Self-Regulatory Organizations; Long-Term Stock Exchange, Inc.; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend the Director “Business Relationships” Provision and Definition of “Family Member” for Purposes of LTSE Rule 14.405(a)(2) and Supplementary Material .01 (Definition of Independence), 48782-48785 [2021-18674]
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Federal Register / Vol. 86, No. 166 / Tuesday, August 31, 2021 / Notices
agency’s estimate of the burden of the
collection of information; (c) ways to
enhance the quality, utility, and clarity
of the information collected; and (d)
ways to minimize the burden of the
collection of information on
respondents, including through the use
of automated collection techniques or
other forms of information technology.
Consideration will be given to
comments and suggestions submitted in
writing within 60 days of this
publication.
Please direct your written comments
to David Bottom, Director/Chief
Information Officer, Securities and
Exchange Commission, C/O Cynthia
Roscoe, 100 F Street NE, Washington,
DC 20549; or send an email to: PRA_
Mailbox@sec.gov.
Dated: August 25, 2021.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2021–18698 Filed 8–30–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–92752; File No. SR–LTSE–
2021–04]
Self-Regulatory Organizations; LongTerm Stock Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change To Amend the
Director ‘‘Business Relationships’’
Provision and Definition of ‘‘Family
Member’’ for Purposes of LTSE Rule
14.405(a)(2) and Supplementary
Material .01 (Definition of
Independence)
August 25, 2021.
Pursuant to Section
of the
Securities Exchange Act of 1934 (the
‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that on August
19, 2021, Long-Term Stock Exchange,
Inc. (‘‘LTSE’’ or the ‘‘Exchange’’) filed
with the Securities and Exchange
Commission (the ‘‘Commission’’) the
proposed rule change as described in
Items I and II below, which Items have
been prepared by the self-regulatory
organization. The Commission is
publishing this notice to solicit
comments on the proposed rule change
from interested persons.
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19(b)(1) 1
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
LTSE proposes to amend LTSE Rule
14.405(a)(2) and Supplementary
1 15
U.S.C. 78s(b)(1).
U.S.C. 78a.
3 17 CFR 240.19b–4.
2 15
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Material .01 (Definition of
Independence) under LTSE Rule
14.405(a) (‘‘Supplementary Material’’) to
(i) adopt provisions conforming LTSE’s
independence standards with respect to
listed company (‘‘Company’’) 4
directors’ ‘‘business relationships’’ with
the corresponding standards of the New
York Stock Exchange (‘‘NYSE’’) Rule
303.A.02(b)(v) and relevant parts of the
related NYSE Commentary and
Disclosure Requirement for NYSE-listed
Companies seeking to dually list on
LTSE, and (ii) amend the definition of
‘‘Family Member’’ solely for purposes of
director independence determinations
under LTSE Rule 14.405(a)(2). LTSE has
filed the proposed rule change pursuant
to Section 19(b)(3)(A) of the Act,5 and
Rule 19b4(f)(6) thereunder,6 which
renders the proposed rule change
effective upon filing with the
Commission.
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
self-regulatory organization included
statements concerning the purpose of,
and basis for, the proposed rule change
and discussed any comments it received
on the proposed rule change. The text
of 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 the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes to amend
Rule 14.405(a)(2) and related
Supplementary Material to adopt a
provision conforming LTSE’s
independence standards with respect to
directors’ business relationships with
the corresponding standard of NYSE
Rule 303.A.02(b)(v) and related
Commentary and Disclosure
Requirement, in order to accommodate
NYSE-listed Companies seeking to
dually list 7 their securities on LTSE.
The Exchange also proposes to amend
the definition of ‘‘Family Member’’
solely for purposes of director
4 ‘‘Company’’ means the issuer of a security listed
or applying to list on the Exchange. See LTSE Rule
14.002(a)(5).
5 15 U.S.C. 78s(b)(3)(A).
6 17 CFR 240.19b–4(f)(6).
7 See LTSE Rule 14.210(a) (permitting a Company
to have a class of securities that has been approved
for listing on another national securities exchange).
