Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Allow the Hartford Short Duration ETF To Hold Certain Fixed Income Instruments in a Manner That Does Not Comply With Rule 14.11(i), 67327-67332 [2019-26406]
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Federal Register / Vol. 84, No. 236 / Monday, December 9, 2019 / Notices
C. Clearing Agency’s Statement on
Comments on the Proposed Rule Change
Received From Members, Participants or
Others
Written comments relating to the
proposed rule change have not been
solicited or received. LCH SA will
notify the Commission of any written
comments received by LCH SA.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Within 45 days of the date of
publication of this notice in the Federal
Register or within such longer period
up to 90 days (i) as the Commission may
designate if it finds such longer period
to be appropriate and publishes its
reasons for so finding or (ii) as to which
the self-regulatory organization
consents, the Commission will:
(A) By order approve or disapprove
such proposed rule change, or
(B) institute proceedings to determine
whether the proposed rule change
should be disapproved.
IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change 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–
LCH SA–2019–011 on the subject line.
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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–LCH SA–2019–011. 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
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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 LCH SA and on LCH SA’s
website at: https://www.lch.com/
resources/rules-and-regulations/
proposed-rule-changes-0. 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–LCH SA–2019–011 and
should be submitted on or before
December 30, 2019.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.12
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–26408 Filed 12–6–19; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
Sunshine Act Meetings
1:00 p.m. on Wednesday,
December 11, 2019.
PLACE: The meeting will be held at the
Commission’s headquarters, 100 F
Street NE, Washington, DC 20549.
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.
In the event that the time, date, or
location of this meeting changes, an
announcement of the change, along with
the new time, date, and/or place of the
meeting will be posted on the
Commission’s website at https://
www.sec.gov.
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)
TIME AND DATE:
12 17
PO 00000
CFR 200.30–3(a)(12).
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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.
The subject matters of the closed
meeting will consist of the following
topics:
Institution and settlement of
injunctive actions;
Institution and settlement of
administrative proceedings;
Resolution of litigation claims; and
Other matters relating to enforcement
proceedings.
At times, changes in Commission
priorities require alterations in the
scheduling of meeting agenda items that
may consist of adjudicatory,
examination, litigation, or regulatory
matters.
CONTACT PERSON FOR MORE INFORMATION:
For further information; please contact
Vanessa A. Countryman from the Office
of the Secretary at (202) 551–5400.
Dated: December 4, 2019.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2019–26496 Filed 12–5–19; 11:15 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–87651; File No. SR–
CboeBZX–2019–099]
Self-Regulatory Organizations; Cboe
BZX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Allow the
Hartford Short Duration ETF To Hold
Certain Fixed Income Instruments in a
Manner That Does Not Comply With
Rule 14.11(i)
December 3, 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, Cboe BZX
Exchange, Inc. (‘‘Exchange’’) filed with
the Securities and Exchange
Commission (‘‘Commission’’) the
proposed rule change as described in
Items I and II below, which Items have
been prepared by the Exchange. The
Exchange filed the proposal as a ‘‘noncontroversial’’ proposed rule change
pursuant to Section 19(b)(3)(A)(iii) of
the Act 3 and Rule 19b–4(f)(6)
thereunder.4 The Commission is
publishing this notice to solicit
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A)(iii).
4 17 CFR 240.19b–4(f)(6).
2 17
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Federal Register / Vol. 84, No. 236 / Monday, December 9, 2019 / Notices
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
Cboe BZX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘BZX’’) is filing with the
Securities and Exchange Commission
(‘‘Commission’’) a proposed rule change
to allow the Hartford Short Duration
ETF (the ‘‘Fund’’), a series of Hartford
Funds Exchange-Traded Trust (the
‘‘Trust’’), to hold certain fixed income
instruments in a manner that does not
comply with Rule 14.11(i) (‘‘Managed
Fund Shares’’).
The text of the proposed rule change
is also available on the Exchange’s
website (https://markets.cboe.com/us/
equities/regulation/rule_filings/bzx/), at
the Exchange’s Office of the Secretary,
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 aspects of such
statements.
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A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Shares are currently listed on the
Exchange pursuant to the generic listing
standards under Rule 14.11(i) governing
Managed Fund Shares and comply with
the generic listing standards.5 The
Exchange proposes to continue listing
and trading the Shares. The Shares
would continue to comply with all of
the generic listing standards after
effectiveness of this proposal with the
exception of the requirement of Rule
14.11(i)(4)(C)(ii)(d), that requires that
component securities that in aggregate
account for at least 90% of the fixed
5 The Commission originally approved BZX Rule
14.11(i) in Securities Exchange Act Release No.
65225 (August 30, 2011), 76 FR 55148 (September
6, 2011) (SR–BATS–2011–018) and subsequently
approved generic listing standards for Managed
Fund Shares under Rule 14.11(i) in Securities
Exchange Act Release No. 78396 (July 22, 2016), 81
FR 49698 (July 28, 2016) (SR–BATS–2015–100).
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income weight of the portfolio to satisfy
at least one of five conditions.
Specifically, the Exchange submits this
proposal in order to allow the Fund to
hold instruments in a manner that may
not comply with Rule
14.11(i)(4)(C)(ii)(d),6 as further
described below. The Exchange notes
that this proposed exception to Rule
14.11(i)(4)(C)(ii)(d) is substantively
identical to an exception included in
two other rule filings that have been
approved by the Commission.7
The Shares are offered by the Trust,
which was established as a Delaware
statutory trust on September 20, 2010.
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 with the Commission.8
Hartford Funds Management Company
LLC acts as adviser to the Fund (the
‘‘Adviser’’).
Rule 14.11(i)(7) provides that, if the
investment adviser to the investment
company issuing Managed Fund Shares
is affiliated with a broker-dealer, such
investment adviser shall erect and
maintain a ‘‘fire wall’’ between the
investment adviser and the brokerdealer with respect to access to
information concerning the composition
and/or changes to such investment
company portfolio.9 In addition, Rule
6 Rule 14.11(i)(4)(C)(ii)(d) provides that
‘‘component securities that in aggregate account for
at least 90% of the fixed income weight of the
portfolio must be either: (a) From issuers that are
required to file reports pursuant to Sections 13 and
15(d) of the Act; (b) from issuers that have a
worldwide market value of its outstanding common
equity held by non-affiliates of $700 million or
more; (c) from issuers that have outstanding
securities that are notes, bonds, debentures, or
evidence of indebtedness having a total remaining
principal amount of at least $1 billion; (d) exempted
securities as defined in Section 3(a)(12) of the Act;
or (e) from issuers that are a government of a foreign
country or a political subdivision of a foreign
country.’’ The Exchange instead is proposing that
the fixed income portion of the portfolio excluding
Non-Agency ABS, as defined below, will satisfy this
90% requirement.
7 See Securities Exchange Act Release Nos. 84047
(September 6, 2018), 83 FR 46200 (September 12,
2018) (SR–NASDAQ–2017–128) (the ‘‘Nasdaq
Approval Order’’); and 85701 (April 22, 2019), 84
FR 17902 (April 26, 2019) (SR–CboeBZX–2019–016)
(the ‘‘Exchange Approval Order’’).
8 The Trust filed a post-effective amendment to
the Registration Statement on March 1, 2019 (the
‘‘Registration Statement’’). See Registration
Statement on Form N–1A for the Trust (File Nos.
333–215165 and 811–23222). The descriptions of
the Fund and the Shares contained herein are
based, in part, on information included in the
Registration Statement. The Commission has issued
an order granting certain exemptive relief to the
Trust and affiliated persons under the Investment
Company Act of 1940 (the ‘‘1940 Act’’) (15 U.S.C.
80a–1). See Investment Company Act Release No.
30695 (September 24, 2013) (File No. 812–14178).
