Sunshine Act Meetings, 38321 [2019-16850]
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Federal Register / Vol. 84, No. 151 / Tuesday, August 6, 2019 / Notices
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–MRX–2019–16 and should
be submitted on or before August 27,
2019.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.14
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–16720 Filed 8–5–19; 8:45 am]
SECURITIES AND EXCHANGE
COMMISSION
Sunshine Act Meetings
jbell on DSK3GLQ082PROD with NOTICES
Dated: August 1, 2019.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2019–16850 Filed 8–2–19; 11:15 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–86537; File No. SR–
NASDAQ–2019–060]
Self-Regulatory Organizations; The
Nasdaq Stock Market LLC; Notice of
Filing of Proposed Rule Change To
Amend Rules 4120 and 4753
July 31, 2019.
BILLING CODE 8011–01–P
Notice is hereby given,
pursuant to the provisions of the
Government in the Sunshine Act, Public
Law 94–409, the Securities and
Exchange Commission will hold an
Open Meeting on Thursday, August 8,
2019 at 10:00 a.m.
PLACE: The meeting will be held in
Auditorium LL–002 at the
Commission’s headquarters, 100 F
Street NE, Washington, DC 20549.
STATUS: This meeting will begin at 10:00
a.m. (ET) and will be open to the public.
Seating will be on a first-come, firstserved basis. Visitors will be subject to
security checks. The meeting will be
webcast on the Commission’s website at
www.sec.gov.
MATTERS TO BE CONSIDERED:
1. The Commission will consider
whether to propose rule amendments to
modernize the description of business,
legal proceedings, and risk factor
disclosures that registrants are required
to make pursuant to Regulation S–K.
The proposed amendments are intended
to update these rules to account for
developments since their adoption or
last amendment, to improve these
disclosures for investors, and to
simplify compliance efforts for
registrants.
At times, changes in Commission
priorities require alterations in the
scheduling of meeting items.
CONTACT PERSON FOR MORE INFORMATION:
For further information and to ascertain
what, if any, matters have been added,
deleted or postponed, please contact
TIME AND DATE:
Vanessa A. Countryman, Office of the
Secretary, at (202) 551–5400.
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 18,
2019, The Nasdaq Stock Market LLC
(‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the
Securities and Exchange Commission
(‘‘SEC’’ or ‘‘Commission’’) the proposed
rule change as described in Items I 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.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange proposes to amend
Rules 4120 and 4753 to permit the
Exchange to declare a regulatory halt in
a security that traded in the over-thecounter market prior to the initial
pricing on the Exchange and to allow for
the initial pricing of such securities
through the IPO Cross.
The text of the proposed rule change
is available on the Exchange’s website at
https://nasdaq.cchwallstreet.com, at the
principal office of the Exchange, and at
the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
1 15
14 17
CFR 200.30–3(a)(12).
VerDate Sep<11>2014
19:21 Aug 05, 2019
2 17
Jkt 247001
PO 00000
U.S.C. 78s(b)(1).
CFR 240.19b–4.
Frm 00120
Fmt 4703
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38321
forth in sections A, B, and C below, of
the most significant aspects of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
Nasdaq proposes to amend Rule 4120
to permit the Exchange to declare a
regulatory halt in a security that traded
in the over-the-counter market (the
‘‘OTC market’’) prior to the initial
pricing on the Exchange. Nasdaq also
proposes to amend Rule 4753 to allow
for the initial pricing on the Exchange
of such securities through the IPO Cross
where a broker-dealer is willing to serve
in the role of financial advisor to the
issuer and perform the functions under
Rule 4120(c)(8) that are ordinarily
performed by an underwriter with
respect to an initial public offering.
Finally, the proposed change would
state that where a security previously
traded in the OTC market pursuant to
FINRA Form 211 is initially priced
using the IPO Cross, the fourth tiebreaker for each of the Current
Reference Price disseminated in the
Nasdaq Order Imbalance Indicator and
the price at which the Nasdaq Halt
Cross will occur shall be the most recent
transaction price in the over-the-counter
market.
Background
In 2014, Nasdaq first adopted rules to
allow the use of the Nasdaq IPO Cross
to initiate trading in securities that have
not been listed on a national securities
exchange or traded in the over-thecounter market pursuant to FINRA Form
211 (the ‘‘OTC market’’) immediately
prior to the initial pricing and described
the role of financial advisors in that
process.3 At that time, the Exchange
added new Rule 4120(c)(9) 4 to set forth
the process by which trading
commences in such securities. Under
that rule, securities of companies that
have not previously been listed on a
national securities exchange or traded in
the OTC market pursuant to FINRA
Form 211 immediately prior to listing
on Nasdaq can be launched for trading
using the same crossing mechanism
3 Securities Exchange Act Release No. 71931
(April 11, 2014), 79 FR 21829 (April 17, 2014) (SR–
NASDAQ–2014–032) (the ‘‘2014 Rule Change’’).
4 In 2014, Nasdaq filed SR–NASDAQ–2014–081
modifying the functions that are performed by an
underwriter with respect to an initial public
offering and renumbered certain paragraphs of Rule
4120. Securities Exchange Act Release No. 73399
(October 21, 2014), 79 FR 63981 (October 27, 2014)
(approving SR–NASDAQ–2014–81). All references
in this filing are to the renumbered rules, as
currently in effect.
E:\FR\FM\06AUN1.SGM
06AUN1
Agencies
[Federal Register Volume 84, Number 151 (Tuesday, August 6, 2019)]
[Notices]
[Page 38321]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-16850]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Sunshine Act Meetings
TIME AND DATE: Notice is hereby given, pursuant to the provisions of
the Government in the Sunshine Act, Public Law 94-409, the Securities
and Exchange Commission will hold an Open Meeting on Thursday, August
8, 2019 at 10:00 a.m.
PLACE: The meeting will be held in Auditorium LL-002 at the
Commission's headquarters, 100 F Street NE, Washington, DC 20549.
STATUS: This meeting will begin at 10:00 a.m. (ET) and will be open to
the public. Seating will be on a first-come, first-served basis.
Visitors will be subject to security checks. The meeting will be
webcast on the Commission's website at www.sec.gov.
MATTERS TO BE CONSIDERED:
1. The Commission will consider whether to propose rule amendments
to modernize the description of business, legal proceedings, and risk
factor disclosures that registrants are required to make pursuant to
Regulation S-K. The proposed amendments are intended to update these
rules to account for developments since their adoption or last
amendment, to improve these disclosures for investors, and to simplify
compliance efforts for registrants.
At times, changes in Commission priorities require alterations in
the scheduling of meeting items.
CONTACT PERSON FOR MORE INFORMATION: For further information and to
ascertain what, if any, matters have been added, deleted or postponed,
please contact Vanessa A. Countryman, Office of the Secretary, at (202)
551-5400.
Dated: August 1, 2019.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2019-16850 Filed 8-2-19; 11:15 am]
BILLING CODE 8011-01-P