Self-Regulatory Organizations; NYSE National, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Adopt New NYSE National Rule 11.5190, 66028-66030 [2019-25963]
Download as PDF
<![CDATA[
66028
Federal Register / Vol. 84, No. 231 / Monday, December 2, 2019 / Notices
jbell on DSKJLSW7X2PROD with NOTICES
formulas for determining amounts
related to the monthly compensation
base.
Under section 1(k), remuneration
earned from employment covered under
the Act cannot be considered subsidiary
remuneration if the employee’s base
year compensation is less than 2.5 times
the monthly compensation base for
months in such base year. Under section
3, an employee shall be a ‘‘qualified
employee’’ if his/her base year
compensation is not less than 2.5 times
the monthly compensation base for
months in such base year. Under section
4(a–2)(i)(A), an employee who leaves
work voluntarily without good cause is
disqualified from receiving
unemployment benefits until he has
been paid compensation of not less than
2.5 times the monthly compensation
base for months in the calendar year in
which the disqualification ends.
Multiplying 2.5 by the calendar year
2020 monthly compensation base of
$1,655 produces $4,137.50.
Accordingly, the amount determined
under sections 1(k), 3 and 4(a–2)(i)(A) is
$4,137.50 for calendar year 2020.
Under section 2(c), the maximum
amount of normal benefits paid for days
of unemployment within a benefit year
and the maximum amount of normal
benefits paid for days of sickness within
a benefit year shall not exceed an
employee’s compensation in the base
year. In determining an employee’s base
year compensation, any money
remuneration in a month not in excess
of an amount that bears the same ratio
to $775 as the monthly compensation
base for that year bears to $600 shall be
taken into account.
The calendar year 2020 monthly
compensation base is $1,655. The ratio
of $1,655 to $600 is 2.75833333.
Multiplying 2.75833333 by $775
produces $2,138. Accordingly, the
amount determined under section 2(c) is
$2,138 for months in calendar year
2020.
Maximum Daily Benefit Rate
Section 2(a)(3) contains a formula for
determining the maximum daily benefit
rate for registration periods beginning
after June 30, 1989, and after each June
30 thereafter. Legislation enacted on
October 9, 1996, revised the formula for
indexing maximum daily benefit rates.
Under the prescribed formula, the
maximum daily benefit rate increases by
approximately two-thirds of the
cumulative growth in average national
wages since 1984. The maximum daily
benefit rate for registration periods
beginning after June 30, 2020, shall be
equal to 5 percent of the monthly
compensation base for the base year
VerDate Sep<11>2014
17:10 Nov 29, 2019
Jkt 250001
immediately preceding the beginning of
the benefit year. Section 2(a)(3) further
provides that if the amount so computed
is not a multiple of $1, it shall be
rounded down to the nearest multiple of
$1.
The calendar year 2019 monthly
compensation base is $1,605.
Multiplying $1,605 by 0.05 yields
$80.25. Accordingly, the maximum
daily benefit rate for days of
unemployment and days of sickness
beginning in registration periods after
June 30, 2020, is determined to be $80.
By Authority of the Board.
Stephanie Hillyard,
Secretary to the Board.
[FR Doc. 2019–26009 Filed 11–29–19; 8:45 am]
BILLING CODE 7905–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release Nos. 33–10729; 34–87628; File No.
265–32]
SEC Small Business Capital Formation
Advisory Committee; Meeting
Securities and Exchange
Commission.
ACTION: Notice of meeting.
AGENCY:
The Securities and Exchange
Commission Small Business Capital
Formation Advisory Committee,
established pursuant to Section 40 of
the Securities Exchange Act of 1934 as
added by the SEC Small Business
Advocate Act of 2016, is providing
notice that it will hold a public
telephone meeting. The public is invited
to submit written statements to the
Committee.
DATES: The meeting will be held on
Wednesday, December 11, 2019, from
11:00 a.m. to 12:30 p.m. (ET) and will
be open to the public. Written
statements should be received on or
before December 11, 2019.
ADDRESSES: Members of the public may
attend the meeting by listening to the
audiocast accessible on the
Commission’s website at www.sec.gov.
