Joint Industry Plan; Notice of Filing and Immediate Effectiveness of the Fiftieth Amendment to the Joint Self-Regulatory Organization Plan Governing the Collection, Consolidation and Dissemination of Quotation and Transaction Information for Nasdaq-Listed Securities Traded on Exchanges on an Unlisted Trading Privileges Basis, 12045-12047 [2021-04089]
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Federal Register / Vol. 86, No. 38 / Monday, March 1, 2021 / Notices
For the Commission, by the Division
of Investment Management, under
delegated authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–04075 Filed 2–26–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Extension Form Id 3235–0328]
Submission for OMB Review;
Comment Request; Upon Written
Request
Copies Available From: Securities and
Exchange Commission, Office of FOIA
Services, 100 F Street NE,
Washington, DC 20549–2736
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(44 U.S.C. 3501 et seq.) (the ‘‘Paperwork
Reduction Act’’), the Commission is
soliciting comments on the collection of
information summarized below. The
Commission plans to submit this
existing collection of information to the
Office of Management and Budget.
Form ID (OMB Control No. 3235–
0328) must be completed and filed with
the Commission by all individuals,
companies, and other organizations who
seek access to file electronically on the
Commission’s primary electronic filing
system, Electronic Data Gathering,
Analysis and Retrieval system
(‘‘EDGAR’’). Those seeking access to file
on EDGAR typically include those who
are required to make certain disclosures
pursuant to the federal securities laws.
The information provided on Form ID is
an essential part of the security of
EDGAR. Form ID is not a public
document because it is used solely for
the purpose of screening applicants and
granting access to EDGAR. Form ID
must be submitted whenever an
applicant seeks an EDGAR
identification number (Central Index
Key or CIK) and access codes to file on
EDGAR.
The Commission may consider,
among other things, amendments to
Form ID that would result in a more
uniform and secure process for EDGAR
access by requiring certain applicants
that already have a CIK, but do not have
EDGAR access codes, to submit the
Form ID to obtain access to EDGAR. If
these amendments are adopted, for
purposes of the Paperwork Reduction
Act, the estimated total number of
annual Form ID filings for filers with
CIKs that need to obtain access codes is
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18:48 Feb 26, 2021
Jkt 253001
approximately 404 filings.1
Additionally, we would update the
current approved estimate of the annual
number of Form ID filings for new filers
without CIKs (46,842 filings) by
approximately 1,247 filings.2
Thus, for purposes of the Paperwork
Reduction Act, the estimated total
number of annual Form ID filings would
increase from 46,842 filings to 48,493
filings.3 The estimate of 0.15 hours per
response would stay the same, as the
filers with CIKs would be filling out the
same information as filers without CIKs.
The estimated total annual burden
would increase from 7,026 hours to
7,274 hours.4 The estimate that the filers
are responsible for 100% of the total
burden hours would stay the same.
In relation to the potential
amendments described above, the
Commission may consider amending
the Form ID to delete references to
applicants that do not have CIKs. If
adopted, this amendment would clarify
that a Form ID submission would also
be required by applicants that already
have CIKs but do not have EDGAR
access codes. Separately, the
Commission may also consider
modifying Form ID to update its
instructions and cross-references to
Volume I of the EDGAR Filer Manual.5
Other than the potential amendments
to require certain applicants that already
have a CIK, but do not have EDGAR
access codes, to submit the Form ID, we
do not believe that these additional
amendments to the Form ID would
make any substantive modifications to
any existing collection of information
requirements or impose any new
substantive recordkeeping or
information collection requirements
within the meaning of the Paperwork
Reduction Act.
An agency may not conduct or
sponsor, and a person is not required to
1 We base this estimate on the average number of
filers with CIKs who have obtained access codes to
EDGAR for the past three fiscal years. (524 + 359
+ 330)/3 = 404.
2 We base this estimate on the number of Form
ID filings for filers with no CIKs for the past three
fiscal years and subtracting it from the current
approved estimate. ((49,269 + 48,136 + 46,861)/3)
¥ 46,842 = 1,247.
