American Century ETF Trust, et al., 43240-43241 [2019-17819]
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43240
Federal Register / Vol. 84, No. 161 / Tuesday, August 20, 2019 / Notices
The proposed fees apply to data
derived from BZX Top, which is subject
to competition from both the SIPs and
exchanges that offer similar products,
including but not limited to those that
choose to provide similar pricing
options for Derived Data. A number of
national securities exchanges, including
the Exchange, its affiliated Cboe U.S.
equities exchanges, and Nasdaq offer
pricing discounts for Derived Data
today. These pricing programs reduce
the cost of accessing top of book market
information that is used, among other
things, to create derivative instruments
rather than to trade U.S. equity
securities. In order to better compete for
this segment of the market, the
Exchange is proposing to expand the
programs that it offers to include a
Derived Data API Service, allowing
additional market data customers to
benefit from discounted pricing. The
Exchange does not believe that the
proposed price reduction for Derived
Data offered through an API would
cause any unnecessary or inappropriate
burden on intermarket competition as
other exchanges and data vendors are
free to lower their prices to better
compete with the Exchange’s offering.
The Exchange believes that the
proposed rule change is pro-competitive
as it seeks to offer pricing incentives to
customers to better position the
Exchange as it competes to attract
additional market data subscribers.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were either
solicited or received.
jbell on DSK3GLQ082PROD with NOTICES
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The foregoing rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act 14 and paragraph (f) of Rule
19b–4 15 thereunder. 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. If the
Commission takes such action, the
Commission will institute proceedings
to determine whether the proposed rule
change should be approved or
disapproved.
14 15
15 17
U.S.C. 78s(b)(3)(A).
CFR 240.19b–4(f).
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20:49 Aug 19, 2019
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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:
• 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–2019–070 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–2019–070. 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–2019–070, and
should be submitted on or before
September 10, 2019.
Frm 00142
Fmt 4703
[FR Doc. 2019–17863 Filed 8–19–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Electronic Comments
PO 00000
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.16
Jill M. Peterson,
Assistant Secretary.
Sfmt 4703
[Investment Company Act Release No.
33590; File No. 812–15035]
American Century ETF Trust, et al.
August 14, 2019.
Securities and Exchange
Commission (‘‘Commission’’).
ACTION: Notice.
AGENCY:
Notice of an application for an order
under section 6(c) of the Investment
Company Act of 1940 (‘‘Act’’) for an
exemption from sections 2(a)(32),
5(a)(1), and 22(d) of the Act and rule
22c–1 under the Act, under sections 6(c)
and 17(b) of the Act for an exemption
from sections 17(a)(1) and 17(a)(2) of the
Act, and under section 12(d)(1)(J) of the
Act for an exemption from sections
12(d)(1)(A) and 12(d)(1)(B) of the Act.
Applicants: American Century ETF
Trust (the ‘‘Trust’’), American Century
Investment Management, Inc. (the
‘‘Adviser’’) and Foreside Fund Services,
LLC (the ‘‘Distributor’’).
Summary of Application: Applicants
request an order (‘‘Order’’) that permits:
(a) ActiveShares ETFs (as described in
the Reference Order (as defined below))
to issue shares (‘‘Shares’’) redeemable in
large aggregations only (‘‘creation
units’’); (b) secondary market
transactions in Shares to occur at
negotiated market prices rather than at
net asset value; (c) certain affiliated
persons of an ActiveShares ETF to
deposit securities into, and receive
securities from, the ActiveShares ETF in
connection with the purchase and
redemption of creation units; and (d)
certain registered management
investment companies and unit
investment trusts outside of the same
group of investment companies as the
ActiveShares ETFs to acquire Shares of
the ActiveShares ETFs. The Order
would incorporate by reference terms
and conditions of a previous order
granting the same relief sought by
applicants, as that order may be
amended from time to time (‘‘Reference
Order’’).1
16 17
CFR 200.30–3(a)(12).