Written statements may be submitted by
any of the following methods:
SUMMARY:
Electronic Statements
• Use the Commission’s internet
submission form (https://www.sec.gov/
rules/other.shtml); or
• Send an email message to rulecomments@sec.gov. Please include File
Number 265–32 on the subject line; or
Paper Statements
• Send paper statements to Vanessa
A. Countryman, Secretary, Securities
PO 00000
Frm 00064
Fmt 4703
Sfmt 4703
and Exchange Commission, 100 F Street
NE, Washington, DC 20549–1090.
All submissions should refer to File No.
265–32. This file number should be
included on the subject line if email is
used. To help us process and review
your statement more efficiently, please
use only one method. The Commission
will post all statements on the SEC’s
website at www.sec.gov.
Statements also 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. (ET).
All statements received will be posted
without change; we do not edit personal
identifying information from
submissions. You should submit only
information that you wish to make
available publicly.
FOR FURTHER INFORMATION CONTACT: Julie
Z. Davis, Senior Special Counsel, Office
of the Advocate for Small Business
Capital Formation, at (202) 551–5407,
Securities and Exchange Commission,
100 F Street NE, Washington, DC
20549–3628.
SUPPLEMENTARY INFORMATION: The
meeting will be open to the public.
Persons needing special
accommodations because of a disability
should notify the contact person listed
in the section above entitled FOR
FURTHER INFORMATION CONTACT. The
agenda for the meeting includes matters
relating to rules and regulations
affecting small and emerging companies
under the federal securities laws.
Dated: November 26, 2019.
Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2019–26008 Filed 11–29–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–87618; File No. SR–
NYSENAT–2019–28]
Self-Regulatory Organizations; NYSE
National, Inc.; Notice of Filing and
Immediate Effectiveness of Proposed
Rule Change To Adopt New NYSE
National Rule 11.5190
November 25, 2019.
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 November
20, 2019, NYSE National, Inc. (‘‘NYSE
National’’ or ‘‘Exchange’’) filed with the
1 15
2 17
E:\FR\FM\02DEN1.SGM
U.S.C. 78s(b)(1).
CFR 240.19b–4.
02DEN1
Federal Register / Vol. 84, No. 231 / Monday, December 2, 2019 / Notices
Securities and Exchange Commission
(‘‘SEC’’ or ‘‘Commission’’) the proposed
rule change as described in Items I, II,
and III 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 adopt new
NYSE National Rule 11.5190 that is
substantially the same as Financial
Industry Regulatory Authority
(‘‘FINRA’’) Rule 5190. The proposed
rule change is intended to harmonize
Exchange rules with the rules of the
Exchange’s affiliates and FINRA and
thus promote consistency within the
securities industry. The proposed rule
change is available on the Exchange’s
website at www.nyse.com, at the
principal office of the Exchange, and at
the Commission’s Public Reference
Room.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
on the proposed rule change. The text
of those statements may be examined at
the places specified in Item IV below.
The Exchange has prepared summaries,
set forth in sections A, B, and C below,
of the most significant parts of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
jbell on DSKJLSW7X2PROD with NOTICES
1. Purpose
The Exchange proposes to adopt new
NYSE National Rule 11.5190 that is
substantially the same as FINRA Rule
5190.3 The proposed rule change will
further harmonize the Exchange’s rules
3 See Securities Exchange Act Release No. 58514
(September 11, 2008), 73 FR 54190 (September 18,
2008) (SR–FINRA–2008–039). The Exchange’s
affiliates, New York Stock Exchange LLC (‘‘NYSE’’),
NYSE American LLC (‘‘NYSE American’’), and
NYSE Arca, Inc. (‘‘NYSE Arca’’), previously
adopted versions of FINRA Rule 5190. See
Securities Exchange Act Release No. 59965 (May
21, 2009), 74 FR 25783 (May 29, 2009) (SR–NYSE–
2009–25); Securities Exchange Act Release No.