9 An investment adviser to an open-end fund is
required to be registered under the Investment
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14.11(i)(7) further requires that
personnel who make decisions on the
investment company’s portfolio
composition must be subject to
procedures designed to prevent the use
and dissemination of material
nonpublic information regarding the
applicable investment company
portfolio. Rule 14.11(i)(7) is similar to
Rule 14.11(b)(5)(A)(i), however, Rule
14.11(i)(7) in connection with the
establishment of a ‘‘fire wall’’ between
the investment adviser and the brokerdealer reflects the applicable open-end
fund’s portfolio, not an underlying
benchmark index, as is the case with
index-based funds. The Adviser is not a
registered broker-dealer, but is affiliated
with a broker-dealer and has
implemented and will maintain ‘‘fire
walls’’ with respect to such brokerdealer regarding access to information
concerning the composition and/or
changes to the Fund’s portfolio. In
addition, Adviser personnel who make
decisions regarding the Fund’s portfolio
are subject to procedures designed to
prevent the use and dissemination of
material nonpublic information
regarding the Fund’s portfolio. In the
event that (a) the Adviser becomes
registered as a broker-dealer or newly
affiliated with another broker-dealer, or
(b) any new adviser or sub-adviser is a
registered broker-dealer or becomes
affiliated with a broker-dealer, it will
implement and maintain a fire wall with
respect to its relevant personnel or such
broker-dealer affiliate, as applicable,
regarding access to information
concerning the composition and/or
changes to the portfolio, and will be
subject to procedures designed to
prevent the use and dissemination of
Advisers Act of 1940 (the ‘‘Advisers Act’’). As a
result, the Adviser and its related personnel are
subject to the provisions of Rule 204A–1 under the
Advisers Act relating to codes of ethics. This Rule
requires investment advisers to adopt a code of
ethics that reflects the fiduciary nature of the
relationship to clients as well as compliance with
other applicable securities laws. Accordingly,
procedures designed to prevent the communication
and misuse of non-public information by an
investment adviser must be consistent with Rule
204A–1 under the Advisers Act. In addition, Rule
206(4)–7 under the Advisers Act makes it unlawful
for an investment adviser to provide investment
advice to clients unless such investment adviser has
(i) adopted and implemented written policies and
procedures reasonably designed to prevent
violation, by the investment adviser and its
supervised persons, of the Advisers Act and the
Commission rules adopted thereunder; (ii)
implemented, at a minimum, an annual review
regarding the adequacy of the policies and
procedures established pursuant to subparagraph (i)
above and the effectiveness of their
implementation; and (iii) designated an individual
(who is a supervised person) responsible for
administering the policies and procedures adopted
under subparagraph (i) above.
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Federal Register / Vol. 84, No. 236 / Monday, December 9, 2019 / Notices
material non-public information
regarding such portfolio.
The Exchange represents that the
Shares of the Fund will continue to
comply with all other requirements
applicable to Managed Fund Shares,
which include the dissemination of key
information such as the Disclosed
Portfolio,10 Net Asset Value,11 and the
Intraday Indicative Value,12 suspension
of trading or removal,13 trading halts,14
surveillance,15 minimum price variation
for quoting and order entry,16 the
information circular,17 and firewalls 18
as set forth in Exchange rules applicable
to Managed Fund Shares and the orders
approving such rules. The Trust is also
required to comply with Rule 10A–3
under the Act for the continued listing
of the Shares of the Fund. The Fund
intends to qualify each year as a
regulated investment company under
Subchapter M of the Internal Revenue
Code of 1986, as amended.
Hartford Short Duration ETF
The Fund seeks to provide current
income and long-term total return. In
order to achieve its investment
objective, under Normal Market
Conditions,19 the Fund will invest
primarily in investment grade and noninvestment grade fixed income
securities, as described in Rule
14.11(i)(4)(C)(ii). Under Normal Market
Conditions, the Fund will invest the
majority of its net assets in fixed income
securities, including bank loans or loan
participations. Such holdings in fixed
income securities currently meet the
requirements for fixed income
instruments in Rule 14.11(i)(4)(C)(ii)
and will continue to meet all of the
requirements of Rule 14.11(i)(4)(C)(ii)
except for Rule 14.11(i)(4)(C)(ii)(d), as
discussed in more detail below.
Among others, such fixed income
securities that may be held by the Fund
include non-agency, non-GSE,20 and
10 See
Rule 14.11(i)(4)(A)(ii) and 14.11(i)(4)(B)(ii).
Rule 14.11(i)(4)(A)(ii).
12 See Rule 14.11(i)(4)(B)(i).
13 See Rule 14.11(i)(4)(B)(iii).
14 See Rule 14.11(i)(4)(B)(iv).
15 See Rule 14.11(i)(2)(C).
16 See Rule 14.11(i)(2)(B).
17 See Rule 14.11(i)(6).
18 See Rule 14.11(i)(7).
19 As provided in Rule 14.11(i)(3)(E), the term
‘‘Normal Market Conditions’’ includes, but is not
limited to, the absence of trading halts in the
applicable financial markets generally; operational
issues causing dissemination of inaccurate market
information or system failures; or force majeure
type events such as natural or man-made disaster,
act of God, armed conflict, act of terrorism, riot or
labor disruption, or any similar intervening
circumstance.
20 A ‘‘GSE’’ is a type of financial services
corporation created by the United States Congress.
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11 See
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privately-issued mortgage-related and
other asset-backed securities
(collectively, ‘‘Non-Agency ABS’’),
which it generally expects to include
(but not be limited to) the following
sectors: Private mortgage backed
securities, commercial mortgage backed
securities, asset-backed securities
(including autos, credit cards,
equipment, consumer loans), and
collateralized loan obligations. In
accordance with Rule
14.11(i)(4)(C)(ii)(e), the Fund’s holdings
in Non-Agency ABS do not currently
and will not in the future account for
more than 20% of the weight of the
fixed income portion of the portfolio, in
the aggregate.
The Fund will also generally invest
up to 20% of its assets in cash and Cash
Equivalents,21 listed derivatives,22 and
OTC derivatives,23 although such
holdings may exceed 20%. The Fund’s
holdings in cash and Cash Equivalents,
listed derivatives, and OTC derivatives
will be in compliance with all generic
listing standards, including those in
Rules 14.11(i)(4)(C)(iii),
14.11(i)(4)(C)(iv), 14.11(i)(4)(C)(v), and
14.11(i)(4)(C)(vi), respectively.
The Fund’s investments, including
derivatives, will be consistent with the
1940 Act and the Fund’s investment
objective and policies and will not be
used to enhance leverage (although
certain derivatives and other
investments may result in leverage).24
GSEs include Fannie Mae and Freddie Mac, but not
Sallie Mae, which is no longer a government entity.
21 As defined in Exchange Rule
14.11(i)(4)(C)(iii)(b), Cash Equivalents are shortterm instruments with maturities of less than three
months, which includes only the following: (i) U.S.
Government securities, including bills, notes, and
bonds differing as to maturity and rates of interest,
which are either issued or guaranteed by the U.S.
Treasury or by U.S. Government agencies or
instrumentalities; (ii) certificates of deposit issued
against funds deposited in a bank or savings and
loan association; (iii) bankers acceptances, which
are short-term credit instruments used to finance
commercial transactions; (iv) repurchase
agreements and reverse repurchase agreements; (v)
bank time deposits, which are monies kept on
deposit with banks or savings and loan associations
for a stated period of time at a fixed rate of interest;
(vi) commercial paper, which are short-term
unsecured promissory notes; and (vii) money
market funds.
22 For purposes of this filing, listed derivatives
include only the following instruments: Treasury
futures, U.S. interest rate futures, and Eurodollar
futures.
23 For purposes of this filing, OTC derivatives
include only the following instruments: Interest rate
swaps, currency forwards, and credit default swap
indices.
