Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Designation of Longer Period for Commission Action on Proceedings To Determine Whether To Approve or Disapprove a Proposed Rule Change, as Modified by Amendment No. 1, To Allow Companies To List in Connection With a Direct Listing With a Primary Offering in Which the Company Will Sell Shares Itself in the Opening Auction on the First Day of Trading on Nasdaq and To Explain How the Opening Transaction for Such a Listing Will Be Effected, 15530 [2021-05917]

Agencies

• SECURITIES AND EXCHANGE COMMISSION

[Federal Register Volume 86, Number 54 (Tuesday, March 23, 2021)]
[Notices]
[Page 15530]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-05917]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-91345; File No. SR-NASDAQ-2020-057]


Self-Regulatory Organizations; The Nasdaq Stock Market LLC; 
Notice of Designation of Longer Period for Commission Action on 
Proceedings To Determine Whether To Approve or Disapprove a Proposed 
Rule Change, as Modified by Amendment No. 1, To Allow Companies To List 
in Connection With a Direct Listing With a Primary Offering in Which 
the Company Will Sell Shares Itself in the Opening Auction on the First 
Day of Trading on Nasdaq and To Explain How the Opening Transaction for 
Such a Listing Will Be Effected

March 17, 2021.
    On September 4, 2020, The Nasdaq Stock Market LLC (``Nasdaq'' or 
the ``Exchange'') filed with the Securities and Exchange Commission 
(``Commission''), pursuant to Section 19(b)(1) \1\ of the Securities 
Exchange Act of 1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ a 
proposed rule change to allow companies to list in connection with a 
primary offering in which the company will sell shares itself in the 
opening auction on the first day of trading on the Exchange and to 
explain how the opening transaction for such a listing will be 
effected. The proposed rule change was published for comment in the 
Federal Register on September 21, 2020.\4\ On November 4, 2020, 
pursuant to Section 19(b)(2) of the Act,\5\ the Commission designated a 
longer period within which to either approve or disapprove the proposed 
rule change, or institute proceedings to determine whether to 
disapprove the proposed rule change.\6\ On December 17, 2020, the 
Commission instituted proceedings under Section 19(b)(2)(B) of the Act 
\7\ to determine whether to approve or disapprove the proposed rule 
change.\8\ On February 22, 2021, the Exchange filed Amendment No. 1 to 
the proposed rule change, which superseded the proposed rule change as 
originally filed. The proposed rule change, as modified by Amendment 
No. 1, was published for comment in the Federal Register on March 2, 
2021.\9\
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
    \4\ See Securities Exchange Act Release No. 89878 (September 15, 
2020), 85 FR 59349 (September 21, 2020). Comments received on the 
proposal are available on the Commission's website at: https://www.sec.gov/comments/sr-nasdaq-2020-057/srnasdaq2020057.htm.
    \5\ 15 U.S.C. 78s(b)(2).
    \6\ See Securities Exchange Act Release No. 90331 (November 4, 
2020), 85 FR 71708 (November 10, 2020).
    \7\ 15 U.S.C. 78s(b)(2)(B).
    \8\ See Securities Exchange Act Release No. 90717 (December 17, 
2020), 85 FR 84025 (December 23, 2020).
    \9\ See Securities Exchange Act Release No. 91205 (February 24, 
2021), 86 FR 12245 (March 2, 2021).
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    Section 19(b)(2) of the Act \10\ provides that, after initiating 
proceedings, the Commission shall issue an order approving or 
disapproving the proposed rule change not later than 180 days after the 
date of publication of notice of the filing of the proposed rule 
change. The Commission may extend the period for issuing an order 
approving or disapproving the proposed rule change, however, by not 
more than 60 days if the Commission determines that a longer period is 
appropriate and publishes the reasons for such determination. The 
proposed rule change was published for comment in the Federal Register 
on September 21, 2020.\11\ The 180th day after publication of the 
Notice is March 20, 2021. The Commission is extending the time period 
for approving or disapproving the proposal for an additional 60 days.
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    \10\ 15 U.S.C. 78s(b)(2).
    \11\ See Supra note 4.
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    The Commission finds that it is appropriate to designate a longer 
period within which to issue an order approving or disapproving the 
proposed rule change so that it has sufficient time to consider the 
proposed rule change, as modified by Amendment No. 1, along with the 
comments received on the proposal. Accordingly, the Commission, 
pursuant to Section 19(b)(2) of the Act,\12\ designates May 19, 2021, 
as the date by which the Commission should either approve or disapprove 
the proposed rule change (File No. SR-NASDAQ-2020-057), as modified by 
Amendment No. 1.
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    \12\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\13\
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    \13\ 17 CFR 200.30-3(a)(57).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-05917 Filed 3-22-21; 8:45 am]
BILLING CODE 8011-01-P