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independence under LTSE Rule
14.405(a)(2) 8 to conform it to the
corresponding definitions of the NYSE 9
and the Nasdaq Stock Market LLC
(‘‘Nasdaq’’).10
LTSE rules require Companies to meet
certain standards related to director
independence, including that a majority
of the board of the directors of the
Company be independent directors,11
and that the Company’s audit,
compensation, and nominating 12
committees be comprised solely of
independent directors.13 LTSE Rule
14.405(a)(2) defines ‘‘Independent
Director’’ as ‘‘a person other than an
Executive Officer or employee of the
Company or any other individual
having a relationship which, in the
opinion of the Company’s board of
directors, would interfere with the
exercise of independent judgment in
carrying out the responsibilities of a
director.’’
LTSE Rule 14.405(a)(2) also provides
a list of certain relationships that
preclude a board finding of director
independence 14 (the ‘‘Bright-Line
Independence Tests’’), including a
director who is, or has a Family Member
who is, a partner in, or a controlling
Shareholder or an Executive Officer of,
any organization to which the Company
made, or from which the Company
received, payments for property or
services in the current or any of the past
three fiscal years that exceed 5% of the
recipient’s (i.e., that of the organization
or the Company) consolidated gross
revenues for that year, or $200,000,
whichever is more (with certain
exceptions).15 This rule is referred to as
8 This definition of Family Member is not
applicable to LTSE Rule 5.110 (Supervision), which
pertains to Member supervision and aligns with a
corresponding FINRA rule.
9 See General Commentary to Section 303A.02(b)
of NYSE Listed Company Manual (defining
‘‘immediate family member’’).
10 See Nasdaq Rule 5605(a)(2) (defining ‘‘Family
Member’’).
11 LTSE Rule 14.405(b)(1).
12 If the Company does not have a nominating
committee, under LTSE Rule 14.405(e), nominees
for directors must be selected or recommended by
independent directors constituting a majority of the
board’s independent directors in a vote in which
only independent directors participate.
13 See LTSE Rule 14.405(c)(3)(A) (regarding audit
committee composition); LTSE Rule 14.405(d)(2)(A)
(regarding compensation committee composition);
LTSE Rule 14.405(e)(1) (regarding nominating
committee composition).
14 See Supplementary Material, LTSE Rule
14.405(a)(2).01 (noting that ‘‘[t]hese objective
measures provide transparency to investors and
Companies, facilitate uniform application of the
rules, and ease administration’’).
15 See LTSE Rule 14.405(a)(2)(D) (exceptions to
this rule apply for (i) payments arising solely from
investments in the Company’s securities; or (ii)
payments under non-discretionary charitable
contribution matching programs).
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the ‘‘business relationships’’
provision.16 Related Supplementary
Material provides further guidance to
Companies regarding the significance of
director independence and application
of the independence standards.
The proposed rule change would
establish an alternative business
relationships provision based on the
corresponding provisions of the NYSE
Rule 303.A.02(b)(v) 17 and adopt
relevant parts of the related NYSE
Commentary and Disclosure
Requirement, solely applicable to
NYSE-listed Companies seeking to
dually list on LTSE. While NYSE’s and
LTSE’s respective business relationship
provisions are similar, the NYSE
standard employs different percentages
and minimums. Specifically, NYSE uses
a threshold of 2% of the recipient’s
consolidated gross revenues or $1
million, whichever is more. In many
situations, the NYSE provision will be
more restrictive with a threshold of 2%
versus 5%. However, at the lowest
levels, the LTSE standard is more
restrictive with a minimum of $200,000
versus $1 million.18 The Commentary
and Disclosure Requirement noted
under NYSE Rule 303.A.02(b)(v) clarify
application of the rule and call for
disclosure of Company contributions to
tax exempt organizations in which any
independent director serves as an
executive officer provided that the same
financial thresholds of Rule
303.A.02(b)(v) are met.
As a result of the differences
discussed above, a NYSE-listed
Company seeking to dually list on LTSE
may have to reassess the independence
of its directors notwithstanding the fact
that the Company is already listed on
the NYSE. Differences in comparable
listing standards based on the same
general principles (e.g., ensuring
directors exercise independent
judgment) may be burdensome for
Companies needing to conduct
duplicative analyses of director
16 LTSE’s ‘‘business relationships’’ provision in
Rule 14.405(a)(2)(D) is identical to Nasdaq Rule
5605(a)(2)(D).
17 NYSE Rule 303.A.02(b)(v) precludes situations
where ‘‘[t]he director is a current employee, or an
immediate family member is a current executive
officer, of a company that has made payments to,
or received payments from, the listed company for
property or services in an amount which, in any of
the last three fiscal years, exceeds the greater of $1
million, or 2% of such other company’s
consolidated gross revenues.’’
