Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To List and Trade Shares of the iShares iBonds Dec 2025 Term Muni Bond ETF of iShares Trust Under BZX Rule 14.11(c)(4) (Index Fund Shares), 47210-47215 [2018-20237]
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Federal Register / Vol. 83, No. 181 / Tuesday, September 18, 2018 / Notices
immediately upon filing. The
Commission notes that the Exchange’s
proposal would conform the Exchange’s
rules to the amended OLPP, which the
Commission previously approved.20
Accordingly, the Commission believes
that the proposal raises no new or novel
regulatory issues and waiver of the 30day 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.21
At any time within 60 days of the
filing of such 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. If the
Commission takes such action, the
Commission shall institute proceedings
under Section 19(b)(2)(B) 22 of the Act to
determine whether the proposed rule
change should be approved or
disapproved.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
daltland on DSKBBV9HB2PROD with 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–
MIAX–2018–24 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–MIAX–2018–24. 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
20 See
OLPP Notice, supra note 3.
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).
22 15 U.S.C. 78s(b)(2)(B).
21 For
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19:14 Sep 17, 2018
Jkt 244001
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–MIAX–2018–24 and should
be submitted on or before October 9,
2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.23
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–20190 Filed 9–17–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–84107; File No. SR–
CboeBZX–2018–070]
Self-Regulatory Organizations; Cboe
BZX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To List and
Trade Shares of the iShares iBonds
Dec 2025 Term Muni Bond ETF of
iShares Trust Under BZX Rule
14.11(c)(4) (Index Fund Shares)
September 13, 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 August
30, 2018, Cboe BZX Exchange, Inc.
(‘‘Exchange’’ or ‘‘BZX’’) 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
23 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
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by the Exchange. The Exchange has
designated this proposal as a ‘‘noncontroversial’’ proposed rule change
pursuant to Section 19(b)(3)(A) of the
Act 3 and Rule 19b–4(f)(6)(iii)
thereunder,4 which renders it effective
upon filing with the Commission. 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 is proposing to list and
trade under BZX Rule 14.11(c)(4) the
shares of the iShares iBonds Dec 2025
Term Muni Bond ETF (the ‘‘Fund’’) of
iShares Trust (the ‘‘Trust’’).
The text of the proposed rule change
is available at the Exchange’s website at
www.markets.cboe.com, at the principal
office of the Exchange, and at the
Commission’s Public Reference Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in Sections A, B, and C below, of
the most significant parts of such
statements.
(A) Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to list and
trade shares (‘‘Shares’’) of the Fund
under BZX Rule 14.11(c)(4),5 which
governs the listing and trading of index
fund shares based on fixed income
securities indexes.6 The Shares will be
3 15
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f)(6)(iii).
5 The Commission approved BZX Rule 14.11(c) in
Securities Exchange Act Release No. 65225 (August
30, 2011), 76 FR 55148 (September 6, 2011) (SR–
BATS–2011–018).
6 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. 78329 (July
14, 2016), 81 FR 47217 (July 20, 2016) (SR–
BatsBZX–2016–01) (order approving the listing and
trading of the following series of VanEck Vectors
ETF Trust: 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); 67985
4 17
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Federal Register / Vol. 83, No. 181 / Tuesday, September 18, 2018 / Notices
offered by the Trust, which was
established as a Delaware statutory trust
on December 16, 1999. The Trust is
registered with the Commission as an
open-end investment company and has
filed a registration statement on behalf
of the Fund on Form N–1A
(‘‘Registration Statement’’) with the
Commission.7
Rule 14.11(c)(4)(B)(i)(b) requires that
component fixed income securities that,
in the aggregate, account for at least
75% of the weight of the index or
portfolio shall have a minimum
principal amount outstanding of $100
million or more. The Exchange submits
this proposal because the Underlying
Index does not meet this requirement.
The Underlying Index does, however,
meet all of the other requirements of
Rule 14.11(c)(4).
Description of the Shares and the Fund
BlackRock Fund Advisors (‘‘BFA’’) is
the investment adviser to the Fund.8
State Street Bank and Trust Company is
the administrator, custodian, and
transfer agent for the Trust. S&P is the
index provider (the ‘‘Index Provider’’)
for the Fund. BlackRock Investments,
LLC serves as the distributor for the
Trust.
daltland on DSKBBV9HB2PROD with NOTICES
S&P AMT-Free Municipal Series Dec
2025 Index
According to the Registration
Statement, the Fund will seek to track
the investment results, before fees and
expenses, of the S&P AMT-Free
Municipal Series Dec 2025 Index (the
‘‘Underlying Index’’), which measures
the performance of investment-grade (as
(October 4, 2012), 77 FR 61804 (October 11, 2012)
(SR–NYSEArca–2012–92) (order approving
proposed rule change relating to the listing and
trading of iShares 2018 S&P AMT-Free Municipal
Series and iShares 2019 S&P AMT-Free Municipal
Series under NYSE Arca, Inc. (‘‘NYSE Arca’’) Rule
5.2(j)(3), Commentary .02); 72523 (July 2, 2014), 79
FR 39016 (July 9, 2014) (SR–NYSEArca–2014–37)
(order approving proposed rule change relating to
the listing and trading of iShares 2020 S&P AMTFree Municipal Series under NYSE Arca Rule
5.2(j)(3), Commentary .02); and 75468 (July 16,
2015), 80 FR 43500 (July 22, 2015) (SR–NYSEArca–
2015–25) (order approving proposed rule change
relating to the listing and trading of the iShares
iBonds Dec 2021 AMT-Free Muni Bond ETF and
iShares iBonds Dec 2022 AMT-Free Muni Bond
ETF under NYSE Arca Rule 5.2(j)(3), Commentary
.02).
7 See Registration Statement on Form N–1A for
the Trust, dated [DATE] [sic] (File Nos. 333–92935
and 811–09729). The descriptions of the Fund and
the Shares contained herein are based, in part, on
information in the Registration Statement. 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’’) (the ‘‘Exemptive Order’’). See Investment
Company Act Release No. 28021 (October 24, 2007)
(File No. 812–13426).
8 BFA is an indirect wholly owned subsidiary of
BlackRock, Inc.
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19:14 Sep 17, 2018
Jkt 244001
determined by Index Provider), noncallable U.S. municipal bonds maturing
in 2025. The Underlying Index includes
municipal bonds from issuers that are
state or local governments or agencies
such that the interest on each such bond
is exempt from U.S. federal income
taxes and the federal alternative
minimum tax (‘‘AMT’’) (‘‘Municipal
Securities’’).