3 46,842 + 404 + 1,247 = 48,493.
4 48,493 × 0.15 = 7,274.
5 See Adoption of Updated EDGAR Filer Manual,
Proposed Collection and Comment Request for
Form ID, Release No. 33–10902 (Dec. 11, 2020) [86
FR 7968] (Feb. 3, 2021)] (allowing applicants to
EDGAR the option of obtaining electronic
notarizations and remote online notarizations). The
Commission also amended 17 CFR 232.10(b) to
remove the manual signature requirement for
EDGAR access requests to allow electronic
signature requests. Id. The methods of notarization
provide an efficient means of authenticating
signatures in connection with requests for EDGAR
access.
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12045
respond to, a collection of information
unless it displays a currently valid
control number.
The public may view background
documentation for this information
collection at the following website:
www.reginfo.gov. Find this particular
information collection by selecting
‘‘Currently under 30-day Review—Open
for Public Comments’’ or by using the
search function. Written comments and
recommendations for the proposed
information collection should be sent
within 30 days of publication of this
notice to (i) www.reginfo.gov/public/do/
PRAMain and (ii) David Bottom,
Director/Chief Information Officer,
Securities and Exchange Commission, c/
o Cynthia Roscoe, 100 F Street NE,
Washington, DC 20549, or by sending an
email to: PRA_Mailbox@sec.gov.
Dated: February 24, 2021.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–04139 Filed 2–26–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–91190; File No. S7–24–89]
Joint Industry Plan; Notice of Filing
and Immediate Effectiveness of the
Fiftieth Amendment to the Joint SelfRegulatory Organization Plan
Governing the Collection,
Consolidation and Dissemination of
Quotation and Transaction Information
for Nasdaq-Listed Securities Traded on
Exchanges on an Unlisted Trading
Privileges Basis
February 23, 2021.
Pursuant to Section 11A of the
Securities Exchange Act of 1934
(‘‘Act’’) 1 and Rule 608 thereunder,2
notice is hereby given that on February
11, 2021,3 the Participants 4 in the Joint
Self-Regulatory Organization Plan
Governing the Collection, Consolidation
and Dissemination of Quotation and
Transaction Information for NasdaqListed Securities Traded on Exchanges
1 15
U.S.C. 78k–1.
CFR 242.608.
3 See Letter from Robert Books, Chair, UTP
Operating Committee, to Vanessa Countryman,
Secretary, Commission (Feb. 11, 2021).
4 The Participants are: Cboe BYX Exchange, Inc.,
Cboe BZX Exchange, Inc., Cboe EDGA Exchange,
Inc., Cboe EDGX Exchange, Inc., Cboe Exchange,
Inc., Financial Industry Regulatory Authority, Inc.,
The Investors’ Exchange LLC, Long-Term Stock
Exchange, Inc., MEMX LLC, MIAX PEARL, LLC,
Nasdaq BX, Inc., Nasdaq ISE, LLC, Nasdaq PHLX,
Inc., The Nasdaq Stock Market LLC, New York
Stock Exchange LLC, NYSE American LLC, NYSE
Arca, Inc., NYSE Chicago, Inc., and NYSE National,
Inc. (collectively, the ‘‘Participants’’).
2 17
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12046
Federal Register / Vol. 86, No. 38 / Monday, March 1, 2021 / Notices
on an Unlisted Trading Privileges Basis
(‘‘UTP Plan’’ or ‘‘Plan’’) filed with the
Securities and Exchange Commission
(‘‘Commission’’) a proposal to amend
the UTP Plan.5 The amendment
represents the Fiftieth Amendment to
the Plan (‘‘Amendment’’). Under the
Amendment, the Participants propose
revisions to the provisions of the Plan
governing regulatory and operational
halts.6
The proposed Amendment has been
filed by the Participants pursuant to
Rule 608(b)(2) under Regulation NMS.7
The Commission is publishing this
notice to solicit comments from
interested persons on the proposed
Amendment. Set forth in Sections I and
II is the statement of the purpose and
summary of the Amendment, along with
the information required by Rules 608(a)
and 601(a) under the Act, prepared and
submitted by the Participants to the
Commission.