18 In addition, the NYSE standard only covers the
prior three fiscal years (not including current year
as per the LTSE standard) and does not include
Family Members who are partners or controlling
shareholders of the subject organization. The LTSE
standard uses the term ‘‘organizations’’ instead of
‘‘companies’’ and thus may be interpreted to be
broader in scope in that respect.
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independence.19 To better accommodate
dual listings of NYSE-listed companies,
the proposed rule change would provide
an alternative business relationships
provision in a new paragraph (H) to
LTSE Rule 14.405(a)(2) substantially
identical to NYSE Rule 303.A.02(b)(v)
and add relevant parts of NYSE’s related
Commentary and Disclosure
Requirement to LTSE Supplemental
Material, solely for NYSE-listed
Companies.
The Exchange is also proposing to
amend the definition of ‘‘Family
Member’’ solely for purposes of director
independence under LTSE Rule
14.405(a)(2) to mean ‘‘a person’s spouse,
parents, children, siblings, mothers- and
fathers-in-law, sons- and daughters-inlaw, brothers- and sisters-in-law, and
anyone (other than domestic employees)
who shares such person’s home.’’ Under
the current LTSE Rule 14.405(a)(2),
‘‘Family Member’’ means ‘‘a person’s
spouse, parents, children and siblings,
whether by blood, marriage or adoption,
or anyone residing in such person’s
home.’’ 20 The purpose of this rule
change is to exclude domestic
employees who share the director’s
home (given that the definition is not
meant to cover commercial
relationships), and stepchildren who do
not share the director’s home (in which
case, depending on facts and
circumstances, such relationships may
be attenuated in nature), from the type
of relationships that always preclude a
board from finding that a director is
independent, as described below.21
The proposed rule change would also
conform LTSE’s definition of a ‘‘Family
Member’’ for purposes of Rule
14.405(a)(2) to the corresponding
definition of ‘‘Family Member’’
applicable to Companies listed on the
NYSE and Nasdaq. Depending on the
19 See Amendment No. 3 to SR–NASDAQ 2019–
049 at 8 (noting that ‘‘Nasdaq has heard from its
listed companies and their legal counsel that the
current situation, where each market has a different
definition [of ‘‘Family Member’’], complicates the
preparation by listed companies of director and
officer questionnaires that the companies need in
order to analyze director independence. In
particular, this creates an added and unnecessary
burden when a company transfers its listing from
one national securities exchange to another. In such
case, a director may have already filled out an
annual questionnaire based on the prior listing
exchange’s definition of a family member, but
need[s] to answer additional questions because the
definition of the exchange the listing is transferred
to is phrased differently’’).
20 See LTSE Rule 14.405(a)(2).
21 For the avoidance of doubt, a stepchild who
shares the same home with a director would
continue to be considered a Family Member under
the Bright-Line Independence Tests, because the
definition of a Family Member will include anyone
(other than domestic employees) who shares the
director’s home.
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48783
facts and circumstances, minor
variations 22 between LTSE’s current
definition and that of NYSE or Nasdaq
could create need for interpretation and
require additional independence
assessments for NYSE or Nasdaqprimary listed Companies seeking to
dually list securities on LTSE or transfer
their listing to LTSE. To reduce this
additional compliance burden on such
Companies, the Exchange’s proposed
definition of ‘‘Family Member’’ would
be identical to NYSE and Nasdaq’s
corresponding definitions for purposes
of determining director independence.23
This revision will not affect the
additional independence criteria for
audit committee members set forth in
LTSE Rule 14.405(c)(2), which
incorporate the independence
requirements of SEC Rule 10A–3
promulgated under the Act.24
Notwithstanding these changes, LTSE
notes that Company boards must
affirmatively determine that directors do
not have relationships that would
interfere with the exercise of
independent judgment in carrying out
the responsibilities of a director
pursuant to LTSE rules 14.405(a)(2) and
14.405(a)(2).01. To comply with LTSE’s
rules, LTSE will expect the boards of
listed Companies to continue to elicit
through director questionnaires the
information necessary to make
independence determinations, which
will need to include questions about
stepchild relationships. LTSE believes
that it is appropriate for the board to
review a relationship between a director
and a stepchild who does not share a
home with the director or a relationship
between a director and a domestic
employee under such facts and
circumstances test. The board’s
assessment goes beyond applying the
Bright-Line Independence Tests to
ensure that any individual serving as an
independent director has no
relationship that would impair his or
her independence.