As of July 13, 2018, the Underlying
Index included 4,823 component fixed
income municipal bond securities from
issuers in 51 different states or U.S.
territories.9 The most heavily weighted
security in the Underlying Index
represented approximately 1.10% of the
total weight of the Underlying Index
and the aggregate weight of the top five
most heavily weighted securities in the
Underlying Index represented less than
2.98% of the total weight of the
Underlying Index. Approximately
6.73% of the weight of the components
in the Underlying Index had a minimum
original principal outstanding of $100
million or more and 75.56% of the
weight of the components were a
constituent of an offering where the
original offering amount was at least
$100 million. In addition, the total
dollar amount outstanding of issues in
the Underlying Index was
approximately $40,600,000,000 and the
average dollar amount outstanding of
issues in the Underlying Index was
approximately $8,419,000.
Requirement for Index Constituents
Each bond in the Underlying Index
must be denominated in U.S. dollars,
must have a minimum par amount of $2
million. To remain in the Underlying
Index, bonds must maintain a minimum
par amount greater than or equal to $2
million as of the next rebalancing date.
The Underlying Index includes
Municipal Securities from issuers that
are state or local governments or
agencies such that the interest on each
such bond is exempt from U.S. federal
income taxes and the AMT. Each bond
in the Underlying Index must be
investment-grade (i.e., have a rating of at
least BBB¥ by S&P Global Ratings, Baa3
by Moody’s Investors Service, Inc., or
BBB¥ by Fitch Ratings, Inc.). A bond
must be rated by at least one of these
three rating agencies in order to qualify
for the Underlying Index, and the lowest
rating will be used in determining if the
bond is investment-grade. All bonds in
the Underlying Index will mature after
December 31, 2024 and before December
2, 2025. The Underlying Index will also
9 Unless otherwise noted, all statistics related to
the Underlying Index presented hereafter were
accurate as of July 13, 2018.
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47211
contain at least 500 component
securities.
Portfolio Holdings
The Fund’s holdings may include
only the following types of Municipal
Securities: General obligation bonds,10
limited obligation bonds (or revenue
bonds),11 municipal notes,12 municipal
commercial paper,13 tender option
bonds,14 variable rate notes and demand
obligations (‘‘VRDOs’’),15 municipal
lease obligations,16 stripped securities,17
structured securities,18 and zero coupon
securities.19
10 General obligation bonds are obligations
involving the credit of an issuer possessing taxing
power and are payable from such issuer’s general
revenues and not from any particular source.
11 Limited obligation bonds are payable only from
the revenues derived from a particular facility or
class of facilities or, in some cases, from the
proceeds of a special excise or other specific
revenue source, and also include industrial
development bonds issued pursuant to former U.S.
federal tax law. Industrial development bonds
generally are also revenue bonds and thus are not
payable from the issuer’s general revenues. The
credit and quality of industrial development bonds
are usually related to the credit of the corporate
user of the facilities. Payment of interest on and
repayment of principal of such bonds is the
responsibility of the corporate user (and/or any
guarantor).
12 Municipal notes are shorter-term municipal
debt obligations that may provide interim financing
in anticipation of tax collection, receipt of grants,
bond sales, or revenue receipts.
13 Municipal commercial paper is generally
unsecured debt that is issued to meet short-term
financing needs.
14 Tender option bonds are synthetic floating-rate
or variable-rate securities issued when long-term
bonds are purchased in the primary or secondary
market and then deposited into a trust. Custodial
receipts are then issued to investors, such as the
Fund, evidencing ownership interests in the trust.
15 VRDOs are tax-exempt obligations that contain
a floating or variable interest rate adjustment
formula and a right of demand on the part of the
holder thereof to receive payment of the unpaid
principal balance plus accrued interest upon a short
notice period not to exceed seven days.
16 Municipal lease obligations include certificates
of participation issued by government authorities or
entities to finance the acquisition or construction of
equipment, land, and/or facilities.
17 Stripped securities are created when an issuer
separates the interest and principal components of
an instrument and sells them as separate securities.
In general, one security is entitled to receive the
interest payments on the underlying assets and the
other to receive the principal payments.
18 Structured securities are privately negotiated
debt obligations where the principal and/or interest
is determined by reference to the performance of an
underlying investment, index, or reference
obligation, and may be issued by governmental
agencies. While structured securities are part of the
principal holdings of the Fund, the Issuer
represents that such securities, when combined
with those instruments held as part of the other
portfolio holdings described below, will not exceed
20% of the Fund’s net assets.
19 Zero coupon securities are securities that are
sold at a discount to par value and do not pay
interest during the life of the security. The discount
approximates the total amount of interest the
security will accrue and compound over the period
E:\FR\FM\18SEN1.SGM
Continued
18SEN1
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Federal Register / Vol. 83, No. 181 / Tuesday, September 18, 2018 / Notices
Under normal market conditions,20
the Fund will invest at least 90% of its
assets in the component securities of the
Underlying Index, except during the last
months of the Fund’s operations. With
respect to the remaining 10% of its
assets, the Fund may invest in certain
futures, options and swap contracts,21
cash and cash equivalents, including
shares of money market funds advised
by BFA or its affiliates, as well as in
Municipal Securities not included in
the Underlying Index, but which BFA
believes will help the Fund track the
Underlying Index. From time to time
when conditions warrant, however, the
Fund may invest at least 80% of its
assets in the component securities of the
Underlying Index.
In the last months of operation, as the
bonds held by the Fund mature, the
proceeds will not be reinvested in bonds
but instead will be held in cash and
cash equivalents, including, without
limitation, shares of money market
funds advised by BFA or its affiliates
(‘‘BlackRock Cash Funds’’), AMT-free
tax-exempt municipal notes, variable
rate demand notes and obligations,
tender option bonds and municipal
commercial paper. These cash
equivalents may not be included in the
Fund’s benchmark index.
daltland on DSKBBV9HB2PROD with NOTICES
Discussion
Based on the characteristics of the
Underlying 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 Underlying
Index and Fund satisfy all of the generic
listing requirements for Index Fund
Shares based on a fixed income index,
except for the minimum principal
amount outstanding requirement of
14.11(c)(4)(B)(i)(b). The Exchange notes
until maturity at a rate of interest reflecting the
market rate of the security at the time of issuance.
Upon maturity, the holder of a zero coupon security
is entitled to receive the par value of the security.
20 The term ‘‘normal market conditions’’ includes,
but is not limited to, the absence of trading halts
in the applicable financial markets generally;
operational issues (e.g., systems failure) causing
dissemination of inaccurate market information; or
force majeure type events such as natural or
manmade disaster, act of God, armed conflict, act
of terrorism, riot or labor disruption or any similar
intervening circumstance.