59975 (May 26, 2009), 74 FR 26449 (June 2, 2009)
(SR–NYSEALTR–2009–26); and Securities
Exchange Act Release No. 66311 (February 2, 2012),
77 FR 6613 (February 8, 2012) (SR–NYSEArca2012–07).
VerDate Sep<11>2014
17:10 Nov 29, 2019
Jkt 250001
with the rules of FINRA and the
Exchange’s affiliates. The Exchange
believes the proposed rule change will
help reduce duplicative reporting
requirements for ETP Holders who are
also FINRA members, NYSE or NYSE
American member organizations, and/or
NYSE Arca ETP Holders because ETP
Holders will not be required to submit
an additional Regulation M notification
to the Exchange if they have already
provided a notification to FINRA,
NYSE, or NYSE American pursuant to
their respective rules.
Proposed Rule Change
The Exchange proposes to adopt
Regulation M-related notification rules
harmonized with the rules of FINRA,
NYSE, NYSE American and NYSE Arca
both to provide uniformity in the
marketplace as well as to reduce
duplicative reporting obligations for the
same subject matter. The Exchange
accordingly proposes to adopt new Rule
11.5190, which is based on FINRA Rule
5190, NYSE Rule 5190, NYSE American
Rule 5190—Equities, and NYSE Arca
Rule 9.5190–E.
Proposed Rule 11.5190 would require,
in part, that an ETP Holder acting as a
manager (or in a similar capacity) of an
offering to provide the following
information:
• The ETP Holder’s determination as
to whether a one-day or five-day
restricted period applies under Rule 101
of SEC Regulation M and the basis for
such determination, including the
contemplated date and time of the
commencement of the restricted period,
the listed security name and symbol,
and identification of the distribution
participants and affiliated purchasers,
no later than the business day prior to
the first complete trading session of the
applicable restricted period, unless later
notification is necessary under specific
circumstances;
• the pricing of the distribution,
including the listed security name and
symbol, the type of security, the number
of shares offered, the offering price, the
last sale before the distribution, the
pricing basis, the SEC effective date and
time, the trade date, the restricted
period, and identification of the
distribution participants and affiliated
purchasers, no later than the close of
business the next business day
following the pricing of the distribution,
unless later notification is necessary
under specific circumstances; and
• the cancellation or postponement of
any distribution for which prior
notification of commencement of the
restricted period has been submitted
under paragraph (c)(1)(A), immediately
upon the cancellation or postponement
PO 00000
Frm 00065
Fmt 4703
Sfmt 4703
66029
of such distribution. If no ETP Holder is
acting as a manager (or in a similar
capacity) of such distribution, then each
ETP Holder that is a distribution
participant or affiliated purchaser shall
provide the notice required under
paragraph (c)(1), unless another ETP
Holder has assumed responsibility in
writing for compliance therewith.
Proposed Rule 11.5190 is
substantially similar to FINRA Rule
5190, except that the term ‘‘member’’
has been replaced with ‘‘ETP Holder’’
throughout to reflect the Exchange’s
membership. Also, in proposed
subsection (e), the Exchange proposes to
replace ‘‘OTC Security’’ with ‘‘security’’
and add the phrase ‘‘stabilizing bids’’ to
the first sentence. These changes are
consistent with NYSE Rule 5190(e),
NYSE American Rule 5190(e)—Equities,
and NYSE Arca Rule 9.5190–E.
Consistent with current practice that
notifications ‘‘to the Exchange’’ are
submitted directly to FINRA,4
notification under proposed Rule
11.5190 may be satisfied by making an
electronic submission through the
secure FINRA website at https://
firms.finra.org.5 Further, because
notifications submitted pursuant to
FINRA Rule 5190 or the rules of the
Exchange’s affiliates will meet the
requirements of proposed Rule 11.5190,
such notifications will also satisfy the
notification requirements of proposed
Rule 11.5190. ETP Holders will
therefore not need to make duplicative
filings to the Exchange if notifications
have been submitted to FINRA pursuant
to FINRA rules or the rules of the
Exchange’s affiliates.