22 For example, the current LTSE definition of
‘‘Family Member’’ in Rule 14.405(a)(2) does not
exclude domestic employees residing in the
director’s home.
23 Section 303A.02 of the NYSE Listed Company
Manual states that ‘‘[a]n ‘immediate family member’
includes a person’s spouse, parents, children,
siblings, mothers and fathers-in-law, sons and
daughters-in-law, brothers and sisters-in-law, and
anyone (other than domestic employees) who
shares such person’s home.’’ The definition of
‘‘Family Member’’ for purposes of Nasdaq Listing
Rule 5605(a)(2) was modified to be identical to that
of NYSE. See Securities Exchange Act Release No.
88210 (February 13, 2020), 85 FR 9816 (February
20, 2020).
24 15 U.S.C. 78f.
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2. Statutory Basis
The Exchange believes that the
proposed rule change is consistent with
the provisions of Section 6 of the Act,25
in general, and furthers the objectives of
Section 6(b)(5) of the Act,26 in
particular, because it is designed to
prevent fraudulent and manipulative
acts and practices, to promote just and
equitable principles of trade, to foster
cooperation and coordination with
persons engaged in facilitating
transactions in securities, to remove
impediments to and perfect the
mechanism of a free and open market
and a national market system, and, in
general, to protect investors and the
public interest. Further, the Exchange
believes that the proposal is not
designed to permit unfair
discrimination between issuers or to
regulate by virtue of any authority
conferred by the Act matters not related
to the purposes of the Act or the
administration of the Exchange, for the
reasons set forth below.
By aligning certain of the Exchange’s
corporate governance requirements
more closely with those of the NYSE
and Nasdaq, as explained above, the
proposed rule change is designed to
remove impediments to and perfect the
mechanism of a free and open market.
The proposed rule change with respect
to director business relationships and
the definition of Family Member is
consistent with the Act in that it adopts
a definition of director independence
that has already been approved by the
Commission and has been in force for
nearly 20 years.27
LTSE’s current business relationships
provision set forth in LTSE Rule
14.405(a)(2)(D) is identical to that of
Nasdaq Rule 5605(a)(2)(D). Companies
that utilize Nasdaq as their primary
listing exchange and seek to dually list
on LTSE do not currently have any
added compliance burden with respect
to this rule. As drafted, the proposed
rule change would apply only to NYSEprimary listed Companies seeking to
dually list on LTSE and remove their
additional compliance burden of having
to assess director independence in
accordance with disparate Bright-Line
Independence Tests regarding director
business relationships. A Company
seeking a primary listing on LTSE or a
25 Id.
26 15
U.S.C. 78f(b)(5).
Securities Exchange Act Release No. 48745
(November 4, 2003), 68 FR 64154 (November 12,
2003), available at https://www.sec.gov/rules/sro/
34-48745.htm#P83_24538 (noting that ‘‘the
Commission believes that these proposed rule
changes, as amended, are reasonable and
appropriate and serve the interests of the investing
public’’).
27 See
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Company with a primary listing
exchange other than NYSE would be
required to satisfy the current business
relationships provision in Rule
14.405(a)(2)(D).
The Exchange also believes that its
proposed rule change is fair and not
unfairly discriminatory because it
alleviates the additional compliance
burdens currently faced by NYSEprimary listed Companies that seek to
dually list on LTSE. Given that LTSE
Rule 14.405(a)(2)(D) currently in effect
is identical to the corresponding
provision of Nasdaq Rule 5605(a)(2)(D),
the proposed rule change brings NYSEprimary listed Companies in parity with
Nasdaq-primary listed Companies if
they seek to dually list their securities
on LTSE.