I. Rule 608(a)
A. Purpose of the Amendment
The purpose of the Amendment is to
incorporate into the UTP Plan the same
processes for Regulatory Halts that are
proposed by the equity exchanges.
Consistent with the proposals from the
equity exchanges, the Primary Listing
Market may declare a Regulatory Halt 8
in trading for any security for which it
is the Primary Listing Market.9 The
Participants believe that it is
appropriate for the Primary Listing
Market to declare a Regulatory Halt in
order to vest the authority to declare a
Regulatory Halt in a single entity, and
5 The Amendment was posted to the Plan website
on February 12, 2021. See Email from James P.
Dombach, Counsel to the Plan, to Michael E. Coe,
Assistant Director, Commission, et al. (Feb. 12,
2021).
6 The Participants previously, on December 5,
2016, filed an amendment to the provisions of the
Plan governing regulatory and operation halts. This
amendment was not acted upon by the Commission
and was withdrawn by the Participants. See Letter
from Robert Books, UTP Chair, to Vanessa
Countryman, Secretary, Commission (Nov. 17,
2020).
7 17 CFR 242.608(b)(2).
8 Regulatory Halt is defined in Section X.A.10 as
‘‘a halt declared by the Primary Listing Market in
trading in one or more securities on all Trading
Centers for regulatory purposes, including for the
dissemination of material news, news pending,
suspensions, or where otherwise necessary to
maintain a fair and orderly market. A Regulatory
Halt includes a trading pause triggered by Limit Up
Limit Down, a halt based on Extraordinary Market
Activity, a trading halt triggered by a Market-Wide
Circuit Breaker, and a SIP Halt.’’
9 The ‘‘Primary Listing Market’’ is defined in
Section X.A.8 as ‘‘the national securities exchange
on which an Eligible Security is listed. If an Eligible
Security is listed on more than one national
securities exchange, Primary Listing Market means
the exchange on which the security has been listed
the longest.’’
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18:48 Feb 26, 2021
Jkt 253001
with respect to any given security, the
Primary Listing Market is best
positioned to determine when to initiate
and end a Regulatory Halt.
The Primary Listing Market may
declare a Regulatory Halt as provided
for in the rules of the Primary Listing
Market, if it determines that there is a
SIP Outage,10 Material SIP Latency,11
Extraordinary Market Activity,12 or in
the event of national, regional, or
localized disruption that necessitates a
Regulatory Halt to maintain a fair and
orderly market.13 In making such
determination, the Primary Listing
Market will consider the totality of
information available concerning the
10 SIP Outage is defined in Section X.A.13 as ‘‘a
situation in which the Processor has ceased, or
anticipates being unable, to provide updated and/
or accurate quotation or last sale price information
in one or more securities for a material period that
exceeds the time thresholds for an orderly failover
to backup facilities established by mutual
agreement among the Processor, the Primary Listing
Market for the affected securities, and the Operating
Committee unless the Primary Listing Market, in
consultation with the Processor and the Operating
Committee, determines that resumption of accurate
data is expected in the near future.’’
11 Material SIP Latency is defined in Section
X.A.5 as ‘‘a delay of quotation or last sale price
information in one or more securities between the
time data is received by the Processor and the time
the Processor disseminates the data over the high
speed line or over the ‘‘high speed line’’ under the
CQ Plan, which delay the Primary Listing Market
determines, in consultation with, and in accordance
with, publicly disclosed guidelines established by
the Operating Committee, to be (a) material and (b)
unlikely to be resolved in the near future.’’