21 Such futures, options and swap contracts will
include only the following: Interest rate futures,
interest rate options, and interest rate swaps. The
derivatives will be centrally cleared and they will
be collateralized. At least 90% of the Fund’s net
assets that are invested in listed derivatives will be
invested in instruments that trade in markets that
are members or affiliates of members of the
Intermarket Surveillance Group (‘‘ISG’’) or are
parties to a comprehensive surveillance sharing
with the Exchange.
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19:14 Sep 17, 2018
Jkt 244001
that the representations in the
Requirements for Index Constituents for
the Underlying Index are identical to
the representations made regarding the
S&P AMT-Free Municipal Series Dec
2023 Index and the S&P AMT-Free
Municipal Series Dec 2024 Index (the
‘‘Comparable Indexes’’), each
underlying a series of Index Fund
Shares that were previously approved
for listing and trading by the
Commission.22
The Approval Order included the
representation that a bond must be
investment-grade and must have an
outstanding par value of at least $2
million in order to be included in the
Comparable Indexes. To remain in the
Underlying Index, bonds must be
investment-grade and maintain a
minimum par amount greater than or
equal to $2 million and, further, BFA
has represented that the Underlying
Index will have at least 500 constituents
on a continuous basis. As such, the
Exchange believes that the proposal is
consistent with the Act because the
representations regarding the quality
and size of the issuances included in the
Underlying Index provide a strong
degree of protection against index
manipulation that is consistent with
other proposals that have been approved
for listing and trading by the
Commission, which is only furthered by
the additional representation that the
Underlying Index will have at least 500
constituents on a continuous basis,
which ensures diversification among
constituent securities.
In addition, the Exchange represents
that: (1) Except for Rule
14.11(c)(4)(B)(i)(b), the Underlying
Index currently satisfies all of the
generic listing standards under Rule
14.11(c)(4); (2) the continued listing
standards under Rule 14.11(c), as
applicable to Index Fund Shares based
on fixed income securities, will apply to
the Shares; and (3) the issuer of the
Fund is required to comply with Rule
10A–3 23 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 Index Fund
Shares, including, but not limited to,
requirements relating to the
dissemination of key information such
22 See Securities Exchange Act Release No. 79381
(November 22, 2016), 81 FR 86044 (November 29,
2016) (SR–BatsBZX–2016–48) (Order Granting
Accelerated Approval of a Proposed Rule Change,
as Modified by Amendments No. 1 and No. 2
Thereto, To List and Trade Shares of the iShares
iBonds Dec 2023 Term Muni Bond ETF and iShares
iBonds Dec 2024 Term Muni Bond ETF of the
iShares U.S. ETF Trust Pursuant to BZX Rule
14.11(c)(4)) (the ‘‘Approval Order’’).
23 17 CFR 240.10A–3.
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Fmt 4703
Sfmt 4703
as the value of the Underlying Index
and the Intraday Indicative Value
(‘‘IIV’’),24 rules governing the trading of
equity securities, trading hours, trading
halts, surveillance, information barriers
and the Information Circular, as set
forth in the Exchange rules applicable to
Index Fund Shares and prior
Commission orders approving the
generic listing rules applicable to the
listing and trading of Index Fund
Shares.
The current value of the Underlying
Index will be widely disseminated by
one or more major market data vendors
at least once per day, as required by
Rule 14.11(c)(4)(C)(ii). The portfolio of
securities held by the Fund will be
disclosed daily on the Fund’s website at
www.ishares.com. 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 and is not affiliated with
a broker-dealer. To the extent that the
Index Provider becomes a broker-dealer
or becomes affiliated with a brokerdealer, 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
Underlying Index and the Underlying
Index shall be calculated by a third
party who is not a broker-dealer or fund
advisor. 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 nonpublic information regarding the
Underlying Index.
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 Underlying Index
and, therefore, if the methodology of the
Underlying 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
24 The IIV will be widely disseminated by one or
more major market data vendors at least every 15
seconds during the Exchange’s Regular Trading
Hours. Currently, it is the Exchange’s
understanding that several major market data
vendors display and/or make widely available IIVs
taken from the Consolidated Tape Association
(‘‘CTA’’) or other data feeds.
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daltland on DSKBBV9HB2PROD with NOTICES
whether the Underlying Index remained
sufficiently broad-based and well
diversified.
Availability of Information
The Fund’s website, 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, daily
trading volume, 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. Daily trading volume
information for the Shares will also be
available in the financial section of
newspapers, through subscription
services such as Bloomberg, Thomson
Reuters, and International Data
Corporation, which can be accessed by
authorized participants and other
investors, as well as through other
electronic services, including major
public websites. On each business day,
the Fund will disclose on its website the
identities and quantities of the portfolio
of securities and other assets in the
daily disclosed portfolio held by the
Fund that formed the basis for the
Fund’s calculation of NAV at the end of
the previous business day. The daily
disclosed portfolio will include, as
applicable: The ticker symbol; CUSIP
number or other identifier, if any; a
description of the holding (including
the type of holding, such as the type of
swap); 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; effective date,
if any; market value of the holding; and
the percentage weighting of the holding
in the Fund’s portfolio. The website and
information will be publicly available at
no charge. The value, components, and
percentage weightings of the Underlying
Index will be calculated and
disseminated at least once daily and
will be available from major market data
vendors. Rules governing the
Underlying Index are available on S&P’s
website and in the Fund’s prospectus.
In addition, an estimated value,
defined in BZX Rule 14.11(c)(6)(A) as
the ‘‘Intraday Indicative Value,’’ that
reflects an estimated intraday value of
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19:14 Sep 17, 2018
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47213
the Fund’s portfolio, will be
disseminated. Moreover, the Intraday
Indicative Value will be based upon the
current value for the components of the
daily disclosed portfolio and will be
updated and widely disseminated by
one or more major market data vendors
at least every 15 seconds during the
Exchange’s Regular Trading Hours.25 In
addition, the quotations of certain of the
Fund’s holdings may not be updated
during U.S. trading hours if updated
prices cannot be ascertained.
The dissemination of the Intraday
Indicative Value, together with the daily
disclosed portfolio, will allow investors
to determine the value of the underlying
portfolio of the Fund on a daily basis
and provide a close estimate of that
value throughout the trading day.