The proposed rule change with
respect to modification of the definition
of ‘‘Family Member’’ in LTSE Rule
14.405(a)(2) to conform to the
corresponding definition of Nasdaq Rule
5605(a)(2) and NYSE Rule 303.A.02 also
alleviates the compliance burden on
LTSE dually-listed Companies. In the
recent past, the Commission has
approved Nasdaq’s proposed
modification of Rule 5605(a)(2)’s
definition of ‘‘Family Member’’ for
purposes of director independence
determinations.28 Prior to such
modification, the Nasdaq definition in
Rule 5605(a)(2) was identical to that of
LTSE Rule 14.405(a)(2). Nasdaq also
noted in Amendment No. 3 to its related
rule filing proposal that its purpose was
to alleviate unnecessary burdens posed
on listed companies due to differences
in phrasing of corresponding rules
across exchanges.29 Specifically, LTSE
Rule 14.405(a)(2) includes directors’
domestic employees and stepchildren in
the definition of ‘‘Family Member,’’ as
described above, even though based on
facts and circumstances, relationships
with stepchildren may be attenuated
and those with domestic employees are
generally commercial in nature. The
Commission has previously approved
the proposed definition as consistent
with Section 6(b)(5) of the Act.30 As
such, LTSE believes that Commission
approval of this proposed rule change
28 See Securities Exchange Act Release No. 88210
(February 13, 2020), 85 FR 9816 (February 20,
2020).
29 See SR–NASDAQ 2019–049 Amendment No. 3
at 11. Amendment No. 3 replaces and supersedes
the original proposal in its entirety and is available
at https://listingcenter.nasdaq.com/assets/rulebook/
nasdaq/filings/SR-NASDAQ-2019-049_
Amendment_3.pdf.
30 See Securities Exchange Act Release No. 88210
(February 13, 2020), 85 FR 9816 (February 20,
2020).
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would be consistent with its prior
decision and promote competition.
LTSE holds that it is important for
investors to have confidence that
individuals serving as independent
directors do not have a relationship
with the Company that would impair
their independence. The Company’s
board has a responsibility to make an
affirmative determination that no such
relationships exist. The proposed rule
change furthers the Exchange’s objective
to support Companies in long-term
value creation by removing the need for
burdensome and duplicative
independence assessments while
retaining effective and longstanding
mechanisms for ensuring director
independence.
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 not
necessary or appropriate in furtherance
of the purposes of the Act. These
changes are intended to alleviate
compliance burdens on dually-listed
Companies by conforming LTSE rules
with those of two other exchanges in the
case of the definition of ‘‘Family
Member,’’ and one other exchange with
respect to the business relationships
provision regarding director
independence determinations where
such Company is seeking to dually list
its securities. Thus, the proposed rule
change would eliminate requirements
that burden issuers without an offsetting
benefit in protecting shareholders. As
such, these changes are neither intended
to, nor expected to, impose any burden
on competition.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
Written comments were neither
solicited nor received.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Because the foregoing 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
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19(b)(3)(A)(iii) of the Act 31 and Rule
19b–4(f)(6)(iii) thereunder.32
A proposed rule change filed under
Rule 19b–4(f)(6) 33 normally does not
become operative for 30 days after the
date of the filing. However, pursuant to
Rule 19b–4(f)(6)(iii),34 the Commission
may designate a shorter time if such
action is consistent with the protection
of investors and the public interest. The
Exchange has asked the Commission to
waive the 30-day operative delay so that
the proposal may become operative
upon filing. The Exchange states that it
does not believe that the proposal raises
any new or novel issues not previously
considered by the Commission in that
the provisions at issue have been
approved by the Commission and in
effect at other exchanges for a
considerable period. In addition, the
Exchange has represented that it
anticipates that its first dual listings will
take effect by the end of August 2021
and that the proposed rule change will
be helpful for the companies that plan
to list on this timeline. The Commission
believes that waiver of the 30-day
operative delay is consistent with the
protection of investors and the public
interest because the proposed rule
change does not raise any new or novel
issues and is consistent with adopted
rules on other exchanges. Accordingly,
the Commission hereby waives the 30day operative delay and designates the
proposal operative upon filing.35
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 shall institute proceedings
to determine whether the proposed rule
change should be approved or
disapproved.
31 15
U.S.C. 78s(b)(3)(A)(iii).
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.
33 17 CFR 240.19b–4(f)(6).
34 17 CFR 240.19b–4(f)(6)(iii).
35 For purposes only of accelerating the operative
date of this proposal, the Commission has
considered the proposed rule’s impact on
efficiency, competition, and capital formation. 15
U.S.C. 78c(f).
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32 17
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IV. Solicitation of Comments
Interested persons are invited to
submit written data, views, and
arguments concerning the foregoing,
including whether the proposed rule
change is consistent with the Act.
Comments may be submitted by any of
the following methods:
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.36
Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2021–18674 Filed 8–30–21; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
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–
LTSE–2021–04 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–LTSE–2021–04. 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–LTSE–2021–04 and should
be submitted on or before September 21,
2021.