ETFs Trust, et al., Investment
Company Act Rel. Nos. 33440 (April 8, 2019)
(notice) and 33477 (May 20, 2019) (order).
1 Precidian
E:\FR\FM\20AUN1.SGM
20AUN1
Federal Register / Vol. 84, No. 161 / Tuesday, August 20, 2019 / Notices
Filing Date: The application was filed
on May 21, 2019.
Hearing or Notification of Hearing: An
order granting the requested relief will
be issued unless the Commission orders
a hearing. Interested persons may
request a hearing by writing to the
Commission’s Secretary and serving
applicants with a copy of the request,
personally or by mail. Hearing requests
should be received by the Commission
by 5:30 p.m. on September 9, 2019, and
should be accompanied by proof of
service on applicants, in the form of an
affidavit or, for lawyers, a certificate of
service. Pursuant to rule 0–5 under the
Act, hearing requests should state the
nature of the writer’s interest, any facts
bearing upon the desirability of a
hearing on the matter, the reason for the
request, and the issues contested.
Persons who wish to be notified of a
hearing may request notification by
writing to the Commission’s Secretary.
ADDRESSES: Secretary, U.S. Securities
and Exchange Commission, 100 F Street
NE, Washington, DC 20549–1090.
Applicants: American Century ETF
Trust, American Century Investment
Management, Inc., 4500 Main Street,
Kansas City, Missouri 64111; Foreside
Fund Services, LLC, Three Canal Plaza,
Suite 100, Portland, Maine 04101.
FOR FURTHER INFORMATION CONTACT:
Deepak T. Pai, Senior Counsel, at (202)
551–6876 or Andrea Ottomanelli
Magovern, Branch Chief, at (202) 551–
6825 (Division of Investment
Management, Chief Counsel’s Office).
SUPPLEMENTARY INFORMATION: The
following is a summary of the
application. The complete application
may be obtained via the Commission’s
website by searching for the file
number, or for an applicant using the
Company name box, at https://
www.sec.gov/search/search.htm or by
calling (202) 551–8090.
jbell on DSK3GLQ082PROD with NOTICES
Applicants
1. The Trust is a statutory trust
organized under the laws of the State of
Delaware and will consist of one or
more series operating as ActiveShares
ETFs. The Trust is registered as an
open-end management investment
company under the Act. Applicants
seek relief with respect to two Funds (as
defined below, and those Funds, the
‘‘Initial Funds’’). The Funds will operate
as ActiveShares ETFs as described in
the Reference Order.2
2 To
facilitate arbitrage, an ActiveShares ETF
disseminates a ‘‘verified intraday indicative value’’
or ‘‘VIIV,’’ reflecting the value of its portfolio
holdings, calculated every second during the
trading day. To protect the identity and weightings
of its portfolio holdings, an ActiveShares ETF sells
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20:49 Aug 19, 2019
Jkt 247001
2. The Adviser, a Delaware
corporation, will be the investment
adviser to the Initial Funds. An Adviser
(as defined below) will serve as
investment adviser to each Fund. The
Adviser is, and any other Adviser will
be, registered as an investment adviser
under the Investment Advisers Act of
1940 (‘‘Advisers Act’’). The Adviser may
enter into sub-advisory agreements with
other investment advisers to act as subadvisers with respect to the Funds (each
a ‘‘Sub-Adviser’’). Any Sub-Adviser will
be registered under the Advisers Act.
3. The Distributor is a Delaware
limited liability company and a brokerdealer registered under the Securities
Exchange Act of 1934, as amended, and
will act as the principal underwriter of
Shares of the Funds. Applicants request
that the requested relief apply to any
distributor of Shares, whether affiliated
or unaffiliated with the Adviser and/or
Sub-Adviser (included in the term
‘‘Distributor’’). Any Distributor will
comply with the terms and conditions
of the Order.