12 Extraordinary Market Activity is defined in
Section X.A.1 as ‘‘a disruption or malfunction of
any electronic quotation, communication, reporting,
or execution system operated by, or linked to, the
Processor or a Trading Center or a member of such
Trading Center that has a severe and continuing
negative impact, on a market-wide basis, on
quoting, order, or trading activity or on the
availability of market information necessary to
maintain a fair and orderly market. For purposes of
this definition, a severe and continuing negative
impact on quoting, order, or trading activity
includes (i) a series of quotes, orders, or
transactions at prices substantially unrelated to the
current market for the security or securities; (ii)
duplicative or erroneous quoting, order, trade
reporting, or other related message traffic between
one or more Trading Centers or their members; or
(iii) the unavailability of quoting, order, transaction
information, or regulatory messages for a sustained
period.’’ In the originally proposed amendment in
2016, Extraordinary Market Activity was defined to
include disruptions or malfunctions on a market.
After discussions with SEC Staff, the Participants
revised this provision to solely limit the definition
to disruptions or malfunctions that occur on a
market-wide basis.
13 See Section X.C. In the originally proposed
amendment in 2016, the Primary Listing Market
could have declared a Regulatory Halt ‘‘when
otherwise necessary to maintain a fair and orderly
market or in the public interest.’’ After discussions
with SEC Staff, the Participants revised this
provision as part of the current Amendment in
order to provide greater detail as to when a
Regulatory Halt may be declared. The definitions of
SIP Outage, Material SIP Latency, and
Extraordinary Market Activity appear in Section
X.A.
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severity of the disruption, its likely
duration, and potential impact on
Member Firms and other market
participants, and will make a good-faith
determination that the criteria to declare
a Regulatory Halt have been satisfied
and that a Regulatory Halt is
appropriate. The Primary Listing Market
will consult, if feasible before declaring
a Regulatory Halt, with the affected
Trading Center(s), other Participants, or
the Processor, as applicable, regarding
the scope of the issue and what steps are
being taken to address the issue.
Should the Primary Listing Market
declare a Regulatory Halt, the Primary
Listing Market will determine the SIP
Halt Resume Time.14 The Primary
Listing Market will declare a
resumption of trading when it makes a
good-faith determination and considers
the totality of information to determine
that trading may resume in a fair and
orderly manner in accordance with its
rules. The Primary Listing Market
retains discretion to delay the SIP Halt
Resume Time if it believes trading will
not resume in a fair and orderly manner.
The Primary Listing Market has the
responsibility to notify all other
Participants of the initiation of the halt
as well as the lifting of the halt. The
notification process will be mutually
agreed to by the Operating Committee
and the Primary Listing Market.15
During Regular Trading Hours, if the
Primary Listing Market does not open a
security within the amount of time as
specified by the rules of the Primary
Listing Market after the SIP Halt Resume
Time, a Participant may resume trading
in that security. Outside of Regular
Trading Hours, a Participant may
resume trading immediately after the
SIP Halt Resume Time.
The amendment provides that the
Processor shall disseminate to the
Participants notice of the Regulatory
Halt as well as notice of the lifting of a
Regulatory Halt through any means the
Processor considers appropriate.16
B. Governing or Constituent Documents
Not applicable.
C. Implementation of Amendment
All of the Participants have
manifested their approval of the
proposed amendment by means of their
execution of the UTP Plan Amendment.
The Participants also solicited the
Advisory Committee for its thoughts
and any comments on the amendment.
The UTP Plan Amendment would
14 SIP Halt Resume Time is defined in Section
X.A.12 as ‘‘the time that the Primary Listing Market
determines as the end of a SIP Halt.’’
15 See Section X.H.
16 See id.
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Federal Register / Vol. 86, No. 38 / Monday, March 1, 2021 / Notices
C. Manner of Collecting, Processing,
Sequencing, Making Available and
Disseminating Last Sale Information
Not applicable.
become operational upon approval by
the Commission.
D. Development and Implementation
Phases
The amendment proposed herein
would be implemented to coincide with
amendments filed by the equity
exchanges and approved by the
Commission.
E. Analysis of Impact on Competition
The amendment proposed herein does
not impose any burden on competition
that is not necessary or appropriate in
furtherance of the purposes of the Act
because the amendment simply
incorporates into the UTP Plan the
processes for Regulatory Halts that will
be proposed by the equity exchanges.