PO 00000
[SEC File No. 270–480; OMB Control No.
3235–0537]
Proposed Collection; Comment
Request
Upon Written Request, Copies Available
From: Securities and Exchange
Commission, Office of FOIA Services,
100 F Street NE, Washington, DC
20549–2736
Extension:
Regulation S–P
Notice is hereby given that, pursuant
to the Paperwork Reduction Act of 1995
(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the
Securities and Exchange Commission
(‘‘Commission’’) is soliciting comments
on the existing collection of information
provided for in the privacy notice and
opt out notice provisions of Regulation
S–P—Privacy of Consumer Financial
Information (17 CFR part 248, subpart
A) under the Securities Exchange Act of
1934 (‘‘Exchange Act’’) (15 U.S.C. 78a et
seq.). The Commission plans to submit
this existing collection of information to
the Office of Management and Budget
(‘‘OMB’’) for extension and approval.
The privacy notice and opt out notice
provisions of Regulation S–P (the
‘‘Rule’’) implement the privacy notice
and opt out notice requirements of Title
V of the Gramm-Leach-Bliley Act
(‘‘GLBA’’), which include the
requirement that at the time of
establishing a customer relationship
with a consumer and not less than
annually during the continuation of
such relationship, a financial institution
shall provide a clear and conspicuous
disclosure to such consumer of such
financial institution’s policies and
practices with respect to disclosing
nonpublic personal information to
affiliates and nonaffiliated third parties
(‘‘privacy notice’’). Title V of the GLBA
also provides that, unless an exception
applies, a financial institution may not
disclose nonpublic personal information
of a consumer to a nonaffiliated third
party unless the financial institution
clearly and conspicuously discloses to
the consumer that such information may
be disclosed to such third party; the
36 17
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[Federal Register Volume 86, Number 166 (Tuesday, August 31, 2021)]
[Notices]
[Pages 48782-48785]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2021-18674]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-92752; File No. SR-LTSE-2021-04]
Self-Regulatory Organizations; Long-Term Stock Exchange, Inc.;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To
Amend the Director ``Business Relationships'' Provision and Definition
of ``Family Member'' for Purposes of LTSE Rule 14.405(a)(2) and
Supplementary Material .01 (Definition of Independence)
August 25, 2021.
Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that on August 19, 2021, Long-Term Stock Exchange, Inc. (``LTSE''
or the ``Exchange'') filed with the Securities and Exchange Commission
(the ``Commission'') the proposed rule change as described in Items I
and II below, which Items have been prepared by the self-regulatory
organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 15 U.S.C. 78a.
\3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
LTSE proposes to amend LTSE Rule 14.405(a)(2) and Supplementary
Material .01 (Definition of Independence) under LTSE Rule 14.405(a)
(``Supplementary Material'') to (i) adopt provisions conforming LTSE's
independence standards with respect to listed company (``Company'') \4\
directors' ``business relationships'' with the corresponding standards
of the New York Stock Exchange (``NYSE'') Rule 303.A.02(b)(v) and
relevant parts of the related NYSE Commentary and Disclosure
Requirement for NYSE-listed Companies seeking to dually list on LTSE,
and (ii) amend the definition of ``Family Member'' solely for purposes
of director independence determinations under LTSE Rule 14.405(a)(2).
LTSE has filed the proposed rule change pursuant to Section 19(b)(3)(A)
of the Act,\5\ and Rule 19b4(f)(6) thereunder,\6\ which renders the
proposed rule change effective upon filing with the Commission.
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\4\ ``Company'' means the issuer of a security listed or
applying to list on the Exchange. See LTSE Rule 14.002(a)(5).
\5\ 15 U.S.C. 78s(b)(3)(A).
\6\ 17 CFR 240.19b-4(f)(6).
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II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of 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 the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes to amend Rule 14.405(a)(2) and related
Supplementary Material to adopt a provision conforming LTSE's
independence standards with respect to directors' business
relationships with the corresponding standard of NYSE Rule
303.A.02(b)(v) and related Commentary and Disclosure Requirement, in
order to accommodate NYSE-listed Companies seeking to dually list \7\
their securities on LTSE. The Exchange also proposes to amend the
definition of ``Family Member'' solely for purposes of director
independence under LTSE Rule 14.405(a)(2) \8\ to conform it to the
corresponding definitions of the NYSE \9\ and the Nasdaq Stock Market
LLC (``Nasdaq'').\10\
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\7\ See LTSE Rule 14.210(a) (permitting a Company to have a
class of securities that has been approved for listing on another
national securities exchange).