Quotation and last sale information
for the Shares will be available via the
CTA high speed line. Price information
regarding Municipal Securities and
other non-exchange traded assets
including certain derivatives, money
market funds and other instruments,
and repurchase agreements is available
from third party pricing services and
major market data vendors. For
exchange-traded assets, including
futures, and certain options, such
intraday information is available
directly from the applicable listing
exchange. In addition, price information
for U.S. exchange-traded options will be
available from the Options Price
Reporting Authority.
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 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. In
addition, FINRA, on behalf of the
Exchange, is able to access, as needed,
trade information for certain fixed
income securities held by a Fund
reported to FINRA’s Trade Reporting
and Compliance Engine (‘‘TRACE’’).
FINRA also can access data obtained
from the Municipal Securities
Rulemaking Board’s Electronic
Municipal Market Access (‘‘EMMA’’)
system relating to municipal bond
trading activity for surveillance
purposes in connection with trading in
the Shares.
Surveillance
The Exchange represents that trading
in the Shares 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 in all trading
sessions and to deter and detect
violations of Exchange rules and federal
securities laws applicable to trading on
the Exchange.26
The surveillances referred to above
generally focus on detecting securities
trading outside their normal patterns,
2. Statutory Basis
The Exchange believes that the
proposal is consistent with Section 6(b)
of the Act 27 in general and Section
6(b)(5) of the Act 28 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 will
be listed and traded on the Exchange
pursuant to the initial and continued
listing criteria for Index Fund Shares
based on a fixed income index in Rule
14.11(c)(4), except for the minimum
principal amount outstanding
requirement of 14.11(c)(4)(B)(i)(b). The
25 Currently, it is the Exchange’s understanding
that several major market data vendors display and/
or make widely available Intraday Indicative Values
published via the Consolidated Tape Association
(‘‘CTA’’) or other data feeds.
26 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.
PO 00000
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27 15
28 15
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U.S.C. 78f [sic].
U.S.C. 78f(b)(5).
18SEN1
daltland on DSKBBV9HB2PROD with NOTICES
47214
Federal Register / Vol. 83, No. 181 / Tuesday, September 18, 2018 / Notices
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 the
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 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 EMMA
system relating to municipal bond
trading activity for surveillance
purposes in connection with trading in
the Shares. 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 TRACE.
As discussed above, the Exchange
believes that the Underlying Index is
sufficiently broad-based to deter
potential manipulation. The Underlying
Index currently includes 4,823
component securities. Whereas the Rule
14.11(c)(4)(B)(i)(e) requires that an
index contain securities from a
minimum of 13 non-affiliated issuers,
the Underlying Index includes
securities issued by municipal entities
in more than 51 states or U.S. territories.
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, the largest component security in
the Underlying Index only constitutes
1.10% of the weight of the Underlying
Index and the largest five component
securities represent 2.98% of the weight
of the Underlying Index.
The Exchange believes that this
significant diversification and the lack
of concentration among constituent
securities provide a strong degree of
protection against index manipulation.
The Underlying Index and Fund satisfy
all of the generic listing requirements
for Index Fund Shares based on a fixed
income index, except for the minimum
VerDate Sep<11>2014
19:14 Sep 17, 2018
Jkt 244001
principal amount outstanding
requirement of 14.11(c)(4)(B)(i)(b). With
this in mind, the Exchange notes that
the representations in the Requirements
for Index Constituents for the
Underlying Index are identical to the
representations made regarding the
Comparable Indexes, each of which are
underlying a series of Index Fund
Shares that were previously approved
for listing and trading by the
Commission 29 and, further, BFA has
made an additional representation
regarding diversification that was not
included in the Approval Order.
The Approval Order included the
representation that a bond must be
investment-grade and must have an
outstanding par value of at least $2
million in order to be included in the
Comparable Indexes. To remain in the
Underlying Index, bonds must be
investment-grade and maintain a
minimum par amount greater than or
equal to $2 million and, further, BFA
has represented that the Underlying
Index will have at least 500 constituents
on a continuous basis. As such, the
Exchange believes that the proposal is
consistent with the Act because the
representations regarding the quality
and size of the issuances included in the
Underlying Index provide a strong
degree of protection against index
manipulation that is consistent with
other proposals that have been approved
for listing and trading by the
Commission, which is only furthered by
the additional representation that the
Underlying Index will have at least 500
constituents on a continuous basis,
which ensures diversification among
constituent securities.
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 is publicly available
regarding the Fund, 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. Moreover,
the IIV for Shares will be widely
disseminated by one or more major
market data vendors at least every 15
seconds during the Exchange’s Regular
Trading Hours. 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
29 See
PO 00000
supra note 9 [sic].
Frm 00091
Fmt 4703
Sfmt 4703
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.
If the Exchange becomes aware that
the Fund’s 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.
Trading also may be halted because of
market conditions or for reasons that, in
the view of the Exchange, make trading
in the shares the Fund inadvisable. If
the IIV and index value are not being
disseminated for the Fund 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 an IIV or index value
persists past the trading day in which it
occurred, the Exchange will halt
trading. The Exchange may consider all
relevant factors in exercising its
discretion to halt or suspend trading in
the Shares. The Exchange will halt
trading in the Shares under the
conditions specified in BZX Rule 11.18.
Trading may be halted because of
market conditions or for reasons that, in
the view of the Exchange, make trading
in the Shares inadvisable. These may
include: (1) The extent to which trading
is not occurring in the securities and/or
the financial instruments composing the
daily disclosed portfolio of the Fund; or
(2) whether other unusual conditions or
circumstances detrimental to the
maintenance of a fair and orderly
market are present. Trading in the
Shares also will be subject to Rule
14.11(c)(1)(B)(iv), which sets forth
circumstances under which Shares of a
Fund may be halted. In addition,
investors will have ready access to
information regarding the applicable
IIV, and quotation and last sale
information for the Shares. Trade price
and other information relating to
Municipal Securities is available
through the EMMA system.
All statements and representations
made in this filing regarding the Index
composition, the description of the
portfolio or reference assets, limitations
on portfolio holdings or reference assets,
dissemination and availability of Index,
reference asset, and intraday indicative
values (as applicable), or the
applicability of Exchange listing rules
shall constitute continued listing
requirements for listing the Shares on
the Exchange. The issuer is required to
E:\FR\FM\18SEN1.SGM
18SEN1
Federal Register / Vol. 83, No. 181 / Tuesday, September 18, 2018 / Notices
advise 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
Rule 14.12.
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 exchange-traded product that
principally holds Municipal Securities
and that will enhance competition
among market participants, to the
benefit of investors and the marketplace.
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.