The Participants do not believe that the
proposed amendment introduces terms
that are unreasonably discriminatory for
the purposes of Section 11A(c)(1)(D) of
the Act.
F. Written Understanding or Agreements
Relating to Interpretation of, or
Participation in, Plan
Not applicable.
G. Approval by Sponsors in Accordance
With Plan
Section IV(C)(1)(a) of the UTP Plan
requires the Participants to
unanimously approve the amendment
proposed herein. They so approved it.
H. Description of Operation of Facility
Contemplated by the Proposed
Amendment
Not applicable.
I. Terms and Conditions of Access
Not applicable.
J. Method of Determination and
Imposition, and Amount of, Fees and
Charges
Not applicable.
K. Method and Frequency of Processor
Evaluation
Not applicable.
L. Dispute Resolution
Not applicable.
II. Regulation NMS Rule 601(a) (Solely
in Its Application to the Amendment to
the UTP Plan)
A. Equity Securities for Which
Transaction Reports Shall Be Required
by the Plan
Not applicable.
B. Reporting Requirements
Not applicable.
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18:48 Feb 26, 2021
Jkt 253001
D. Manner of Consolidation
Not applicable.
E. Standards and Methods Ensuring
Promptness, Accuracy and
Completeness of Transaction Reports
Not applicable.
F. Rules and Procedures Addressed to
Fraudulent or Manipulative
Dissemination
Not applicable.
G. Terms of Access to Transaction
Reports
Not applicable.
H. Identification of Marketplace of
Execution
Not applicable.
III. Solicitation of Comments
The Commission seeks comments on
the Amendment. Interested persons are
invited to submit written data, views,
and arguments concerning the
foregoing, including whether the
proposed Amendment is consistent with
the Act and the rules and regulations
thereunder applicable to national
market system plans. 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 S7–
24–89 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 S7–24–89. 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
website (https://www.sec.gov/rules/
sro.shtml). Copies of the submission, all
written statements with respect to the
proposed Amendment that are filed
with the Commission, and all written
communications relating to the
proposed Amendment between the
Commission and any person, other than
those that may be withheld from the
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12047
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 website
viewing and printing at the principal
office of the Plan. All comments
received will be posted without change;
the Commission does not edit personal
identifying information from
submissions. You should submit only
information that you wish to make
available publicly. All submissions
should refer to File Number S7–24–89
and should be submitted on or before
March 22, 2021.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.17
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021–04089 Filed 2–26–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–91191; File No. SR–
CboeEDGX–2021–010]
Self-Regulatory Organizations; Cboe
EDGX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Amend
Order Start Times During Its Early
Trading Session
February 23, 2021.
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 February
11, 2021, Cboe EDGX Exchange, Inc.
(the ‘‘Exchange’’ or ‘‘EDGX’’) 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
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
Cboe EDGX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘EDGX’’) proposes to
amend order start times during its Early
Trading Session. The text of the
17 17
CFR 200.30–3(a)(85).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
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]]>Agencies
[Federal Register Volume 86, Number 38 (Monday, March 1, 2021)]
[Notices]
[Pages 12045-12047]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-04089]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-91190; File No. S7-24-89]
Joint Industry Plan; Notice of Filing and Immediate Effectiveness
of the Fiftieth Amendment to the Joint Self-Regulatory Organization
Plan Governing the Collection, Consolidation and Dissemination of
Quotation and Transaction Information for Nasdaq-Listed Securities
Traded on Exchanges on an Unlisted Trading Privileges Basis
February 23, 2021.