24 The Fund will include appropriate risk
disclosure in its offering documents, including
leveraging risk. Leveraging risk is the risk that
certain transactions of a fund, including a fund’s
use of derivatives, may give rise to leverage, causing
a fund to be more volatile than if it had not been
leveraged. To mitigate leveraging risk, the Fund will
segregate or earmark liquid assets determined to be
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67329
That is, while the Fund will be
permitted to borrow as permitted under
the 1940 Act, the Fund’s investments
will not be used to seek performance
that is the multiple or inverse multiple
(i.e., 2Xs and 3Xs) of the Fund’s primary
broad-based securities benchmark index
(as defined in Form N–1A). The Fund
will only use those derivatives
described above. The Fund’s use of
derivative instruments will be
collateralized.
Discussion
While the Fund currently meets all of
the generic listing standards under Rule
14.11(i), if the Fund had full flexibility
to invest in a manner consistent with its
investment strategy, it might not meet
the requirements of Rule
14.11(i)(4)(C)(ii)(d) because certain NonAgency ABS by their nature cannot
satisfy these requirements. As described
above, the Exchange is instead
proposing that the fixed income portion
of the portfolio excluding Non-Agency
ABS will satisfy this 90% requirement.
The Exchange believes that this
alternative limitation is appropriate
because Rule 14.11(i)(4)(C)(ii)(d) is not
designed for structured finance vehicles
such as Non-Agency ABS and the
overall weight of the Non-Agency ABS
held by the Fund will be limited to 20%
of the fixed income portion of the
Fund’s portfolio as required under Rule
14.11(i)(4)(C)(ii)(e). The Exchange also
notes that the Fund’s portfolio is
consistent with the policy issues
underlying the rule as a result of the
diversification provided by the
investments and the Adviser’s selection
process, which closely monitors
investments to ensure maintenance of
credit and liquidity standards. As noted
above, the remainder of the fixed
income securities held by the Fund will
satisfy the requirements of Rule
14.11(i)(4)(C)(ii)(d) and the remainder of
the Fund’s portfolio, including fixed
income securities, will meet all other
applicable generic listing standards
under Rule 14.11(i)(4)(C). Further,
allowing the Fund full flexibility to
implement its fixed income strategy and
further diversify its holdings to provide
liquid by the Adviser in accordance with
procedures established by the Trust’s Board and in
accordance with the 1940 Act (or, as permitted by
applicable regulations, enter into certain offsetting
positions) to cover its obligations under derivative
instruments. These procedures have been adopted
consistent with Section 18 of the 1940 Act and
related Commission guidance. See 15 U.S.C. 80a–
18; Investment Company Act Release No. 10666
(April 18, 1979), 44 FR 25128 (April 27, 1979);
Dreyfus Strategic Investing, Commission No-Action
Letter (June 22, 1987); Merrill Lynch Asset
Management, L.P., Commission No-Action Letter
(July 2, 1996).
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Federal Register / Vol. 84, No. 236 / Monday, December 9, 2019 / Notices
exposure to a broader array of fixed
income securities would allow the Fund
to better achieve its investment
objective and, as such, benefit both
existing and future investors in the
Fund.
The Exchange represents that the
Shares of the Fund will continue to
comply with all other requirements
applicable to Managed Fund Shares,
which include the dissemination of key
information such as the Disclosed
Portfolio,25 Net Asset Value,26 and the
Intraday Indicative Value,27 suspension
of trading or removal,28 trading halts,29
surveillance,30 minimum price variation
for quoting and order entry,31 the
information circular,32 and firewalls 33
as set forth in Exchange rules applicable
to Managed Fund Shares and the orders
approving such rules. The Exchange
may obtain information regarding
trading in the Shares and the underlying
futures contracts via the Intermarket
Surveillance Group (‘‘ISG’’) from other
exchanges who are a member of ISG or
affiliated with a member of ISG or with
which the Exchange has entered into a
comprehensive surveillance sharing
agreement.34 Additionally, the
Exchange or FINRA, on behalf of the
Exchange, are able to access, as needed,
trade information for certain fixed
income instruments reported to FINRA’s
Trade Reporting and Compliance Engine
(‘‘TRACE’’). All statements and
representations made in this filing
regarding the description of the
portfolio or reference assets, limitations
on portfolio holdings or reference assets,
dissemination and availability of
reference asset and intraday indicative
values (as applicable), or the
applicability of Exchange listing rules
specified in this filing shall constitute
continued listing requirements for the
Shares. The Fund has represented to the
Exchange that it will advise the
Exchange of any failure by the Fund or
Shares to comply with the continued
listing requirements, and, pursuant to
its obligations under Section 19(g)(1) of
the Act, the Exchange will surveil for
compliance with the continued listing
25 See
Rule 14.11(i)(4)(A)(ii) and 14.11(i)(4)(B)(ii).
Rule 14.11(i)(4)(A)(ii).
27 See Rule 14.11(i)(4)(B)(i).
28 See Rule 14.11(i)(4)(B)(iii).
29 See Rule 14.11(i)(4)(B)(iv).
30 See Rule 14.11(i)(2)(C).
31 See Rule 14.11(i)(2)(B).
32 See Rule 14.11(i)(6).
33 See Rule 14.11(i)(7).
34 For a list of the current members and affiliate
members of ISG, see www.isgportal.com. The
Exchange notes that not all components of the
Disclosed Portfolio for the Fund may trade on
markets that are members of ISG or with which the
Exchange has in place a comprehensive
surveillance sharing agreement.
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26 See
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17:22 Dec 06, 2019
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requirements. FINRA conducts certain
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. If the Fund is not in
compliance with the applicable listing
requirements, the Exchange will
commence delisting procedures with
respect to such Fund under Exchange
Rule 14.12.
Availability of Information
As noted above, the Fund will comply
with the requirements under Rule
14.11(i) related to Disclosed Portfolio,
NAV, and the intraday indicative value.
Intraday price quotations on fixed
income securities and OTC derivative
instruments are available from major
broker-dealer firms and from thirdparties, which may provide prices free
with a time delay or in real-time for a
paid fee. Additionally, the intraday,
closing and settlement prices of futures
contracts held by the Fund will be
readily available from the exchanges on
which such products are listed,
automated quotation systems, published
or other public sources, or online
information services such as Bloomberg
or Reuters. Price information for Cash
Equivalents will be available from major
market data vendors. The Disclosed
Portfolio will be available on the Fund’s
website (www.hartfordfunds.com) free
of charge. The Fund’s website will
include the prospectus for the Fund and
additional information related to NAV
and other applicable quantitative
information. Information regarding
market price and trading volume of the
Shares will be continuously available
throughout the day on brokers’
computer screens and other electronic
services. Information regarding the
previous day’s closing price and trading
volume for the Shares will be published
daily in the financial section of
newspapers. Trading in the Shares may
be halted for market conditions or for
reasons that, in the view of the
Exchange, make trading inadvisable.
The Exchange deems the Shares to be
equity securities, thus rendering trading
in the Shares subject to the Exchange’s
existing rules governing the trading of
equity securities. The Exchange has
appropriate rules to facilitate trading in
the Shares during all trading sessions.
The Exchange prohibits the distribution
of material non-public information by
its employees. Quotation and last sale
information for the Shares will be
available via the CTA high-speed line.
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2. Statutory Basis
The Exchange believes that the
proposal is consistent with Section 6(b)
of the Act 35 in general and Section
6(b)(5) of the Act 36 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 in that the Shares will
meet each of the continued listing
criteria in BZX Rule 14.11(i) with the
exception of Rule 14.11(i)(4)(C)(ii)(d) as
specifically discussed herein.