(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 exchange-traded product that
will enhance competition among market
participants, to the benefit of investors
and the marketplace.
daltland on DSKBBV9HB2PROD with NOTICES
(C) Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants or Others
The Exchange has neither solicited
nor received written comments on the
proposed rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule
change does not: (i) Significantly affect
the protection of investors or the public
interest; (ii) impose any significant
burden on competition; and (iii) become
operative for 30 days from the date on
which it was filed, or such shorter time
VerDate Sep<11>2014
19:14 Sep 17, 2018
Jkt 244001
as the Commission may designate, it has
become effective pursuant to Section
19(b)(3)(A) of the Act 30 and Rule 19b–
4(f)(6) thereunder.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.
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 rule-comments@
sec.gov. Please include File Number SR–
CboeBZX–2018–070 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–CboeBZX–2018–070. 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,
30 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.
31 17
PO 00000
Frm 00092
Fmt 4703
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47215
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–CboeBZX–2018–070, and
should be submitted on or before
October 9, 2018.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.32
Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018–20237 Filed 9–17–18; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Sunshine Act Meetings
2:00 p.m. on Thursday,
September 20, 2018.
PLACE: Closed Commission Hearing,
Room 10800.
STATUS: This meeting will be closed to
the public.
MATTERS TO BE CONSIDERED:
Commissioners, Counsel to the
Commissioners, the Secretary to the
Commission, and recording secretaries
will attend the closed meeting. Certain
staff members who have an interest in
the matters also may be present.
The General Counsel of the
Commission, or his designee, has
certified that, in his opinion, one or
more of the exemptions set forth in 5
U.S.C. 552b(c)(3), (5), (6), (7), (8), 9(B)
and (10) and 17 CFR 200.402(a)(3),
(a)(5), (a)(6), (a)(7), (a)(8), (a)(9)(ii) and
(a)(10), permit consideration of the
scheduled matters at the closed meeting.
Commissioner Stein, as duty officer,
voted to consider the items listed for the
closed meeting in closed session.
The subject matters of the closed
meeting will be:
Institution and settlement of
injunctive actions;
Institution and settlement of
administrative proceedings;
Resolution of litigation claims; and
Other matters relating to enforcement
proceedings.
TIME AND DATE:
32 17
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CFR 200.30–3(a)(12).
18SEN1
]]>Agencies
[Federal Register Volume 83, Number 181 (Tuesday, September 18, 2018)]
[Notices]
[Pages 47210-47215]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2018-20237]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-84107; File No. SR-CboeBZX-2018-070]
Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To List
and Trade Shares of the iShares iBonds Dec 2025 Term Muni Bond ETF of
iShares Trust Under BZX Rule 14.11(c)(4) (Index Fund Shares)
September 13, 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 August 30, 2018, Cboe BZX Exchange, Inc. (``Exchange'' or ``BZX'')
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 Exchange has designated this
proposal as a ``non-controversial'' proposed rule change pursuant to
Section 19(b)(3)(A) of the Act \3\ and Rule 19b-4(f)(6)(iii)
thereunder,\4\ which renders it effective upon filing with the
Commission. 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\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A).
\4\ 17 CFR 240.19b-4(f)(6)(iii).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange is proposing to list and trade under BZX Rule
14.11(c)(4) the shares of the iShares iBonds Dec 2025 Term Muni Bond
ETF (the ``Fund'') of iShares Trust (the ``Trust'').
The text of the proposed rule change is available at the Exchange's
website at www.markets.cboe.com, at the principal office of the
Exchange, and at the Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
Sections A, B, and C below, of the most significant parts of such
statements.
(A) Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to list and trade shares (``Shares'') of the
Fund under BZX Rule 14.11(c)(4),\5\ which governs the listing and
trading of index fund shares based on fixed income securities
indexes.\6\ The Shares will be
[[Page 47211]]
offered by the Trust, which was established as a Delaware statutory
trust on December 16, 1999. The Trust is registered with the Commission
as an open-end investment company and has filed a registration
statement on behalf of the Fund on Form N-1A (``Registration
Statement'') with the Commission.\7\
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\5\ The Commission approved BZX Rule 14.11(c) in Securities
Exchange Act Release No. 65225 (August 30, 2011), 76 FR 55148
(September 6, 2011) (SR-BATS-2011-018).
\6\ 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. 78329 (July 14,
2016), 81 FR 47217 (July 20, 2016) (SR-BatsBZX-2016-01) (order
approving the listing and trading of the following series of VanEck
Vectors ETF Trust: 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); 67985
(October 4, 2012), 77 FR 61804 (October 11, 2012) (SR-NYSEArca-2012-
92) (order approving proposed rule change relating to the listing
and trading of iShares 2018 S&P AMT-Free Municipal Series and
iShares 2019 S&P AMT-Free Municipal Series under NYSE Arca, Inc.
(``NYSE Arca'') Rule 5.2(j)(3), Commentary .02); 72523 (July 2,
2014), 79 FR 39016 (July 9, 2014) (SR-NYSEArca-2014-37) (order
approving proposed rule change relating to the listing and trading
of iShares 2020 S&P AMT-Free Municipal Series under NYSE Arca Rule
5.2(j)(3), Commentary .02); and 75468 (July 16, 2015), 80 FR 43500
(July 22, 2015) (SR-NYSEArca-2015-25) (order approving proposed rule
change relating to the listing and trading of the iShares iBonds Dec
2021 AMT-Free Muni Bond ETF and iShares iBonds Dec 2022 AMT-Free
Muni Bond ETF under NYSE Arca Rule 5.2(j)(3), Commentary .02).
\7\ See Registration Statement on Form N-1A for the Trust, dated
[DATE] [sic] (File Nos. 333-92935 and 811-09729). The descriptions
of the Fund and the Shares contained herein are based, in part, on
information in the Registration Statement. 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'') (the
``Exemptive Order''). See Investment Company Act Release No. 28021
(October 24, 2007) (File No. 812-13426).
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Rule 14.11(c)(4)(B)(i)(b) requires that component fixed income
securities that, in the aggregate, account for at least 75% of the
weight of the index or portfolio shall have a minimum principal amount
outstanding of $100 million or more. The Exchange submits this proposal
because the Underlying Index does not meet this requirement. The
Underlying Index does, however, meet all of the other requirements of
Rule 14.11(c)(4).
Description of the Shares and the Fund
BlackRock Fund Advisors (``BFA'') is the investment adviser to the
Fund.\8\ State Street Bank and Trust Company is the administrator,
custodian, and transfer agent for the Trust. S&P is the index provider
(the ``Index Provider'') for the Fund. BlackRock Investments, LLC
serves as the distributor for the Trust.