Applicants’ Requested Exemptive Relief
4. Applicants seek the requested
Order under section 6(c) of the Act for
an exemption from sections 2(a)(32),
5(a)(1), and 22(d) of the Act and rule
22c–1 under the Act, under sections 6(c)
and 17(b) of the Act for an exemption
from sections 17(a)(1) and 17(a)(2) of the
Act, and under section 12(d)(1)(J) of the
Act for an exemption from sections
12(d)(1)(A) and 12(d)(1)(B) of the Act.
The requested Order would permit
applicants to offer ActiveShares ETFs.
Because the relief requested is the same
as the relief granted by the Commission
under the Reference Order and because
the Adviser has entered into a licensing
agreement with Precidian Funds LLC in
order to offer ActiveShares ETFs,3 the
Order would incorporate by reference
the terms and conditions of the
Reference Order.
5. Applicants request that the Order
apply to the Initial Funds and to any
other existing or future open-end
management investment company or
series thereof that: (a) Is advised by the
Adviser or any entity controlling,
controlled by, or under common control
with the Adviser (any such entity
included in the term ‘‘Adviser’’); (b)
operates as an ActiveShares ETF as
described in the Reference Order; and
(c) complies with the terms and
and redeems its Shares in creation units to
authorized participants only through an unaffiliated
broker-dealer acting on an agency basis.
3 Aspects of the Funds are covered by intellectual
property rights, including but not limited to those
which are described in one or more patent
applications.
PO 00000
Frm 00143
Fmt 4703
Sfmt 9990
43241
conditions of the Order and of the
Reference Order, which is incorporated
by reference into the Order (each such
company or series and any Initial Fund,
a ‘‘Fund’’).4
6. Section 6(c) of the Act provides that
the Commission may exempt any
person, security or transaction, or any
class of persons, securities or
transactions, from any provisions of the
Act, if and to the extent that such
exemption is necessary or appropriate
in the public interest and consistent
with the protection of investors and the
purposes fairly intended by the policy
and provisions of the Act. Section 17(b)
of the Act authorizes the Commission to
exempt a proposed transaction from
section 17(a) of the Act if evidence
establishes that the terms of the
transaction, including the consideration
to be paid or received, are reasonable
and fair and do not involve
overreaching on the part of any person
concerned, and the transaction is
consistent with the policies of the
registered investment company and the
general purposes of the Act. Section
12(d)(1)(J) of the Act provides that the
Commission may exempt any person,
security, or transaction, or any class of
persons, securities or transactions, from
any provision of section 12(d)(1) if the
exemption is consistent with the public
interest and the protection of investors.
Applicants submit that for the reasons
stated in the Reference Order the
requested relief meets the exemptive
standards under sections 6(c), 17(b) and
12(d)(1)(J) of the Act.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–17819 Filed 8–19–19; 8:45 am]
BILLING CODE 8011–01–P
4 All entities that currently intend to rely on the
Order are named as applicants. Any other entity
that relies on the Order in the future will comply
with the terms and conditions of the Order and of
the Reference Order, which is incorporated by
reference into the Order.
E:\FR\FM\20AUN1.SGM
20AUN1
]]>Agencies
[Federal Register Volume 84, Number 161 (Tuesday, August 20, 2019)]
[Notices]
[Pages 43240-43241]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-17819]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Investment Company Act Release No. 33590; File No. 812-15035]
American Century ETF Trust, et al.
August 14, 2019.
AGENCY: Securities and Exchange Commission (``Commission'').
ACTION: Notice.
-----------------------------------------------------------------------
Notice of an application for an order under section 6(c) of the
Investment Company Act of 1940 (``Act'') for an exemption from sections
2(a)(32), 5(a)(1), and 22(d) of the Act and rule 22c-1 under the Act,
under sections 6(c) and 17(b) of the Act for an exemption from sections
17(a)(1) and 17(a)(2) of the Act, and under section 12(d)(1)(J) of the
Act for an exemption from sections 12(d)(1)(A) and 12(d)(1)(B) of the
Act.