Pursuant to Section 11A of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 608 thereunder,\2\ notice is hereby given that
on February 11, 2021,\3\ the Participants \4\ in the Joint Self-
Regulatory Organization Plan Governing the Collection, Consolidation
and Dissemination of Quotation and Transaction Information for Nasdaq-
Listed Securities Traded on Exchanges
[[Page 12046]]
on an Unlisted Trading Privileges Basis (``UTP Plan'' or ``Plan'')
filed with the Securities and Exchange Commission (``Commission'') a
proposal to amend the UTP Plan.\5\ The amendment represents the
Fiftieth Amendment to the Plan (``Amendment''). Under the Amendment,
the Participants propose revisions to the provisions of the Plan
governing regulatory and operational halts.\6\
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78k-1.
\2\ 17 CFR 242.608.
\3\ See Letter from Robert Books, Chair, UTP Operating
Committee, to Vanessa Countryman, Secretary, Commission (Feb. 11,
2021).
\4\ The Participants are: Cboe BYX Exchange, Inc., Cboe BZX
Exchange, Inc., Cboe EDGA Exchange, Inc., Cboe EDGX Exchange, Inc.,
Cboe Exchange, Inc., Financial Industry Regulatory Authority, Inc.,
The Investors' Exchange LLC, Long-Term Stock Exchange, Inc., MEMX
LLC, MIAX PEARL, LLC, Nasdaq BX, Inc., Nasdaq ISE, LLC, Nasdaq PHLX,
Inc., The Nasdaq Stock Market LLC, New York Stock Exchange LLC, NYSE
American LLC, NYSE Arca, Inc., NYSE Chicago, Inc., and NYSE
National, Inc. (collectively, the ``Participants'').
\5\ The Amendment was posted to the Plan website on February 12,
2021. See Email from James P. Dombach, Counsel to the Plan, to
Michael E. Coe, Assistant Director, Commission, et al. (Feb. 12,
2021).
\6\ The Participants previously, on December 5, 2016, filed an
amendment to the provisions of the Plan governing regulatory and
operation halts. This amendment was not acted upon by the Commission
and was withdrawn by the Participants. See Letter from Robert Books,
UTP Chair, to Vanessa Countryman, Secretary, Commission (Nov. 17,
2020).
---------------------------------------------------------------------------
The proposed Amendment has been filed by the Participants pursuant
to Rule 608(b)(2) under Regulation NMS.\7\ The Commission is publishing
this notice to solicit comments from interested persons on the proposed
Amendment. Set forth in Sections I and II is the statement of the
purpose and summary of the Amendment, along with the information
required by Rules 608(a) and 601(a) under the Act, prepared and
submitted by the Participants to the Commission.
---------------------------------------------------------------------------
\7\ 17 CFR 242.608(b)(2).
---------------------------------------------------------------------------
I. Rule 608(a)
A. Purpose of the Amendment
The purpose of the Amendment is to incorporate into the UTP Plan
the same processes for Regulatory Halts that are proposed by the equity
exchanges. Consistent with the proposals from the equity exchanges, the
Primary Listing Market may declare a Regulatory Halt \8\ in trading for
any security for which it is the Primary Listing Market.\9\ The
Participants believe that it is appropriate for the Primary Listing
Market to declare a Regulatory Halt in order to vest the authority to
declare a Regulatory Halt in a single entity, and with respect to any
given security, the Primary Listing Market is best positioned to
determine when to initiate and end a Regulatory Halt.
---------------------------------------------------------------------------
\8\ Regulatory Halt is defined in Section X.A.10 as ``a halt
declared by the Primary Listing Market in trading in one or more
securities on all Trading Centers for regulatory purposes, including
for the dissemination of material news, news pending, suspensions,
or where otherwise necessary to maintain a fair and orderly market.
A Regulatory Halt includes a trading pause triggered by Limit Up
Limit Down, a halt based on Extraordinary Market Activity, a trading
halt triggered by a Market-Wide Circuit Breaker, and a SIP Halt.''
\9\ The ``Primary Listing Market'' is defined in Section X.A.8
as ``the national securities exchange on which an Eligible Security
is listed. If an Eligible Security is listed on more than one
national securities exchange, Primary Listing Market means the
exchange on which the security has been listed the longest.''