---------------------------------------------------------------------------
\8\ BFA is an indirect wholly owned subsidiary of BlackRock,
Inc.
---------------------------------------------------------------------------
S&P AMT-Free Municipal Series Dec 2025 Index
According to the Registration Statement, the Fund will seek to
track the investment results, before fees and expenses, of the S&P AMT-
Free Municipal Series Dec 2025 Index (the ``Underlying Index''), which
measures the performance of investment-grade (as determined by Index
Provider), non-callable U.S. municipal bonds maturing in 2025. The
Underlying Index includes municipal bonds from issuers that are state
or local governments or agencies such that the interest on each such
bond is exempt from U.S. federal income taxes and the federal
alternative minimum tax (``AMT'') (``Municipal Securities'').
As of July 13, 2018, the Underlying Index included 4,823 component
fixed income municipal bond securities from issuers in 51 different
states or U.S. territories.\9\ The most heavily weighted security in
the Underlying Index represented approximately 1.10% of the total
weight of the Underlying Index and the aggregate weight of the top five
most heavily weighted securities in the Underlying Index represented
less than 2.98% of the total weight of the Underlying Index.
Approximately 6.73% of the weight of the components in the Underlying
Index had a minimum original principal outstanding of $100 million or
more and 75.56% of the weight of the components were a constituent of
an offering where the original offering amount was at least $100
million. In addition, the total dollar amount outstanding of issues in
the Underlying Index was approximately $40,600,000,000 and the average
dollar amount outstanding of issues in the Underlying Index was
approximately $8,419,000.
---------------------------------------------------------------------------
\9\ Unless otherwise noted, all statistics related to the
Underlying Index presented hereafter were accurate as of July 13,
2018.
---------------------------------------------------------------------------
Requirement for Index Constituents
Each bond in the Underlying Index must be denominated in U.S.
dollars, must have a minimum par amount of $2 million. To remain in the
Underlying Index, bonds must maintain a minimum par amount greater than
or equal to $2 million as of the next rebalancing date. The Underlying
Index includes Municipal Securities from issuers that are state or
local governments or agencies such that the interest on each such bond
is exempt from U.S. federal income taxes and the AMT. Each bond in the
Underlying Index must be investment-grade (i.e., have a rating of at
least BBB- by S&P Global Ratings, Baa3 by Moody's Investors Service,
Inc., or BBB- by Fitch Ratings, Inc.). A bond must be rated by at least
one of these three rating agencies in order to qualify for the
Underlying Index, and the lowest rating will be used in determining if
the bond is investment-grade. All bonds in the Underlying Index will
mature after December 31, 2024 and before December 2, 2025. The
Underlying Index will also contain at least 500 component securities.
Portfolio Holdings
The Fund's holdings may include only the following types of
Municipal Securities: General obligation bonds,\10\ limited obligation
bonds (or revenue bonds),\11\ municipal notes,\12\ municipal commercial
paper,\13\ tender option bonds,\14\ variable rate notes and demand
obligations (``VRDOs''),\15\ municipal lease obligations,\16\ stripped
securities,\17\ structured securities,\18\ and zero coupon
securities.\19\
---------------------------------------------------------------------------
\10\ General obligation bonds are obligations involving the
credit of an issuer possessing taxing power and are payable from
such issuer's general revenues and not from any particular source.
\11\ Limited obligation bonds are payable only from the revenues
derived from a particular facility or class of facilities or, in
some cases, from the proceeds of a special excise or other specific
revenue source, and also include industrial development bonds issued
pursuant to former U.S. federal tax law. Industrial development
bonds generally are also revenue bonds and thus are not payable from
the issuer's general revenues. The credit and quality of industrial
development bonds are usually related to the credit of the corporate
user of the facilities. Payment of interest on and repayment of
principal of such bonds is the responsibility of the corporate user
(and/or any guarantor).
\12\ Municipal notes are shorter-term municipal debt obligations
that may provide interim financing in anticipation of tax
collection, receipt of grants, bond sales, or revenue receipts.
\13\ Municipal commercial paper is generally unsecured debt that
is issued to meet short-term financing needs.
\14\ Tender option bonds are synthetic floating-rate or
variable-rate securities issued when long-term bonds are purchased
in the primary or secondary market and then deposited into a trust.
Custodial receipts are then issued to investors, such as the Fund,
evidencing ownership interests in the trust.
\15\ VRDOs are tax-exempt obligations that contain a floating or
variable interest rate adjustment formula and a right of demand on
the part of the holder thereof to receive payment of the unpaid
principal balance plus accrued interest upon a short notice period
not to exceed seven days.
\16\ Municipal lease obligations include certificates of
participation issued by government authorities or entities to
finance the acquisition or construction of equipment, land, and/or
facilities.
\17\ Stripped securities are created when an issuer separates
the interest and principal components of an instrument and sells
them as separate securities. In general, one security is entitled to
receive the interest payments on the underlying assets and the other
to receive the principal payments.
\18\ Structured securities are privately negotiated debt
obligations where the principal and/or interest is determined by
reference to the performance of an underlying investment, index, or
reference obligation, and may be issued by governmental agencies.
While structured securities are part of the principal holdings of
the Fund, the Issuer represents that such securities, when combined
with those instruments held as part of the other portfolio holdings
described below, will not exceed 20% of the Fund's net assets.
\19\ Zero coupon securities are securities that are sold at a
discount to par value and do not pay interest during the life of the
security. The discount approximates the total amount of interest the
security will accrue and compound over the period until maturity at
a rate of interest reflecting the market rate of the security at the
time of issuance. Upon maturity, the holder of a zero coupon
security is entitled to receive the par value of the security.
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[[Page 47212]]
Under normal market conditions,\20\ the Fund will invest at least
90% of its assets in the component securities of the Underlying Index,
except during the last months of the Fund's operations. With respect to
the remaining 10% of its assets, the Fund may invest in certain
futures, options and swap contracts,\21\ cash and cash equivalents,
including shares of money market funds advised by BFA or its
affiliates, as well as in Municipal Securities not included in the
Underlying Index, but which BFA believes will help the Fund track the
Underlying Index. From time to time when conditions warrant, however,
the Fund may invest at least 80% of its assets in the component
securities of the Underlying Index.
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\20\ The term ``normal market conditions'' includes, but is not
limited to, the absence of trading halts in the applicable financial
markets generally; operational issues (e.g., systems failure)
causing dissemination of inaccurate market information; or force
majeure type events such as natural or manmade disaster, act of God,
armed conflict, act of terrorism, riot or labor disruption or any
similar intervening circumstance.