\8\ This definition of Family Member is not applicable to LTSE
Rule 5.110 (Supervision), which pertains to Member supervision and
aligns with a corresponding FINRA rule.
\9\ See General Commentary to Section 303A.02(b) of NYSE Listed
Company Manual (defining ``immediate family member'').
\10\ See Nasdaq Rule 5605(a)(2) (defining ``Family Member'').
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LTSE rules require Companies to meet certain standards related to
director independence, including that a majority of the board of the
directors of the Company be independent directors,\11\ and that the
Company's audit, compensation, and nominating \12\ committees be
comprised solely of independent directors.\13\ LTSE Rule 14.405(a)(2)
defines ``Independent Director'' as ``a person other than an Executive
Officer or employee of the Company or any other individual having a
relationship which, in the opinion of the Company's board of directors,
would interfere with the exercise of independent judgment in carrying
out the responsibilities of a director.''
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\11\ LTSE Rule 14.405(b)(1).
\12\ If the Company does not have a nominating committee, under
LTSE Rule 14.405(e), nominees for directors must be selected or
recommended by independent directors constituting a majority of the
board's independent directors in a vote in which only independent
directors participate.
\13\ See LTSE Rule 14.405(c)(3)(A) (regarding audit committee
composition); LTSE Rule 14.405(d)(2)(A) (regarding compensation
committee composition); LTSE Rule 14.405(e)(1) (regarding nominating
committee composition).
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LTSE Rule 14.405(a)(2) also provides a list of certain
relationships that preclude a board finding of director independence
\14\ (the ``Bright-Line Independence Tests''), including a director who
is, or has a Family Member who is, a partner in, or a controlling
Shareholder or an Executive Officer of, any organization to which the
Company made, or from which the Company received, payments for property
or services in the current or any of the past three fiscal years that
exceed 5% of the recipient's (i.e., that of the organization or the
Company) consolidated gross revenues for that year, or $200,000,
whichever is more (with certain exceptions).\15\ This rule is referred
to as
[[Page 48783]]
the ``business relationships'' provision.\16\ Related Supplementary
Material provides further guidance to Companies regarding the
significance of director independence and application of the
independence standards.
---------------------------------------------------------------------------
\14\ See Supplementary Material, LTSE Rule 14.405(a)(2).01
(noting that ``[t]hese objective measures provide transparency to
investors and Companies, facilitate uniform application of the
rules, and ease administration'').
\15\ See LTSE Rule 14.405(a)(2)(D) (exceptions to this rule
apply for (i) payments arising solely from investments in the
Company's securities; or (ii) payments under non-discretionary
charitable contribution matching programs).
\16\ LTSE's ``business relationships'' provision in Rule
14.405(a)(2)(D) is identical to Nasdaq Rule 5605(a)(2)(D).
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The proposed rule change would establish an alternative business
relationships provision based on the corresponding provisions of the
NYSE Rule 303.A.02(b)(v) \17\ and adopt relevant parts of the related
NYSE Commentary and Disclosure Requirement, solely applicable to NYSE-
listed Companies seeking to dually list on LTSE. While NYSE's and
LTSE's respective business relationship provisions are similar, the
NYSE standard employs different percentages and minimums. Specifically,
NYSE uses a threshold of 2% of the recipient's consolidated gross
revenues or $1 million, whichever is more. In many situations, the NYSE
provision will be more restrictive with a threshold of 2% versus 5%.
However, at the lowest levels, the LTSE standard is more restrictive
with a minimum of $200,000 versus $1 million.\18\ The Commentary and
Disclosure Requirement noted under NYSE Rule 303.A.02(b)(v) clarify
application of the rule and call for disclosure of Company
contributions to tax exempt organizations in which any independent
director serves as an executive officer provided that the same
financial thresholds of Rule 303.A.02(b)(v) are met.
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\17\ NYSE Rule 303.A.02(b)(v) precludes situations where ``[t]he
director is a current employee, or an immediate family member is a
current executive officer, of a company that has made payments to,
or received payments from, the listed company for property or
services in an amount which, in any of the last three fiscal years,
exceeds the greater of $1 million, or 2% of such other company's
consolidated gross revenues.''