2. Statutory Basis
The proposed rule change is
consistent with Section 6(b) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),6 in general, and furthers the
objectives of Section 6(b)(5),7 in
particular, because 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
4 Under Exchange Rule 0, ETP Holders required
to submit notifications to the Exchange may submit
such notifications to FINRA departments acting on
the Exchange’s behalf.
5 The filing process is described in FINRA
Regulatory Notice 12–19 (June 4, 2012), available at
https://www.finra.org/rules-guidance/notices/12-19.
6 15 U.S.C. 78f(b).
7 15 U.S.C. 78f(b)(5).
E:\FR\FM\02DEN1.SGM
02DEN1
66030
Federal Register / Vol. 84, No. 231 / Monday, December 2, 2019 / Notices
general, to protect investors and the
public interest.
The Exchange believes that the
proposed rule change will harmonize its
rules with the rules of FINRA and the
Exchange’s affiliates. The Exchange
accordingly believes that the proposed
rule change supports the objectives of
the Act by providing greater
harmonization between Exchange Rules
and FINRA Rules of similar purpose,
resulting in less burdensome and more
efficient regulatory compliance for dual
members of both self-regulatory
organizations (‘‘SROs’’). To the extent
the Exchange has proposed changes that
differ from the FINRA version of the
rules, such changes are technical in
nature and do not change the substance
of the proposed Rule.
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 purposes of the Act. The proposal
is intended to harmonize the Exchange’s
rules with the rules of other SROs with
respect to Regulation M compliance.
The Exchange believes that any burden
on competition would be clearly
outweighed by the important regulatory
goal of ensuring clear and consistent
requirements applicable across SROs,
avoiding duplication, and mitigating
any risk of SROs implementing different
standards in these important areas.
Further, the proposed changes would
apply to all ETP Holders in the same
manner and therefore would not impose
any unnecessary intramarket burdens.
jbell on DSKJLSW7X2PROD with NOTICES
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were solicited
or received with respect to the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed
rule change pursuant to Section
19(b)(3)(A)(iii) of the Act 8 and Rule
19b–4(f)(6) thereunder.9 Because the
proposed rule change does not: (i)
Significantly affect the protection of
investors or the public interest; (ii)
impose any significant burden on
competition; and (iii) become operative
prior to 30 days from the date on which
it was filed, or such shorter time as the
U.S.C. 78s(b)(3)(A)(iii).
9 17 CFR 240.19b–4(f)(6).
Commission may designate, if
consistent with the protection of
investors and the public interest, the
proposed rule change has become
effective pursuant to Section 19(b)(3)(A)
of the Act and Rule 19b–4(f)(6)(iii)
thereunder.
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) 10 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:
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–
NYSENAT–2019–28 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–NYSENAT–2019–28. 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
8 15
VerDate Sep<11>2014
17:10 Nov 29, 2019
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–NYSENAT–2019–28, and
should be submitted on or before
December 23, 2019.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.11
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–25963 Filed 11–29–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–87606; File No. SR–MIAX–
2019–47]
Self-Regulatory Organizations; Miami
International Securities Exchange,
LLC; Notice of Filing and Immediate
Effectiveness of a Proposed Rule
Change To Amend Rule 510, Minimum
Price Variations and Minimum Trading
Increments To Extend the Penny Pilot
Program
November 25, 2019.
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 November
13, 2019, Miami International Securities
Exchange, LLC (‘‘MIAX Options’’ or the
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) a proposed rule change
as described in Items I, II, and III 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.
Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
The Exchange is filing a proposal to
amend Rule 510, Minimum Price
Variations and Minimum Trading
11 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
10 15
Jkt 250001
PO 00000
U.S.C. 78s(b)(2)(B).
Frm 00066
Fmt 4703
Sfmt 4703
E:\FR\FM\02DEN1.SGM
02DEN1
]]>Agencies
[Federal Register Volume 84, Number 231 (Monday, December 2, 2019)]
[Notices]
[Pages 66028-66030]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-25963]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-87618; File No. SR-NYSENAT-2019-28]
Self-Regulatory Organizations; NYSE National, Inc.; Notice of
Filing and Immediate Effectiveness of Proposed Rule Change To Adopt New
NYSE National Rule 11.5190
November 25, 2019.