While the Fund currently meets all of
the generic listing standards under Rule
14.11(i), if the Fund were permitted full
flexibility to invest consistent with its
investment strategy, it might not meet
the requirements of Rule
14.11(i)(4)(C)(ii)(d) because certain NonAgency ABS by their nature cannot
satisfy these requirements. The
Exchange believes that excluding NonAgency ABS from this calculation is
consistent with the Act because the
Fund’s portfolio will minimize the risk
associated with any particular holding
of the Fund as a result of the
diversification provided by the
investments and the Adviser’s selection
process, which closely monitors
investments to ensure maintenance of
credit and liquidity standards. Further,
the Exchange believes that this
alternative limitation is appropriate
because Rule 14.11(i)(4)(C)(ii)(d) is not
designed for structured finance vehicles
such as Non-Agency ABS and the
overall weight of the Non-Agency ABS
held by the Fund will be limited to 20%
of the fixed income portion of the
Fund’s portfolio as required under Rule
14.11(i)(4)(C)(ii)(e). The Exchange also
notes that the Fund’s portfolio will meet
all of the other generic listing standards
applicable under Rule 14.11(i), which
will further act to mitigate the
manipulation concerns which the rules
are intended to address. Further, the
other fixed income instruments,
excluding Non-Agency ABS, held by the
Fund will satisfy the 90% requirement
under Rule 14.11(i)(4)(C)(ii)(d).
Consistent with Rule
14.11(i)(4)(C)(ii)(e), the Non-Agency
ABS held by the Fund will not account,
in the aggregate, for more than 20% of
35 15
36 15
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the weight of the fixed income portion
of the portfolio.
As noted above, the remainder of the
Fund’s portfolio, including fixed
income securities, will meet all other
applicable generic listing standards
under Rule 14.11(i)(4)(C). Allowing the
Fund full flexibility to implement its
fixed income strategy and further
diversify its holdings to provide
exposure to a broader array of fixed
income securities would allow the Fund
to better achieve its investment
objective and, as such, benefit both
existing and future investors in the
Fund.
The Exchange believes that its
surveillance procedures are adequate to
properly monitor the trading of the
Shares on the Exchange during all
trading sessions and to deter and detect
violations of Exchange rules and the
applicable federal securities laws. Rule
14.11(i)(7) provides that, if the
investment adviser to the investment
company issuing Managed Fund Shares
is affiliated with a broker-dealer, such
investment adviser shall erect a ‘‘fire
wall’’ between the investment adviser
and the broker-dealer with respect to
access to information concerning the
composition and/or changes to such
investment company portfolio. The
Adviser is not a registered broker-dealer,
but is affiliated with a broker-dealer and
has implemented and will maintain
‘‘fire walls’’ with respect to such brokerdealer regarding access to information
concerning the composition and/or
changes to the Fund’s portfolio. In
addition, Adviser personnel who make
decisions regarding the Fund’s portfolio
are subject to procedures designed to
prevent the use and dissemination of
material nonpublic information
regarding the Fund’s portfolio.
Additionally, the Exchange or FINRA,
on behalf of the Exchange, are able to
access, as needed, trade information for
certain fixed income instruments
reported to TRACE. The Exchange may
obtain information regarding trading in
the Shares via the ISG from other
exchanges who are a member of ISG or
affiliated with a member of ISG or with
which the Exchange has entered into a
comprehensive surveillance sharing
agreement. The Exchange further notes
that the Fund will meet and be subject
to all other requirements of the generic
listing rules and other applicable
continued listing requirements for
Managed Fund Shares under Rule
14.11(i), including those requirements
regarding the dissemination of key
information such as the Disclosed
Portfolio, Net Asset Value, and the
Intraday Indicative Value, suspension of
trading or removal, trading halts,
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surveillance, minimum price variation
for quoting and order entry, the
information circular, and firewalls as set
forth in Exchange rules applicable to
Managed Fund Shares.
The proposed rule change is designed
to promote just and equitable principles
of trade and to protect investors and the
public interest in that the Exchange will
obtain a representation from the issuer
of the Shares that the NAV per Share
will be calculated daily and that the
NAV and the Disclosed Portfolio will be
made available to all market
participants at the same time. In
addition, a large amount of information
is publicly available regarding the Fund
and the Shares, thereby promoting
market transparency. Moreover, the
Intraday Indicative Value will be
disseminated by one or more major
market data vendors at least every 15
seconds during Regular Trading Hours.
On each business day, before
commencement of trading in Shares
during Regular Trading Hours, the Fund
will disclose on its website the
Disclosed Portfolio that will form the
basis for the Fund’s calculation of NAV
at the end of the business day. The
Fund’s website will include additional
quantitative information updated on a
daily basis, including, for the Fund: (1)
The prior business day’s NAV and the
market closing price or mid-point of the
Bid/Ask Price,37 and a calculation of the
premium or discount of the market
closing price or Bid/Ask Price against
the NAV; and (2) data in chart format
displaying the frequency distribution of
discounts and premiums of the daily
market closing price or Bid/Ask Price
against the NAV, within appropriate
ranges, for each of the four previous
calendar quarters. Additionally,
information regarding market price and
trading 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 for
the Shares will be available on the
facilities of the Consolidated Tape
Association. The website for the Fund
will include a form of the prospectus for
the Fund and additional data relating to
NAV and other applicable quantitative
information. Trading in Shares of a
Fund will be halted under the
conditions specified in Rule 11.18.
Trading may also be halted because of
market conditions or for reasons that, in
the view of the Exchange, make trading
37 The Bid/Ask Price of a Fund will be
determined using the highest bid and the lowest
offer on the Exchange as of the time of calculation
of the Fund’s NAV. The records relating to Bid/Ask
Prices will be retained by the Fund or its service
providers.
PO 00000
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67331
in the Shares inadvisable. Finally,
trading in the Shares will be subject to
Rule 14.11(i)(4)(B)(iv), which sets forth
circumstances under which Shares may
be halted. In addition, as noted above,
investors will have ready access to
information regarding the Fund’s
holdings, the Intraday Indicative Value,
the Disclosed Portfolio, and quotation
and last sale information for the Shares.
Intraday price quotations on fixed
income securities and OTC derivative
instruments are available from major
broker-dealer firms and from thirdparties, which may provide prices free
with a time delay or in real-time for a
paid fee. Additionally, the intraday,
closing and settlement prices of futures
contracts held by the Fund will be
readily available from the exchanges on
which such products are listed,
automated quotation systems, published
or other public sources, or online
information services such as Bloomberg
or Reuters. Price information for Cash
Equivalents will be available from major
market data vendors. The Exchange
prohibits the distribution of material
non-public information by its
employees.
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 continued listing
and trading of an actively-managed
exchange traded product that will
enhance competition among market
participants, to the benefit of investors
and the marketplace. As noted above,
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, the Exchange, or
FINRA, on behalf of the Exchange, is
able to access, as needed, trade
information for certain fixed income
instruments reported to TRACE. FINRA
can also access data obtained from the
Municipal Securities Rulemaking
Board’s Electronic Municipal Market
Access system relating to municipal
bond trading activity for surveillance
purposes in connection with trading in
the Shares. As noted above, investors
will also have ready access to
information regarding the Fund’s
holdings, the Intraday Indicative Value,
the Disclosed Portfolio, 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.
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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,
rather will facilitate the fixed income
strategy of an actively-managed
exchange-traded product that will allow
the Fund to better compete in the
marketplace, thus enhancing
competition among both market
participants and listing venues, 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 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 38 and Rule 19b–
4(f)(6) thereunder.39
A proposed rule change filed
pursuant to Rule 19b–4(f)(6) under the
Act 40 normally does not become
operative for 30 days after the date of its
filing. However, Rule 19b–4(f)(6)(iii) 41
permits the Commission to designate a
shorter time if such action is consistent
with the protection of investors and the
public interest. The Exchange has
requested that the Commission waive
the 30-day operative delay so that the
proposed rule change may become
operative upon filing.
The Exchange represents that the
Shares are currently listed on the
Exchange pursuant to the generic listing
standards under BZX Rule 14.11(i)
governing Managed Fund Shares and
38 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.
40 17 CFR 240.19b–4(f)(6).
41 17 CFR 240.19b–4(f)(6)(iii).