---------------------------------------------------------------------------
The Primary Listing Market may declare a Regulatory Halt as
provided for in the rules of the Primary Listing Market, if it
determines that there is a SIP Outage,\10\ Material SIP Latency,\11\
Extraordinary Market Activity,\12\ or in the event of national,
regional, or localized disruption that necessitates a Regulatory Halt
to maintain a fair and orderly market.\13\ In making such
determination, the Primary Listing Market will consider the totality of
information available concerning the severity of the disruption, its
likely duration, and potential impact on Member Firms and other market
participants, and will make a good-faith determination that the
criteria to declare a Regulatory Halt have been satisfied and that a
Regulatory Halt is appropriate. The Primary Listing Market will
consult, if feasible before declaring a Regulatory Halt, with the
affected Trading Center(s), other Participants, or the Processor, as
applicable, regarding the scope of the issue and what steps are being
taken to address the issue.
---------------------------------------------------------------------------
\10\ SIP Outage is defined in Section X.A.13 as ``a situation in
which the Processor has ceased, or anticipates being unable, to
provide updated and/or accurate quotation or last sale price
information in one or more securities for a material period that
exceeds the time thresholds for an orderly failover to backup
facilities established by mutual agreement among the Processor, the
Primary Listing Market for the affected securities, and the
Operating Committee unless the Primary Listing Market, in
consultation with the Processor and the Operating Committee,
determines that resumption of accurate data is expected in the near
future.''
\11\ Material SIP Latency is defined in Section X.A.5 as ``a
delay of quotation or last sale price information in one or more
securities between the time data is received by the Processor and
the time the Processor disseminates the data over the high speed
line or over the ``high speed line'' under the CQ Plan, which delay
the Primary Listing Market determines, in consultation with, and in
accordance with, publicly disclosed guidelines established by the
Operating Committee, to be (a) material and (b) unlikely to be
resolved in the near future.''
\12\ Extraordinary Market Activity is defined in Section X.A.1
as ``a disruption or malfunction of any electronic quotation,
communication, reporting, or execution system operated by, or linked
to, the Processor or a Trading Center or a member of such Trading
Center that has a severe and continuing negative impact, on a
market-wide basis, on quoting, order, or trading activity or on the
availability of market information necessary to maintain a fair and
orderly market. For purposes of this definition, a severe and
continuing negative impact on quoting, order, or trading activity
includes (i) a series of quotes, orders, or transactions at prices
substantially unrelated to the current market for the security or
securities; (ii) duplicative or erroneous quoting, order, trade
reporting, or other related message traffic between one or more
Trading Centers or their members; or (iii) the unavailability of
quoting, order, transaction information, or regulatory messages for
a sustained period.'' In the originally proposed amendment in 2016,
Extraordinary Market Activity was defined to include disruptions or
malfunctions on a market. After discussions with SEC Staff, the
Participants revised this provision to solely limit the definition
to disruptions or malfunctions that occur on a market-wide basis.
\13\ See Section X.C. In the originally proposed amendment in
2016, the Primary Listing Market could have declared a Regulatory
Halt ``when otherwise necessary to maintain a fair and orderly
market or in the public interest.'' After discussions with SEC
Staff, the Participants revised this provision as part of the
current Amendment in order to provide greater detail as to when a
Regulatory Halt may be declared. The definitions of SIP Outage,
Material SIP Latency, and Extraordinary Market Activity appear in
Section X.A.
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Should the Primary Listing Market declare a Regulatory Halt, the
Primary Listing Market will determine the SIP Halt Resume Time.\14\ The
Primary Listing Market will declare a resumption of trading when it
makes a good-faith determination and considers the totality of
information to determine that trading may resume in a fair and orderly
manner in accordance with its rules. The Primary Listing Market retains
discretion to delay the SIP Halt Resume Time if it believes trading
will not resume in a fair and orderly manner. The Primary Listing
Market has the responsibility to notify all other Participants of the
initiation of the halt as well as the lifting of the halt. The
notification process will be mutually agreed to by the Operating
Committee and the Primary Listing Market.\15\
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\14\ SIP Halt Resume Time is defined in Section X.A.12 as ``the
time that the Primary Listing Market determines as the end of a SIP
Halt.''