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 November 20, 2019, NYSE National, Inc. (``NYSE National'' or
``Exchange'') filed with the
[[Page 66029]]
Securities and Exchange Commission (``SEC'' or ``Commission'') the
proposed rule change as described in Items I, II, and III 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.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to adopt new NYSE National Rule 11.5190 that
is substantially the same as Financial Industry Regulatory Authority
(``FINRA'') Rule 5190. The proposed rule change is intended to
harmonize Exchange rules with the rules of the Exchange's affiliates
and FINRA and thus promote consistency within the securities industry.
The proposed rule change is available on the Exchange's website at
www.nyse.com, at the principal office of the Exchange, and at the
Commission's Public Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to adopt new NYSE National Rule 11.5190 that
is substantially the same as FINRA Rule 5190.\3\ The proposed rule
change will further harmonize the Exchange's rules with the rules of
FINRA and the Exchange's affiliates. The Exchange believes the proposed
rule change will help reduce duplicative reporting requirements for ETP
Holders who are also FINRA members, NYSE or NYSE American member
organizations, and/or NYSE Arca ETP Holders because ETP Holders will
not be required to submit an additional Regulation M notification to
the Exchange if they have already provided a notification to FINRA,
NYSE, or NYSE American pursuant to their respective rules.
---------------------------------------------------------------------------
\3\ See Securities Exchange Act Release No. 58514 (September 11,
2008), 73 FR 54190 (September 18, 2008) (SR-FINRA-2008-039). The
Exchange's affiliates, New York Stock Exchange LLC (``NYSE''), NYSE
American LLC (``NYSE American''), and NYSE Arca, Inc. (``NYSE
Arca''), previously adopted versions of FINRA Rule 5190. See
Securities Exchange Act Release No. 59965 (May 21, 2009), 74 FR
25783 (May 29, 2009) (SR-NYSE-2009-25); Securities Exchange Act
Release No. 59975 (May 26, 2009), 74 FR 26449 (June 2, 2009) (SR-
NYSEALTR-2009-26); and Securities Exchange Act Release No. 66311
(February 2, 2012), 77 FR 6613 (February 8, 2012) (SR-NYSEArca-2012-
07).
---------------------------------------------------------------------------
Proposed Rule Change
The Exchange proposes to adopt Regulation M-related notification
rules harmonized with the rules of FINRA, NYSE, NYSE American and NYSE
Arca both to provide uniformity in the marketplace as well as to reduce
duplicative reporting obligations for the same subject matter. The
Exchange accordingly proposes to adopt new Rule 11.5190, which is based
on FINRA Rule 5190, NYSE Rule 5190, NYSE American Rule 5190--Equities,
and NYSE Arca Rule 9.5190-E.
Proposed Rule 11.5190 would require, in part, that an ETP Holder
acting as a manager (or in a similar capacity) of an offering to
provide the following information:
The ETP Holder's determination as to whether a one-day or
five-day restricted period applies under Rule 101 of SEC Regulation M
and the basis for such determination, including the contemplated date
and time of the commencement of the restricted period, the listed
security name and symbol, and identification of the distribution
participants and affiliated purchasers, no later than the business day
prior to the first complete trading session of the applicable
restricted period, unless later notification is necessary under
specific circumstances;
the pricing of the distribution, including the listed
security name and symbol, the type of security, the number of shares
offered, the offering price, the last sale before the distribution, the
pricing basis, the SEC effective date and time, the trade date, the
restricted period, and identification of the distribution participants
and affiliated purchasers, no later than the close of business the next
business day following the pricing of the distribution, unless later
notification is necessary under specific circumstances; and
the cancellation or postponement of any distribution for
which prior notification of commencement of the restricted period has
been submitted under paragraph (c)(1)(A), immediately upon the
cancellation or postponement of such distribution. If no ETP Holder is
acting as a manager (or in a similar capacity) of such distribution,
then each ETP Holder that is a distribution participant or affiliated
purchaser shall provide the notice required under paragraph (c)(1),
unless another ETP Holder has assumed responsibility in writing for
compliance therewith.