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39 17
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comply with the generic listing
standards. The Exchange further
represents that the Shares would
continue to comply with all of the
generic listing standards after
effectiveness of this proposal, with the
exception of BZX Rule
14.11(i)(4)(C)(ii)(d), which requires that
component securities that in aggregate
account for at least 90% of the fixed
income weight of the portfolio to satisfy
at least one of five conditions.42 The
Commission notes that, in the context of
holdings in Non-Agency ABS, the
proposed exception to BZX Rule
14.11(i)(4)(C)(ii)(d) is consistent with an
exception applied in other proposed
rule changes that have been approved
by the Commission.43 Accordingly, the
Commission believes that the proposal
raises no new or novel regulatory issues
and that waiver of the 30-day 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.44
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.
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:
42 The Exchange also represents that the Shares of
the Fund will continue to comply with all other
requirements applicable to Managed Fund Shares,
which include the dissemination of key information
such as the Disclosed Portfolio, Net Asset Value,
and the Intraday Indicative Value, suspension of
trading or removal, trading halts, surveillance,
minimum price variation for quoting and order
entry, the information circular, and firewalls as set
forth in Exchange rules applicable to Managed
Fund Shares and the orders approving such rules.
See supra notes 10–18 and accompanying text.
43 See supra note 7.
44 For 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).
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Fmt 4703
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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–2019–099 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–2019–099. 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–2019–099 and
should be submitted on or before
December 30, 2019.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.45
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019–26406 Filed 12–6–19; 8:45 am]
BILLING CODE 8011–01–P
45 17
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]]>Agencies
[Federal Register Volume 84, Number 236 (Monday, December 9, 2019)]
[Notices]
[Pages 67327-67332]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2019-26406]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-87651; File No. SR-CboeBZX-2019-099]
Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Allow
the Hartford Short Duration ETF To Hold Certain Fixed Income
Instruments in a Manner That Does Not Comply With Rule 14.11(i)
December 3, 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, Cboe BZX Exchange, Inc. (``Exchange'')
filed with the Securities and Exchange Commission (``Commission'') the
proposed rule change as described in Items I and II below, which Items
have been prepared by the Exchange. The Exchange filed the proposal as
a ``non-controversial'' proposed rule change pursuant to Section
19(b)(3)(A)(iii) of the Act \3\ and Rule 19b-4(f)(6) thereunder.\4\ The
Commission is publishing this notice to solicit
[[Page 67328]]
comments on the proposed rule change from interested persons.
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\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A)(iii).
\4\ 17 CFR 240.19b-4(f)(6).
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
Cboe BZX Exchange, Inc. (the ``Exchange'' or ``BZX'') is filing
with the Securities and Exchange Commission (``Commission'') a proposed
rule change to allow the Hartford Short Duration ETF (the ``Fund''), a
series of Hartford Funds Exchange-Traded Trust (the ``Trust''), to hold
certain fixed income instruments in a manner that does not comply with
Rule 14.11(i) (``Managed Fund Shares'').
The text of the proposed rule change is also available on the
Exchange's website (https://markets.cboe.com/us/equities/regulation/rule_filings/bzx/), at the Exchange's Office of the Secretary, 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 aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Shares are currently listed on the Exchange pursuant to the
generic listing standards under Rule 14.11(i) governing Managed Fund
Shares and comply with the generic listing standards.\5\ The Exchange
proposes to continue listing and trading the Shares. The Shares would
continue to comply with all of the generic listing standards after
effectiveness of this proposal with the exception of the requirement of
Rule 14.11(i)(4)(C)(ii)(d), that requires that component securities
that in aggregate account for at least 90% of the fixed income weight
of the portfolio to satisfy at least one of five conditions.
Specifically, the Exchange submits this proposal in order to allow the
Fund to hold instruments in a manner that may not comply with Rule
14.11(i)(4)(C)(ii)(d),\6\ as further described below. The Exchange
notes that this proposed exception to Rule 14.11(i)(4)(C)(ii)(d) is
substantively identical to an exception included in two other rule
filings that have been approved by the Commission.\7\
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\5\ The Commission originally approved BZX Rule 14.11(i) in
Securities Exchange Act Release No. 65225 (August 30, 2011), 76 FR
55148 (September 6, 2011) (SR-BATS-2011-018) and subsequently
approved generic listing standards for Managed Fund Shares under
Rule 14.11(i) in Securities Exchange Act Release No. 78396 (July 22,
2016), 81 FR 49698 (July 28, 2016) (SR-BATS-2015-100).
\6\ Rule 14.11(i)(4)(C)(ii)(d) provides that ``component
securities that in aggregate account for at least 90% of the fixed
income weight of the portfolio must be either: (a) From issuers that
are required to file reports pursuant to Sections 13 and 15(d) of
the Act; (b) from issuers that have a worldwide market value of its
outstanding common equity held by non-affiliates of $700 million or
more; (c) from issuers that have outstanding securities that are
notes, bonds, debentures, or evidence of indebtedness having a total
remaining principal amount of at least $1 billion; (d) exempted
securities as defined in Section 3(a)(12) of the Act; or (e) from
issuers that are a government of a foreign country or a political
subdivision of a foreign country.'' The Exchange instead is
proposing that the fixed income portion of the portfolio excluding
Non-Agency ABS, as defined below, will satisfy this 90% requirement.
\7\ See Securities Exchange Act Release Nos. 84047 (September 6,
2018), 83 FR 46200 (September 12, 2018) (SR-NASDAQ-2017-128) (the
``Nasdaq Approval Order''); and 85701 (April 22, 2019), 84 FR 17902
(April 26, 2019) (SR-CboeBZX-2019-016) (the ``Exchange Approval
Order'').
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The Shares are offered by the Trust, which was established as a
Delaware statutory trust on September 20, 2010. 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 with the
Commission.\8\ Hartford Funds Management Company LLC acts as adviser to
the Fund (the ``Adviser'').
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\8\ The Trust filed a post-effective amendment to the
Registration Statement on March 1, 2019 (the ``Registration
Statement''). See Registration Statement on Form N-1A for the Trust
(File Nos. 333-215165 and 811-23222). The descriptions of the Fund
and the Shares contained herein are based, in part, on information
included in the Registration Statement. The Commission has issued an
order granting certain exemptive relief to the Trust and affiliated
persons under the Investment Company Act of 1940 (the ``1940 Act'')
(15 U.S.C. 80a-1). See Investment Company Act Release No. 30695
(September 24, 2013) (File No. 812-14178).
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Rule 14.11(i)(7) provides that, if the investment adviser to the
investment company issuing Managed Fund Shares is affiliated with a
broker-dealer, such investment adviser shall erect and maintain a
``fire wall'' between the investment adviser and the broker-dealer with
respect to access to information concerning the composition and/or
changes to such investment company portfolio.\9\ In addition, Rule
14.11(i)(7) further requires that personnel who make decisions on the
investment company's portfolio composition must be subject to
procedures designed to prevent the use and dissemination of material
nonpublic information regarding the applicable investment company
portfolio. Rule 14.11(i)(7) is similar to Rule 14.11(b)(5)(A)(i),
however, Rule 14.11(i)(7) in connection with the establishment of a
``fire wall'' between the investment adviser and the broker-dealer
reflects the applicable open-end fund's portfolio, not an underlying
benchmark index, as is the case with index-based funds. The Adviser is
not a registered broker-dealer, but is affiliated with a broker-dealer
and has implemented and will maintain ``fire walls'' with respect to
such broker-dealer regarding access to information concerning the
composition and/or changes to the Fund's portfolio. In addition,
Adviser personnel who make decisions regarding the Fund's portfolio are
subject to procedures designed to prevent the use and dissemination of
material nonpublic information regarding the Fund's portfolio. In the
event that (a) the Adviser becomes registered as a broker-dealer or
newly affiliated with another broker-dealer, or (b) any new adviser or
sub-adviser is a registered broker-dealer or becomes affiliated with a
broker-dealer, it will implement and maintain a fire wall with respect
to its relevant personnel or such broker-dealer affiliate, as
applicable, regarding access to information concerning the composition
and/or changes to the portfolio, and will be subject to procedures
designed to prevent the use and dissemination of
[[Page 67329]]
material non-public information regarding such portfolio.