Applicants: American Century ETF Trust (the ``Trust''), American
Century Investment Management, Inc. (the ``Adviser'') and Foreside Fund
Services, LLC (the ``Distributor'').
Summary of Application: Applicants request an order (``Order'')
that permits: (a) ActiveShares ETFs (as described in the Reference
Order (as defined below)) to issue shares (``Shares'') redeemable in
large aggregations only (``creation units''); (b) secondary market
transactions in Shares to occur at negotiated market prices rather than
at net asset value; (c) certain affiliated persons of an ActiveShares
ETF to deposit securities into, and receive securities from, the
ActiveShares ETF in connection with the purchase and redemption of
creation units; and (d) certain registered management investment
companies and unit investment trusts outside of the same group of
investment companies as the ActiveShares ETFs to acquire Shares of the
ActiveShares ETFs. The Order would incorporate by reference terms and
conditions of a previous order granting the same relief sought by
applicants, as that order may be amended from time to time (``Reference
Order'').\1\
---------------------------------------------------------------------------
\1\ Precidian ETFs Trust, et al., Investment Company Act Rel.
Nos. 33440 (April 8, 2019) (notice) and 33477 (May 20, 2019)
(order).
---------------------------------------------------------------------------
[[Page 43241]]
Filing Date: The application was filed on May 21, 2019.
Hearing or Notification of Hearing: An order granting the requested
relief will be issued unless the Commission orders a hearing.
Interested persons may request a hearing by writing to the Commission's
Secretary and serving applicants with a copy of the request, personally
or by mail. Hearing requests should be received by the Commission by
5:30 p.m. on September 9, 2019, and should be accompanied by proof of
service on applicants, in the form of an affidavit or, for lawyers, a
certificate of service. Pursuant to rule 0-5 under the Act, hearing
requests should state the nature of the writer's interest, any facts
bearing upon the desirability of a hearing on the matter, the reason
for the request, and the issues contested. Persons who wish to be
notified of a hearing may request notification by writing to the
Commission's Secretary.
ADDRESSES: Secretary, U.S. Securities and Exchange Commission, 100 F
Street NE, Washington, DC 20549-1090. Applicants: American Century ETF
Trust, American Century Investment Management, Inc., 4500 Main Street,
Kansas City, Missouri 64111; Foreside Fund Services, LLC, Three Canal
Plaza, Suite 100, Portland, Maine 04101.
FOR FURTHER INFORMATION CONTACT: Deepak T. Pai, Senior Counsel, at
(202) 551-6876 or Andrea Ottomanelli Magovern, Branch Chief, at (202)
551-6825 (Division of Investment Management, Chief Counsel's Office).
SUPPLEMENTARY INFORMATION: The following is a summary of the
application. The complete application may be obtained via the
Commission's website by searching for the file number, or for an
applicant using the Company name box, at https://www.sec.gov/search/search.htm or by calling (202) 551-8090.
Applicants
1. The Trust is a statutory trust organized under the laws of the
State of Delaware and will consist of one or more series operating as
ActiveShares ETFs. The Trust is registered as an open-end management
investment company under the Act. Applicants seek relief with respect
to two Funds (as defined below, and those Funds, the ``Initial
Funds''). The Funds will operate as ActiveShares ETFs as described in
the Reference Order.\2\
---------------------------------------------------------------------------
\2\ To facilitate arbitrage, an ActiveShares ETF disseminates a
``verified intraday indicative value'' or ``VIIV,'' reflecting the
value of its portfolio holdings, calculated every second during the
trading day. To protect the identity and weightings of its portfolio
holdings, an ActiveShares ETF sells and redeems its Shares in
creation units to authorized participants only through an
unaffiliated broker-dealer acting on an agency basis.