\21\ Such futures, options and swap contracts will include only
the following: Interest rate futures, interest rate options, and
interest rate swaps. The derivatives will be centrally cleared and
they will be collateralized. At least 90% of the Fund's net assets
that are invested in listed derivatives will be invested in
instruments that trade in markets that are members or affiliates of
members of the Intermarket Surveillance Group (``ISG'') or are
parties to a comprehensive surveillance sharing with the Exchange.
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In the last months of operation, as the bonds held by the Fund
mature, the proceeds will not be reinvested in bonds but instead will
be held in cash and cash equivalents, including, without limitation,
shares of money market funds advised by BFA or its affiliates
(``BlackRock Cash Funds''), AMT-free tax-exempt municipal notes,
variable rate demand notes and obligations, tender option bonds and
municipal commercial paper. These cash equivalents may not be included
in the Fund's benchmark index.
Discussion
Based on the characteristics of the Underlying 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 Underlying Index and Fund satisfy all of the
generic listing requirements for Index Fund Shares based on a fixed
income index, except for the minimum principal amount outstanding
requirement of 14.11(c)(4)(B)(i)(b). The Exchange notes that the
representations in the Requirements for Index Constituents for the
Underlying Index are identical to the representations made regarding
the S&P AMT-Free Municipal Series Dec 2023 Index and the S&P AMT-Free
Municipal Series Dec 2024 Index (the ``Comparable Indexes''), each
underlying a series of Index Fund Shares that were previously approved
for listing and trading by the Commission.\22\
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\22\ See Securities Exchange Act Release No. 79381 (November 22,
2016), 81 FR 86044 (November 29, 2016) (SR-BatsBZX-2016-48) (Order
Granting Accelerated Approval of a Proposed Rule Change, as Modified
by Amendments No. 1 and No. 2 Thereto, To List and Trade Shares of
the iShares iBonds Dec 2023 Term Muni Bond ETF and iShares iBonds
Dec 2024 Term Muni Bond ETF of the iShares U.S. ETF Trust Pursuant
to BZX Rule 14.11(c)(4)) (the ``Approval Order'').
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The Approval Order included the representation that a bond must be
investment-grade and must have an outstanding par value of at least $2
million in order to be included in the Comparable Indexes. To remain in
the Underlying Index, bonds must be investment-grade and maintain a
minimum par amount greater than or equal to $2 million and, further,
BFA has represented that the Underlying Index will have at least 500
constituents on a continuous basis. As such, the Exchange believes that
the proposal is consistent with the Act because the representations
regarding the quality and size of the issuances included in the
Underlying Index provide a strong degree of protection against index
manipulation that is consistent with other proposals that have been
approved for listing and trading by the Commission, which is only
furthered by the additional representation that the Underlying Index
will have at least 500 constituents on a continuous basis, which
ensures diversification among constituent securities.
In addition, the Exchange represents that: (1) Except for Rule
14.11(c)(4)(B)(i)(b), the Underlying Index currently satisfies all of
the generic listing standards under Rule 14.11(c)(4); (2) the continued
listing standards under Rule 14.11(c), as applicable to Index Fund
Shares based on fixed income securities, will apply to the Shares; and
(3) the issuer of the Fund is required to comply with Rule 10A-3 \23\
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 Index Fund Shares, including, but not
limited to, requirements relating to the dissemination of key
information such as the value of the Underlying Index and the Intraday
Indicative Value (``IIV''),\24\ rules governing the trading of equity
securities, trading hours, trading halts, surveillance, information
barriers and the Information Circular, as set forth in the Exchange
rules applicable to Index Fund Shares and prior Commission orders
approving the generic listing rules applicable to the listing and
trading of Index Fund Shares.
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\23\ 17 CFR 240.10A-3.
\24\ The IIV will be widely disseminated by one or more major
market data vendors at least every 15 seconds during the Exchange's
Regular Trading Hours. Currently, it is the Exchange's understanding
that several major market data vendors display and/or make widely
available IIVs taken from the Consolidated Tape Association
(``CTA'') or other data feeds.
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The current value of the Underlying Index will be widely
disseminated by one or more major market data vendors at least once per
day, as required by Rule 14.11(c)(4)(C)(ii). The portfolio of
securities held by the Fund will be disclosed daily on the Fund's
website at www.ishares.com. 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 and is not affiliated with a broker-
dealer. To the extent that the Index Provider becomes a broker-dealer
or becomes 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
Underlying Index and the Underlying Index shall be calculated by a
third party who is not a broker-dealer or fund advisor. 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 Underlying Index.
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 Underlying Index and, therefore, if
the methodology of the Underlying 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
[[Page 47213]]
whether the Underlying Index remained sufficiently broad-based and well
diversified.
Availability of Information
The Fund's website, 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, daily trading volume,
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. Daily trading volume information for the
Shares will also be available in the financial section of newspapers,
through subscription services such as Bloomberg, Thomson Reuters, and
International Data Corporation, which can be accessed by authorized
participants and other investors, as well as through other electronic
services, including major public websites. On each business day, the
Fund will disclose on its website the identities and quantities of the
portfolio of securities and other assets in the daily disclosed
portfolio held by the Fund that formed the basis for the Fund's
calculation of NAV at the end of the previous business day. The daily
disclosed portfolio will include, as applicable: The ticker symbol;
CUSIP number or other identifier, if any; a description of the holding
(including the type of holding, such as the type of swap); 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; effective date, if any; market value of the holding; and the
percentage weighting of the holding in the Fund's portfolio. The
website and information will be publicly available at no charge. The
value, components, and percentage weightings of the Underlying Index
will be calculated and disseminated at least once daily and will be
available from major market data vendors. Rules governing the
Underlying Index are available on S&P's website and in the Fund's
prospectus.
In addition, an estimated value, defined in BZX Rule 14.11(c)(6)(A)
as the ``Intraday Indicative Value,'' that reflects an estimated
intraday value of the Fund's portfolio, will be disseminated. Moreover,
the Intraday Indicative Value will be based upon the current value for
the components of the daily disclosed portfolio and will be updated and
widely disseminated by one or more major market data vendors at least
every 15 seconds during the Exchange's Regular Trading Hours.\25\ In
addition, the quotations of certain of the Fund's holdings may not be
updated during U.S. trading hours if updated prices cannot be
ascertained.
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\25\ Currently, it is the Exchange's understanding that several
major market data vendors display and/or make widely available
Intraday Indicative Values published via the Consolidated Tape
Association (``CTA'') or other data feeds.
---------------------------------------------------------------------------
The dissemination of the Intraday Indicative Value, together with
the daily disclosed portfolio, will allow investors to determine the
value of the underlying portfolio of the Fund on a daily basis and
provide a close estimate of that value throughout the trading day.