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\9\ An investment adviser to an open-end fund is required to be
registered under the Investment Advisers Act of 1940 (the ``Advisers
Act''). As a result, the Adviser and its related personnel are
subject to the provisions of Rule 204A-1 under the Advisers Act
relating to codes of ethics. This Rule requires investment advisers
to adopt a code of ethics that reflects the fiduciary nature of the
relationship to clients as well as compliance with other applicable
securities laws. Accordingly, procedures designed to prevent the
communication and misuse of non-public information by an investment
adviser must be consistent with Rule 204A-1 under the Advisers Act.
In addition, Rule 206(4)-7 under the Advisers Act makes it unlawful
for an investment adviser to provide investment advice to clients
unless such investment adviser has (i) adopted and implemented
written policies and procedures reasonably designed to prevent
violation, by the investment adviser and its supervised persons, of
the Advisers Act and the Commission rules adopted thereunder; (ii)
implemented, at a minimum, an annual review regarding the adequacy
of the policies and procedures established pursuant to subparagraph
(i) above and the effectiveness of their implementation; and (iii)
designated an individual (who is a supervised person) responsible
for administering the policies and procedures adopted under
subparagraph (i) above.
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The Exchange represents that the Shares of the Fund will continue
to comply with all other requirements applicable to Managed Fund
Shares, which include the dissemination of key information such as the
Disclosed Portfolio,\10\ Net Asset Value,\11\ and the Intraday
Indicative Value,\12\ suspension of trading or removal,\13\ trading
halts,\14\ surveillance,\15\ minimum price variation for quoting and
order entry,\16\ the information circular,\17\ and firewalls \18\ as
set forth in Exchange rules applicable to Managed Fund Shares and the
orders approving such rules. The Trust is also required to comply with
Rule 10A-3 under the Act for the continued listing of the Shares of the
Fund. The Fund intends to qualify each year as a regulated investment
company under Subchapter M of the Internal Revenue Code of 1986, as
amended.
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\10\ See Rule 14.11(i)(4)(A)(ii) and 14.11(i)(4)(B)(ii).
\11\ See Rule 14.11(i)(4)(A)(ii).
\12\ See Rule 14.11(i)(4)(B)(i).
\13\ See Rule 14.11(i)(4)(B)(iii).
\14\ See Rule 14.11(i)(4)(B)(iv).
\15\ See Rule 14.11(i)(2)(C).
\16\ See Rule 14.11(i)(2)(B).
\17\ See Rule 14.11(i)(6).
\18\ See Rule 14.11(i)(7).
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Hartford Short Duration ETF
The Fund seeks to provide current income and long-term total
return. In order to achieve its investment objective, under Normal
Market Conditions,\19\ the Fund will invest primarily in investment
grade and non-investment grade fixed income securities, as described in
Rule 14.11(i)(4)(C)(ii). Under Normal Market Conditions, the Fund will
invest the majority of its net assets in fixed income securities,
including bank loans or loan participations. Such holdings in fixed
income securities currently meet the requirements for fixed income
instruments in Rule 14.11(i)(4)(C)(ii) and will continue to meet all of
the requirements of Rule 14.11(i)(4)(C)(ii) except for Rule
14.11(i)(4)(C)(ii)(d), as discussed in more detail below.
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\19\ As provided in Rule 14.11(i)(3)(E), the term ``Normal
Market Conditions'' includes, but is not limited to, the absence of
trading halts in the applicable financial markets generally;
operational issues causing dissemination of inaccurate market
information or system failures; or force majeure type events such as
natural or man-made disaster, act of God, armed conflict, act of
terrorism, riot or labor disruption, or any similar intervening
circumstance.
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Among others, such fixed income securities that may be held by the
Fund include non-agency, non-GSE,\20\ and privately-issued mortgage-
related and other asset-backed securities (collectively, ``Non-Agency
ABS''), which it generally expects to include (but not be limited to)
the following sectors: Private mortgage backed securities, commercial
mortgage backed securities, asset-backed securities (including autos,
credit cards, equipment, consumer loans), and collateralized loan
obligations. In accordance with Rule 14.11(i)(4)(C)(ii)(e), the Fund's
holdings in Non-Agency ABS do not currently and will not in the future
account for more than 20% of the weight of the fixed income portion of
the portfolio, in the aggregate.
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\20\ A ``GSE'' is a type of financial services corporation
created by the United States Congress. GSEs include Fannie Mae and
Freddie Mac, but not Sallie Mae, which is no longer a government
entity.
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The Fund will also generally invest up to 20% of its assets in cash
and Cash Equivalents,\21\ listed derivatives,\22\ and OTC
derivatives,\23\ although such holdings may exceed 20%. The Fund's
holdings in cash and Cash Equivalents, listed derivatives, and OTC
derivatives will be in compliance with all generic listing standards,
including those in Rules 14.11(i)(4)(C)(iii), 14.11(i)(4)(C)(iv),
14.11(i)(4)(C)(v), and 14.11(i)(4)(C)(vi), respectively.
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\21\ As defined in Exchange Rule 14.11(i)(4)(C)(iii)(b), Cash
Equivalents are short-term instruments with maturities of less than
three months, which includes only the following: (i) U.S. Government
securities, including bills, notes, and bonds differing as to
maturity and rates of interest, which are either issued or
guaranteed by the U.S. Treasury or by U.S. Government agencies or
instrumentalities; (ii) certificates of deposit issued against funds
deposited in a bank or savings and loan association; (iii) bankers
acceptances, which are short-term credit instruments used to finance
commercial transactions; (iv) repurchase agreements and reverse
repurchase agreements; (v) bank time deposits, which are monies kept
on deposit with banks or savings and loan associations for a stated
period of time at a fixed rate of interest; (vi) commercial paper,
which are short-term unsecured promissory notes; and (vii) money
market funds.
\22\ For purposes of this filing, listed derivatives include
only the following instruments: Treasury futures, U.S. interest rate
futures, and Eurodollar futures.
\23\ For purposes of this filing, OTC derivatives include only
the following instruments: Interest rate swaps, currency forwards,
and credit default swap indices.
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The Fund's investments, including derivatives, will be consistent
with the 1940 Act and the Fund's investment objective and policies and
will not be used to enhance leverage (although certain derivatives and
other investments may result in leverage).\24\ That is, while the Fund
will be permitted to borrow as permitted under the 1940 Act, the Fund's
investments will not be used to seek performance that is the multiple
or inverse multiple (i.e., 2Xs and 3Xs) of the Fund's primary broad-
based securities benchmark index (as defined in Form N-1A). The Fund
will only use those derivatives described above. The Fund's use of
derivative instruments will be collateralized.
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\24\ The Fund will include appropriate risk disclosure in its
offering documents, including leveraging risk. Leveraging risk is
the risk that certain transactions of a fund, including a fund's use
of derivatives, may give rise to leverage, causing a fund to be more
volatile than if it had not been leveraged. To mitigate leveraging
risk, the Fund will segregate or earmark liquid assets determined to
be liquid by the Adviser in accordance with procedures established
by the Trust's Board and in accordance with the 1940 Act (or, as
permitted by applicable regulations, enter into certain offsetting
positions) to cover its obligations under derivative instruments.
These procedures have been adopted consistent with Section 18 of the
1940 Act and related Commission guidance. See 15 U.S.C. 80a-18;
Investment Company Act Release No. 10666 (April 18, 1979), 44 FR
25128 (April 27, 1979); Dreyfus Strategic Investing, Commission No-
Action Letter (June 22, 1987); Merrill Lynch Asset Management, L.P.,
Commission No-Action Letter (July 2, 1996).