Proposed Rule 11.5190 is substantially similar to FINRA Rule 5190,
except that the term ``member'' has been replaced with ``ETP Holder''
throughout to reflect the Exchange's membership. Also, in proposed
subsection (e), the Exchange proposes to replace ``OTC Security'' with
``security'' and add the phrase ``stabilizing bids'' to the first
sentence. These changes are consistent with NYSE Rule 5190(e), NYSE
American Rule 5190(e)--Equities, and NYSE Arca Rule 9.5190-E.
Consistent with current practice that notifications ``to the
Exchange'' are submitted directly to FINRA,\4\ notification under
proposed Rule 11.5190 may be satisfied by making an electronic
submission through the secure FINRA website at https://firms.finra.org.\5\ Further, because notifications submitted pursuant
to FINRA Rule 5190 or the rules of the Exchange's affiliates will meet
the requirements of proposed Rule 11.5190, such notifications will also
satisfy the notification requirements of proposed Rule 11.5190. ETP
Holders will therefore not need to make duplicative filings to the
Exchange if notifications have been submitted to FINRA pursuant to
FINRA rules or the rules of the Exchange's affiliates.
---------------------------------------------------------------------------
\4\ Under Exchange Rule 0, ETP Holders required to submit
notifications to the Exchange may submit such notifications to FINRA
departments acting on the Exchange's behalf.
\5\ The filing process is described in FINRA Regulatory Notice
12-19 (June 4, 2012), available at https://www.finra.org/rules-guidance/notices/12-19.
---------------------------------------------------------------------------
2. Statutory Basis
The proposed rule change is consistent with Section 6(b) of the
Securities Exchange Act of 1934 (the ``Act''),\6\ in general, and
furthers the objectives of Section 6(b)(5),\7\ in particular, because
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
[[Page 66030]]
general, to protect investors and the public interest.
---------------------------------------------------------------------------
\6\ 15 U.S.C. 78f(b).
\7\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
The Exchange believes that the proposed rule change will harmonize
its rules with the rules of FINRA and the Exchange's affiliates. The
Exchange accordingly believes that the proposed rule change supports
the objectives of the Act by providing greater harmonization between
Exchange Rules and FINRA Rules of similar purpose, resulting in less
burdensome and more efficient regulatory compliance for dual members of
both self-regulatory organizations (``SROs''). To the extent the
Exchange has proposed changes that differ from the FINRA version of the
rules, such changes are technical in nature and do not change the
substance of the proposed Rule.
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 purposes of the Act. The proposal is intended to
harmonize the Exchange's rules with the rules of other SROs with
respect to Regulation M compliance. The Exchange believes that any
burden on competition would be clearly outweighed by the important
regulatory goal of ensuring clear and consistent requirements
applicable across SROs, avoiding duplication, and mitigating any risk
of SROs implementing different standards in these important areas.
Further, the proposed changes would apply to all ETP Holders in the
same manner and therefore would not impose any unnecessary intramarket
burdens.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were solicited or received with respect to the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
The Exchange has filed the proposed rule change pursuant to Section
19(b)(3)(A)(iii) of the Act \8\ and Rule 19b-4(f)(6) thereunder.\9\
Because the proposed rule change does not: (i) Significantly affect the
protection of investors or the public interest; (ii) impose any
significant burden on competition; and (iii) become operative prior to
30 days from the date on which it was filed, or such shorter time as
the Commission may designate, if consistent with the protection of
investors and the public interest, the proposed rule change has become
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder.
---------------------------------------------------------------------------
\8\ 15 U.S.C. 78s(b)(3)(A)(iii).
\9\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
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) \10\ of the Act to determine whether the proposed
rule change should be approved or disapproved.
---------------------------------------------------------------------------
\10\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------
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-NYSENAT-2019-28 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-NYSENAT-2019-28. 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-NYSENAT-2019-28, and should be submitted
on or before December 23, 2019.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\11\
---------------------------------------------------------------------------
\11\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019-25963 Filed 11-29-19; 8:45 am]
BILLING CODE 8011-01-P