Quotation and last sale information for the Shares will be
available via the CTA high speed line. Price information regarding
Municipal Securities and other non-exchange traded assets including
certain derivatives, money market funds and other instruments, and
repurchase agreements is available from third party pricing services
and major market data vendors. For exchange-traded assets, including
futures, and certain options, such intraday information is available
directly from the applicable listing exchange. In addition, price
information for U.S. exchange-traded options will be available from the
Options Price Reporting Authority.
Surveillance
The Exchange represents that trading in the Shares 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 in all trading sessions and to
deter and detect violations of Exchange rules and federal securities
laws applicable to trading on the Exchange.\26\
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\26\ 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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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 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. In addition, FINRA, on
behalf of the Exchange, is able to access, as needed, trade information
for certain fixed income securities held by a Fund reported to FINRA's
Trade Reporting and Compliance Engine (``TRACE''). FINRA also can
access data obtained from the Municipal Securities Rulemaking Board's
Electronic Municipal Market Access (``EMMA'') system 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 \27\ in general and Section 6(b)(5) of the Act \28\ 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.
---------------------------------------------------------------------------
\27\ 15 U.S.C. 78f [sic].
\28\ 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 and traded on the Exchange pursuant to the
initial and continued listing criteria for Index Fund Shares based on a
fixed income index in Rule 14.11(c)(4), except for the minimum
principal amount outstanding requirement of 14.11(c)(4)(B)(i)(b). The
[[Page 47214]]
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 the 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 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 EMMA system
relating to municipal bond trading activity for surveillance purposes
in connection with trading in the Shares. 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 TRACE.
As discussed above, the Exchange believes that the Underlying Index
is sufficiently broad-based to deter potential manipulation. The
Underlying Index currently includes 4,823 component securities. Whereas
the Rule 14.11(c)(4)(B)(i)(e) requires that an index contain securities
from a minimum of 13 non-affiliated issuers, the Underlying Index
includes securities issued by municipal entities in more than 51 states
or U.S. territories. 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, the largest component security in
the Underlying Index only constitutes 1.10% of the weight of the
Underlying Index and the largest five component securities represent
2.98% of the weight of the Underlying Index.
The Exchange believes that this significant diversification and the
lack of concentration among constituent securities provide a strong
degree of protection against index manipulation. The Underlying Index
and Fund satisfy all of the generic listing requirements for Index Fund
Shares based on a fixed income index, except for the minimum principal
amount outstanding requirement of 14.11(c)(4)(B)(i)(b). With this in
mind, the Exchange notes that the representations in the Requirements
for Index Constituents for the Underlying Index are identical to the
representations made regarding the Comparable Indexes, each of which
are underlying a series of Index Fund Shares that were previously
approved for listing and trading by the Commission \29\ and, further,
BFA has made an additional representation regarding diversification
that was not included in the Approval Order.
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\29\ See supra note 9 [sic].
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The Approval Order included the representation that a bond must be
investment-grade and must have an outstanding par value of at least $2
million in order to be included in the Comparable Indexes. To remain in
the Underlying Index, bonds must be investment-grade and maintain a
minimum par amount greater than or equal to $2 million and, further,
BFA has represented that the Underlying Index will have at least 500
constituents on a continuous basis. As such, the Exchange believes that
the proposal is consistent with the Act because the representations
regarding the quality and size of the issuances included in the
Underlying Index provide a strong degree of protection against index
manipulation that is consistent with other proposals that have been
approved for listing and trading by the Commission, which is only
furthered by the additional representation that the Underlying Index
will have at least 500 constituents on a continuous basis, which
ensures diversification among constituent securities.
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 is publicly available regarding the
Fund, 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. Moreover, the IIV for Shares will be widely
disseminated by one or more major market data vendors at least every 15
seconds during the Exchange's Regular Trading Hours. 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.
If the Exchange becomes aware that the Fund's 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. Trading also may be halted because of
market conditions or for reasons that, in the view of the Exchange,
make trading in the shares the Fund inadvisable. If the IIV and index
value are not being disseminated for the Fund 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 an IIV or index value persists past the trading
day in which it occurred, the Exchange will halt trading. The Exchange
may consider all relevant factors in exercising its discretion to halt
or suspend trading in the Shares. The Exchange will halt trading in the
Shares under the conditions specified in BZX Rule 11.18. Trading may be
halted because of market conditions or for reasons that, in the view of
the Exchange, make trading in the Shares inadvisable. These may
include: (1) The extent to which trading is not occurring in the
securities and/or the financial instruments composing the daily
disclosed portfolio of the Fund; or (2) whether other unusual
conditions or circumstances detrimental to the maintenance of a fair
and orderly market are present. Trading in the Shares also will be
subject to Rule 14.11(c)(1)(B)(iv), which sets forth circumstances
under which Shares of a Fund may be halted. In addition, investors will
have ready access to information regarding the applicable IIV, and
quotation and last sale information for the Shares. Trade price and
other information relating to Municipal Securities is available through
the EMMA system.
All statements and representations made in this filing regarding
the Index composition, the description of the portfolio or reference
assets, limitations on portfolio holdings or reference assets,
dissemination and availability of Index, reference asset, and intraday
indicative values (as applicable), or the applicability of Exchange
listing rules shall constitute continued listing requirements for
listing the Shares on the Exchange. The issuer is required to
[[Page 47215]]
advise 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 Rule 14.12.
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 exchange-traded product that principally holds Municipal Securities
and that will enhance competition among market participants, to the
benefit of investors and the marketplace. 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.
(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 exchange-traded product 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
The Exchange has neither solicited nor received written comments on
the proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the foregoing proposed rule change does not: (i)
Significantly affect the protection of investors or the public
interest; (ii) impose any significant burden on competition; and (iii)
become operative for 30 days from the date on which it was filed, or
such shorter time as the Commission may designate, it has become
effective pursuant to Section 19(b)(3)(A) of the Act \30\ and Rule 19b-
4(f)(6) thereunder.\31\
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\30\ 15 U.S.C. 78s(b)(3)(A).
\31\ 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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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.
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-CboeBZX-2018-070 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-CboeBZX-2018-070. 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-CboeBZX-2018-070, and should be
submitted on or before October 9, 2018.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\32\
Eduardo A. Aleman,
Assistant Secretary.
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\32\ 17 CFR 200.30-3(a)(12).
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[FR Doc. 2018-20237 Filed 9-17-18; 8:45 am]
BILLING CODE 8011-01-P