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Discussion
While the Fund currently meets all of the generic listing standards
under Rule 14.11(i), if the Fund had full flexibility to invest in a
manner consistent with its investment strategy, it might not meet the
requirements of Rule 14.11(i)(4)(C)(ii)(d) because certain Non-Agency
ABS by their nature cannot satisfy these requirements. As described
above, the Exchange is instead proposing that the fixed income portion
of the portfolio excluding Non-Agency ABS will satisfy this 90%
requirement. The Exchange believes that this alternative limitation is
appropriate because Rule 14.11(i)(4)(C)(ii)(d) is not designed for
structured finance vehicles such as Non-Agency ABS and the overall
weight of the Non-Agency ABS held by the Fund will be limited to 20% of
the fixed income portion of the Fund's portfolio as required under Rule
14.11(i)(4)(C)(ii)(e). The Exchange also notes that the Fund's
portfolio is consistent with the policy issues underlying the rule as a
result of the diversification provided by the investments and the
Adviser's selection process, which closely monitors investments to
ensure maintenance of credit and liquidity standards. As noted above,
the remainder of the fixed income securities held by the Fund will
satisfy the requirements of Rule 14.11(i)(4)(C)(ii)(d) and the
remainder of the Fund's portfolio, including fixed income securities,
will meet all other applicable generic listing standards under Rule
14.11(i)(4)(C). Further, allowing the Fund full flexibility to
implement its fixed income strategy and further diversify its holdings
to provide
[[Page 67330]]
exposure to a broader array of fixed income securities would allow the
Fund to better achieve its investment objective and, as such, benefit
both existing and future investors in the Fund.
The Exchange represents that the Shares of the Fund will continue
to comply with all other requirements applicable to Managed Fund
Shares, which include the dissemination of key information such as the
Disclosed Portfolio,\25\ Net Asset Value,\26\ and the Intraday
Indicative Value,\27\ suspension of trading or removal,\28\ trading
halts,\29\ surveillance,\30\ minimum price variation for quoting and
order entry,\31\ the information circular,\32\ and firewalls \33\ as
set forth in Exchange rules applicable to Managed Fund Shares and the
orders approving such rules. The Exchange may obtain information
regarding trading in the Shares and the underlying futures contracts
via the Intermarket Surveillance Group (``ISG'') from other exchanges
who are a member of ISG or affiliated with a member of ISG or with
which the Exchange has entered into a comprehensive surveillance
sharing agreement.\34\ Additionally, the Exchange or FINRA, on behalf
of the Exchange, are able to access, as needed, trade information for
certain fixed income instruments reported to FINRA's Trade Reporting
and Compliance Engine (``TRACE''). All statements and representations
made in this filing regarding the description of the portfolio or
reference assets, limitations on portfolio holdings or reference
assets, dissemination and availability of reference asset and intraday
indicative values (as applicable), or the applicability of Exchange
listing rules specified in this filing shall constitute continued
listing requirements for the Shares. The Fund has represented to the
Exchange that it will advise the Exchange of any failure by the Fund or
Shares to comply with the continued listing requirements, and, pursuant
to its obligations under Section 19(g)(1) of the Act, the Exchange will
surveil for compliance with the continued listing requirements. FINRA
conducts certain 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. If the Fund is not in compliance with the applicable listing
requirements, the Exchange will commence delisting procedures with
respect to such Fund under Exchange Rule 14.12.
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\25\ See Rule 14.11(i)(4)(A)(ii) and 14.11(i)(4)(B)(ii).
\26\ See Rule 14.11(i)(4)(A)(ii).
\27\ See Rule 14.11(i)(4)(B)(i).
\28\ See Rule 14.11(i)(4)(B)(iii).
\29\ See Rule 14.11(i)(4)(B)(iv).
\30\ See Rule 14.11(i)(2)(C).
\31\ See Rule 14.11(i)(2)(B).
\32\ See Rule 14.11(i)(6).
\33\ See Rule 14.11(i)(7).
\34\ For a list of the current members and affiliate members of
ISG, see www.isgportal.com. The Exchange notes that not all
components of the Disclosed Portfolio for the Fund may trade on
markets that are members of ISG or with which the Exchange has in
place a comprehensive surveillance sharing agreement.
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Availability of Information
As noted above, the Fund will comply with the requirements under
Rule 14.11(i) related to Disclosed Portfolio, NAV, and the intraday
indicative value. Intraday price quotations on fixed income securities
and OTC derivative instruments are available from major broker-dealer
firms and from third-parties, which may provide prices free with a time
delay or in real-time for a paid fee. Additionally, the intraday,
closing and settlement prices of futures contracts held by the Fund
will be readily available from the exchanges on which such products are
listed, automated quotation systems, published or other public sources,
or online information services such as Bloomberg or Reuters. Price
information for Cash Equivalents will be available from major market
data vendors. The Disclosed Portfolio will be available on the Fund's
website (www.hartfordfunds.com) free of charge. The Fund's website will
include the prospectus for the Fund and additional information related
to NAV and other applicable quantitative information. Information
regarding market price and trading volume of the Shares will be
continuously available throughout the day on brokers' computer screens
and other electronic services. Information regarding the previous day's
closing price and trading volume for the Shares will be published daily
in the financial section of newspapers. Trading in the Shares may be
halted for market conditions or for reasons that, in the view of the
Exchange, make trading inadvisable. The Exchange deems the Shares to be
equity securities, thus rendering trading in the Shares subject to the
Exchange's existing rules governing the trading of equity securities.
The Exchange has appropriate rules to facilitate trading in the Shares
during all trading sessions. The Exchange prohibits the distribution of
material non-public information by its employees. Quotation and last
sale information for the Shares will be available via the CTA high-
speed line.
2. Statutory Basis
The Exchange believes that the proposal is consistent with Section
6(b) of the Act \35\ in general and Section 6(b)(5) of the Act \36\ 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 in that the Shares will meet each of the continued
listing criteria in BZX Rule 14.11(i) with the exception of Rule
14.11(i)(4)(C)(ii)(d) as specifically discussed herein.
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\35\ 15 U.S.C. 78f(b).
\36\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
While the Fund currently meets all of the generic listing standards
under Rule 14.11(i), if the Fund were permitted full flexibility to
invest consistent with its investment strategy, it might not meet the
requirements of Rule 14.11(i)(4)(C)(ii)(d) because certain Non-Agency
ABS by their nature cannot satisfy these requirements. The Exchange
believes that excluding Non-Agency ABS from this calculation is
consistent with the Act because the Fund's portfolio will minimize the
risk associated with any particular holding of the Fund as a result of
the diversification provided by the investments and the Adviser's
selection process, which closely monitors investments to ensure
maintenance of credit and liquidity standards. Further, the Exchange
believes that this alternative limitation is appropriate because Rule
14.11(i)(4)(C)(ii)(d) is not designed for structured finance vehicles
such as Non-Agency ABS and the overall weight of the Non-Agency ABS
held by the Fund will be limited to 20% of the fixed income portion of
the Fund's portfolio as required under Rule 14.11(i)(4)(C)(ii)(e). The
Exchange also notes that the Fund's portfolio will meet all of the
other generic listing standards applicable under Rule 14.11(i), which
will further act to mitigate the manipulation concerns which the rules
are intended to address. Further, the other fixed income instruments,
excluding Non-Agency ABS, held by the Fund will satisfy the 90%
requirement under Rule 14.11(i)(4)(C)(ii)(d). Consistent with Rule
14.11(i)(4)(C)(ii)(e), the Non-Agency ABS held by the Fund will not
account, in the aggregate, for more than 20% of
[[Page 67331]]
the weight of the fixed income portion of the portfolio.
As noted above, the remainder of the Fund's portfolio, including
fixed income securities, will meet all other applicable generic listing
standards under Rule 14.11(i)(4)(C). Allowing the Fund full flexibility
to implement its fixed income strategy and further diversify its
holdings to provide exposure to a broader array of fixed income
securities would allow the Fund to better achieve its investment
objective and, as such, benefit both existing and future investors in
the Fund.