---------------------------------------------------------------------------
2. The Adviser, a Delaware corporation, will be the investment
adviser to the Initial Funds. An Adviser (as defined below) will serve
as investment adviser to each Fund. The Adviser is, and any other
Adviser will be, registered as an investment adviser under the
Investment Advisers Act of 1940 (``Advisers Act''). The Adviser may
enter into sub-advisory agreements with other investment advisers to
act as sub-advisers with respect to the Funds (each a ``Sub-Adviser'').
Any Sub-Adviser will be registered under the Advisers Act.
3. The Distributor is a Delaware limited liability company and a
broker-dealer registered under the Securities Exchange Act of 1934, as
amended, and will act as the principal underwriter of Shares of the
Funds. Applicants request that the requested relief apply to any
distributor of Shares, whether affiliated or unaffiliated with the
Adviser and/or Sub-Adviser (included in the term ``Distributor''). Any
Distributor will comply with the terms and conditions of the Order.
Applicants' Requested Exemptive Relief
4. Applicants seek the requested Order under section 6(c) of the
Act for an exemption from sections 2(a)(32), 5(a)(1), and 22(d) of the
Act and rule 22c-1 under the Act, under sections 6(c) and 17(b) of the
Act for an exemption from sections 17(a)(1) and 17(a)(2) of the Act,
and under section 12(d)(1)(J) of the Act for an exemption from sections
12(d)(1)(A) and 12(d)(1)(B) of the Act. The requested Order would
permit applicants to offer ActiveShares ETFs. Because the relief
requested is the same as the relief granted by the Commission under the
Reference Order and because the Adviser has entered into a licensing
agreement with Precidian Funds LLC in order to offer ActiveShares
ETFs,\3\ the Order would incorporate by reference the terms and
conditions of the Reference Order.
---------------------------------------------------------------------------
\3\ Aspects of the Funds are covered by intellectual property
rights, including but not limited to those which are described in
one or more patent applications.
---------------------------------------------------------------------------
5. Applicants request that the Order apply to the Initial Funds and
to any other existing or future open-end management investment company
or series thereof that: (a) Is advised by the Adviser or any entity
controlling, controlled by, or under common control with the Adviser
(any such entity included in the term ``Adviser''); (b) operates as an
ActiveShares ETF as described in the Reference Order; and (c) complies
with the terms and conditions of the Order and of the Reference Order,
which is incorporated by reference into the Order (each such company or
series and any Initial Fund, a ``Fund'').\4\
---------------------------------------------------------------------------
\4\ All entities that currently intend to rely on the Order are
named as applicants. Any other entity that relies on the Order in
the future will comply with the terms and conditions of the Order
and of the Reference Order, which is incorporated by reference into
the Order.
---------------------------------------------------------------------------
6. Section 6(c) of the Act provides that the Commission may exempt
any person, security or transaction, or any class of persons,
securities or transactions, from any provisions of the Act, if and to
the extent that such exemption is necessary or appropriate in the
public interest and consistent with the protection of investors and the
purposes fairly intended by the policy and provisions of the Act.
Section 17(b) of the Act authorizes the Commission to exempt a proposed
transaction from section 17(a) of the Act if evidence establishes that
the terms of the transaction, including the consideration to be paid or
received, are reasonable and fair and do not involve overreaching on
the part of any person concerned, and the transaction is consistent
with the policies of the registered investment company and the general
purposes of the Act. Section 12(d)(1)(J) of the Act provides that the
Commission may exempt any person, security, or transaction, or any
class of persons, securities or transactions, from any provision of
section 12(d)(1) if the exemption is consistent with the public
interest and the protection of investors. Applicants submit that for
the reasons stated in the Reference Order the requested relief meets
the exemptive standards under sections 6(c), 17(b) and 12(d)(1)(J) of
the Act.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019-17819 Filed 8-19-19; 8:45 am]
BILLING CODE 8011-01-P
