiliated with a broker-dealer.
The Adviser is not registered as a broker-dealer but is affiliated with
a broker-dealer and has implemented and will maintain a fire wall with
respect to its broker-dealer affiliate regarding access to information
concerning the composition and/or changes to the Fund's portfolio. The
Sub-Adviser is not registered as a broker-dealer or affiliated with a
broker-dealer. In the event that (a) the Adviser or Sub-Adviser becomes
registered as a broker-dealer or newly affiliated with another 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 its relevant personnel or such
broker-dealer affiliate, as applicable, 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 proposed rule change is designed to promote just and equitable
principles of trade and to protect investors and the public interest in
that the Exchange will obtain a representation from the issuer of the
Shares that the NAV per Share will be calculated daily every day the
New York Stock Exchange is open, and that the NAV will be made
available to all market participants at the same time. In addition, a
large amount of publicly available information will be publicly
available regarding the Fund and the Shares, thereby promoting market
transparency. 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.
On each business day, before commencement of trading in the Shares
in the Core Trading Session on the Exchange, the Fund will disclose on
its website the portfolio that will form the basis for the Fund's
calculation of NAV at the end of the business 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 quotations
and last sale information will be available via the CTA high-speed
line.
Information relating to U.S. exchange-listed options is available
via the Options Price Reporting Authority. Quotation and last sale
information for the Shares will be available via the CTA high-speed
line. Quotation and last sale information for U.S. exchange-listed
options contracts cleared by the OCC is available via the Options Price
Reporting Authority. Quotation information for LEAPS is available
directly from the exchange on which they are traded. The intra-day,
closing and settlement prices of exchange-traded options will be
readily available from the options exchanges, automated quotation
systems, published or other public sources, or online information
services such as Bloomberg or Reuters. Such price information on fixed
income portfolio securities, including U.S. Treasury securities, cash
equivalents and other short term instruments is available from major
broker-dealer firms or market data vendors, as well as from automated
quotation systems, published or other public sources, or online
information services.
[[Page 42193]]
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 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. 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 the Shares inadvisable. In addition, as noted above, investors
will have ready access to information regarding the Fund's holdings,
the IIV, the Fund's portfolio, 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 product that will enhance
competition among market participants, to the benefit of investors and
the marketplace. As noted above, the Shares will be subject to the
existing trading surveillances administered by the Exchange or 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. The Exchange or FINRA, on behalf of the Exchange, will
communicate as needed regarding trading in the Shares and LEAPS with
other market and other entities that are members of ISG, and the
Exchange or FINRA, on behalf of the Exchange, may obtain trading
information in the Shares and LEAPS from such markets and other
entities. In addition, the Exchange may obtain information regarding
trading in the Shares and LEAPS from markets and other entities that
are members of ISG or with which the Exchange has in place a
comprehensive surveillance sharing agreement. In addition, as noted
above, investors will have ready access to information regarding the
Fund's holdings, the IIV, and quotation and last sale information for
the Shares.
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 that can hold options contracts and 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
Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (i) as the
Commission may designate if it finds such longer period to be
appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
(A) By order approve or disapprove the proposed rule change, or
(B) institute proceedings to determine whether the proposed rule
change should be disapproved.
IV. Solicitation of Comments
Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change, as modified by Amendment No. 1, 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-2018-57 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-2018-57. 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 such 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-2018-57, and should be
submitted on or before September 10, 2018.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\27\
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\27\ 17 CFR 200.30-3(a)(12).
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Robert W. Errett,
Deputy Secretary.
[FR Doc. 2018-17832 Filed 8-17-18; 8:45 am]
BILLING CODE 8011-01-P