The Exchange believes that its surveillance procedures are adequate
to properly monitor the trading of the Shares on the Exchange during
all trading sessions and to deter and detect violations of Exchange
rules and the applicable federal securities laws. Rule 14.11(i)(7)
provides that, if the investment adviser to the investment company
issuing Managed Fund Shares is affiliated with a broker-dealer, such
investment adviser shall erect a ``fire wall'' between the investment
adviser and the broker-dealer with respect to access to information
concerning the composition and/or changes to such investment company
portfolio. The Adviser is not a registered broker-dealer, but is
affiliated with a broker-dealer and has implemented and will maintain
``fire walls'' with respect to such broker-dealer regarding access to
information concerning the composition and/or changes to the Fund's
portfolio. In addition, Adviser personnel who make decisions regarding
the Fund's portfolio are subject to procedures designed to prevent the
use and dissemination of material nonpublic information regarding the
Fund's portfolio. Additionally, the Exchange or FINRA, on behalf of the
Exchange, are able to access, as needed, trade information for certain
fixed income instruments reported to TRACE. The Exchange may obtain
information regarding trading in the Shares via the ISG from other
exchanges who are a member of ISG or affiliated with a member of ISG or
with which the Exchange has entered into a comprehensive surveillance
sharing agreement. The Exchange further notes that the Fund will meet
and be subject to all other requirements of the generic listing rules
and other applicable continued listing requirements for Managed Fund
Shares under Rule 14.11(i), including those requirements regarding the
dissemination of key information such as the Disclosed Portfolio, Net
Asset Value, and the Intraday Indicative Value, suspension of trading
or removal, trading halts, surveillance, minimum price variation for
quoting and order entry, the information circular, and firewalls as set
forth in Exchange rules applicable to Managed Fund Shares.
The proposed rule change is designed to promote just and equitable
principles of trade and to protect investors and the public interest in
that the Exchange will obtain a representation from the issuer of the
Shares that the NAV per Share will be calculated daily and that the NAV
and the Disclosed Portfolio will be made available to all market
participants at the same time. In addition, a large amount of
information is publicly available regarding the Fund and the Shares,
thereby promoting market transparency. Moreover, the Intraday
Indicative Value will be disseminated by one or more major market data
vendors at least every 15 seconds during Regular Trading Hours. On each
business day, before commencement of trading in Shares during Regular
Trading Hours, the Fund will disclose on its website the Disclosed
Portfolio that will form the basis for the Fund's calculation of NAV at
the end of the business day. The Fund's website will include additional
quantitative information updated on a daily basis, including, for the
Fund: (1) The prior business day's NAV and the market closing price or
mid-point of the Bid/Ask Price,\37\ and a calculation of the premium or
discount of the market closing price or Bid/Ask Price against the NAV;
and (2) data in chart format displaying the frequency distribution of
discounts and premiums of the daily market closing price or Bid/Ask
Price against the NAV, within appropriate ranges, for each of the four
previous calendar quarters. Additionally, information regarding market
price and trading 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 for
the Shares will be available on the facilities of the Consolidated Tape
Association. The website for the Fund will include a form of the
prospectus for the Fund and additional data relating to NAV and other
applicable quantitative information. Trading in Shares of a Fund will
be halted under the conditions specified in Rule 11.18. Trading may
also be halted because of market conditions or for reasons that, in the
view of the Exchange, make trading in the Shares inadvisable. Finally,
trading in the Shares will be subject to Rule 14.11(i)(4)(B)(iv), which
sets forth circumstances under which Shares may be halted. In addition,
as noted above, investors will have ready access to information
regarding the Fund's holdings, the Intraday Indicative Value, the
Disclosed Portfolio, and quotation and last sale information for the
Shares.
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\37\ The Bid/Ask Price of a Fund will be determined using the
highest bid and the lowest offer on the Exchange as of the time of
calculation of the Fund's NAV. The records relating to Bid/Ask
Prices will be retained by the Fund or its service providers.
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Intraday price quotations on fixed income securities and OTC
derivative instruments are available from major broker-dealer firms and
from third-parties, which may provide prices free with a time delay or
in real-time for a paid fee. Additionally, the intraday, closing and
settlement prices of futures contracts held by the Fund will be readily
available from the exchanges on which such products are listed,
automated quotation systems, published or other public sources, or
online information services such as Bloomberg or Reuters. Price
information for Cash Equivalents will be available from major market
data vendors. The Exchange prohibits the distribution of material non-
public information by its employees.
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 continued listing and
trading of an actively-managed exchange traded product that will
enhance competition among market participants, to the benefit of
investors and the marketplace. As noted above, 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, the Exchange, or FINRA, on
behalf of the Exchange, is able to access, as needed, trade information
for certain fixed income instruments reported to TRACE. FINRA can also
access data obtained from the Municipal Securities Rulemaking Board's
Electronic Municipal Market Access system relating to municipal bond
trading activity for surveillance purposes in connection with trading
in the Shares. As noted above, investors will also have ready access to
information regarding the Fund's holdings, the Intraday Indicative
Value, the Disclosed Portfolio, 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.
[[Page 67332]]
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, rather will facilitate the fixed income strategy
of an actively-managed exchange-traded product that will allow the Fund
to better compete in the marketplace, thus enhancing competition among
both market participants and listing venues, 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 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 \38\ and Rule 19b-4(f)(6) thereunder.\39\
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\38\ 15 U.S.C. 78s(b)(3)(A).
\39\ 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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A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the
Act \40\ normally does not become operative for 30 days after the date
of its filing. However, Rule 19b-4(f)(6)(iii) \41\ permits the
Commission to designate a shorter time if such action is consistent
with the protection of investors and the public interest. The Exchange
has requested that the Commission waive the 30-day operative delay so
that the proposed rule change may become operative upon filing.
---------------------------------------------------------------------------
\40\ 17 CFR 240.19b-4(f)(6).
\41\ 17 CFR 240.19b-4(f)(6)(iii).
---------------------------------------------------------------------------
The Exchange represents that the Shares are currently listed on the
Exchange pursuant to the generic listing standards under BZX Rule
14.11(i) governing Managed Fund Shares and comply with the generic
listing standards. The Exchange further represents that the Shares
would continue to comply with all of the generic listing standards
after effectiveness of this proposal, with the exception of BZX Rule
14.11(i)(4)(C)(ii)(d), which requires that component securities that in
aggregate account for at least 90% of the fixed income weight of the
portfolio to satisfy at least one of five conditions.\42\ The
Commission notes that, in the context of holdings in Non-Agency ABS,
the proposed exception to BZX Rule 14.11(i)(4)(C)(ii)(d) is consistent
with an exception applied in other proposed rule changes that have been
approved by the Commission.\43\ Accordingly, the Commission believes
that the proposal raises no new or novel regulatory issues and that
waiver of the 30-day 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.\44\
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\42\ The Exchange also represents that the Shares of the Fund
will continue to comply with all other requirements applicable to
Managed Fund Shares, which include the dissemination of key
information such as the Disclosed Portfolio, Net Asset Value, and
the Intraday Indicative Value, suspension of trading or removal,
trading halts, surveillance, minimum price variation for quoting and
order entry, the information circular, and firewalls as set forth in
Exchange rules applicable to Managed Fund Shares and the orders
approving such rules. See supra notes 10-18 and accompanying text.
\43\ See supra note 7.
\44\ For 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).
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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. If the Commission
takes such action, the Commission will institute proceedings 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 [email protected]. Please include
File Number SR-CboeBZX-2019-099 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-2019-099. 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-2019-099 and should be submitted
on or before December 30, 2019.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\45\
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\45\ 17 CFR 200.30-3(a)(12).
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Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2019-26406 Filed 12-6-19; 8:45 am]
BILLING CODE 8011-01-P