\15\ See Section X.H.
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During Regular Trading Hours, if the Primary Listing Market does
not open a security within the amount of time as specified by the rules
of the Primary Listing Market after the SIP Halt Resume Time, a
Participant may resume trading in that security. Outside of Regular
Trading Hours, a Participant may resume trading immediately after the
SIP Halt Resume Time.
The amendment provides that the Processor shall disseminate to the
Participants notice of the Regulatory Halt as well as notice of the
lifting of a Regulatory Halt through any means the Processor considers
appropriate.\16\
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\16\ See id.
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B. Governing or Constituent Documents
Not applicable.
C. Implementation of Amendment
All of the Participants have manifested their approval of the
proposed amendment by means of their execution of the UTP Plan
Amendment. The Participants also solicited the Advisory Committee for
its thoughts and any comments on the amendment. The UTP Plan Amendment
would
[[Page 12047]]
become operational upon approval by the Commission.
D. Development and Implementation Phases
The amendment proposed herein would be implemented to coincide with
amendments filed by the equity exchanges and approved by the
Commission.
E. Analysis of Impact on Competition
The amendment proposed herein does not impose any burden on
competition that is not necessary or appropriate in furtherance of the
purposes of the Act because the amendment simply incorporates into the
UTP Plan the processes for Regulatory Halts that will be proposed by
the equity exchanges. The Participants do not believe that the proposed
amendment introduces terms that are unreasonably discriminatory for the
purposes of Section 11A(c)(1)(D) of the Act.
F. Written Understanding or Agreements Relating to Interpretation of,
or Participation in, Plan
Not applicable.
G. Approval by Sponsors in Accordance With Plan
Section IV(C)(1)(a) of the UTP Plan requires the Participants to
unanimously approve the amendment proposed herein. They so approved it.
H. Description of Operation of Facility Contemplated by the Proposed
Amendment
Not applicable.
I. Terms and Conditions of Access
Not applicable.
J. Method of Determination and Imposition, and Amount of, Fees and
Charges
Not applicable.
K. Method and Frequency of Processor Evaluation
Not applicable.
L. Dispute Resolution
Not applicable.
II. Regulation NMS Rule 601(a) (Solely in Its Application to the
Amendment to the UTP Plan)
A. Equity Securities for Which Transaction Reports Shall Be Required by
the Plan
Not applicable.
B. Reporting Requirements
Not applicable.
C. Manner of Collecting, Processing, Sequencing, Making Available and
Disseminating Last Sale Information
Not applicable.
D. Manner of Consolidation
Not applicable.
E. Standards and Methods Ensuring Promptness, Accuracy and Completeness
of Transaction Reports
Not applicable.
F. Rules and Procedures Addressed to Fraudulent or Manipulative
Dissemination
Not applicable.
G. Terms of Access to Transaction Reports
Not applicable.
H. Identification of Marketplace of Execution
Not applicable.
III. Solicitation of Comments
The Commission seeks comments on the Amendment. Interested persons
are invited to submit written data, views, and arguments concerning the
foregoing, including whether the proposed Amendment is consistent with
the Act and the rules and regulations thereunder applicable to national
market system plans. 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 S7-24-89 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 S7-24-89. 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 website (https://www.sec.gov/rules/sro.shtml). Copies of
the submission, all written statements with respect to the proposed
Amendment that are filed with the Commission, and all written
communications relating to the proposed Amendment 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 website viewing and printing at
the principal office of the Plan. All comments received will be posted
without change; the Commission does not edit personal identifying
information from submissions. You should submit only information that
you wish to make available publicly. All submissions should refer to
File Number S7-24-89 and should be submitted on or before March 22,
2021.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\17\
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\17\ 17 CFR 200.30-3(a)(85).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-04089 Filed 2-26-21; 8:45 am]
BILLING CODE 8011-01-P