\18\ In addition, the NYSE standard only covers the prior three
fiscal years (not including current year as per the LTSE standard)
and does not include Family Members who are partners or controlling
shareholders of the subject organization. The LTSE standard uses the
term ``organizations'' instead of ``companies'' and thus may be
interpreted to be broader in scope in that respect.
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As a result of the differences discussed above, a NYSE-listed
Company seeking to dually list on LTSE may have to reassess the
independence of its directors notwithstanding the fact that the Company
is already listed on the NYSE. Differences in comparable listing
standards based on the same general principles (e.g., ensuring
directors exercise independent judgment) may be burdensome for
Companies needing to conduct duplicative analyses of director
independence.\19\ To better accommodate dual listings of NYSE-listed
companies, the proposed rule change would provide an alternative
business relationships provision in a new paragraph (H) to LTSE Rule
14.405(a)(2) substantially identical to NYSE Rule 303.A.02(b)(v) and
add relevant parts of NYSE's related Commentary and Disclosure
Requirement to LTSE Supplemental Material, solely for NYSE-listed
Companies.
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\19\ See Amendment No. 3 to SR-NASDAQ 2019-049 at 8 (noting that
``Nasdaq has heard from its listed companies and their legal counsel
that the current situation, where each market has a different
definition [of ``Family Member''], complicates the preparation by
listed companies of director and officer questionnaires that the
companies need in order to analyze director independence. In
particular, this creates an added and unnecessary burden when a
company transfers its listing from one national securities exchange
to another. In such case, a director may have already filled out an
annual questionnaire based on the prior listing exchange's
definition of a family member, but need[s] to answer additional
questions because the definition of the exchange the listing is
transferred to is phrased differently'').
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The Exchange is also proposing to amend the definition of ``Family
Member'' solely for purposes of director independence under LTSE Rule
14.405(a)(2) to mean ``a person's spouse, parents, children, siblings,
mothers- and fathers-in-law, sons- and daughters-in-law, brothers- and
sisters-in-law, and anyone (other than domestic employees) who shares
such person's home.'' Under the current LTSE Rule 14.405(a)(2),
``Family Member'' means ``a person's spouse, parents, children and
siblings, whether by blood, marriage or adoption, or anyone residing in
such person's home.'' \20\ The purpose of this rule change is to
exclude domestic employees who share the director's home (given that
the definition is not meant to cover commercial relationships), and
stepchildren who do not share the director's home (in which case,
depending on facts and circumstances, such relationships may be
attenuated in nature), from the type of relationships that always
preclude a board from finding that a director is independent, as
described below.\21\
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\20\ See LTSE Rule 14.405(a)(2).
\21\ For the avoidance of doubt, a stepchild who shares the same
home with a director would continue to be considered a Family Member
under the Bright-Line Independence Tests, because the definition of
a Family Member will include anyone (other than domestic employees)
who shares the director's home.
---------------------------------------------------------------------------
The proposed rule change would also conform LTSE's definition of a
``Family Member'' for purposes of Rule 14.405(a)(2) to the
corresponding definition of ``Family Member'' applicable to Companies
listed on the NYSE and Nasdaq. Depending on the facts and
circumstances, minor variations \22\ between LTSE's current definition
and that of NYSE or Nasdaq could create need for interpretation and
require additional independence assessments for NYSE or Nasdaq-primary
listed Companies seeking to dually list securities on LTSE or transfer
their listing to LTSE. To reduce this additional compliance burden on
such Companies, the Exchange's proposed definition of ``Family Member''
would be identical to NYSE and Nasdaq's corresponding definitions for
purposes of determining director independence.\23\ This revision will
not affect the additional independence criteria for audit committee
members set forth in LTSE Rule 14.405(c)(2), which incorporate the
independence requirements of SEC Rule 10A-3 promulgated under the
Act.\24\
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\22\ For example, the current LTSE definition of ``Family
Member'' in Rule 14.405(a)(2) does not exclude domestic employees
residing in the director's home.
\23\ Section 303A.02 of the NYSE Listed Company Manual states
that ``[a]n `immediate family member' includes a person's spouse,
parents, children, siblings, mothers and fathers-in-law, sons and
daughters-in-law, brothers and sisters-in-law, and anyone (other
than domestic employees) who shares such person's home.'' The
definition of ``Family Member'' for purposes of Nasdaq Listing Rule
5605(a)(2) was modified to be identical to that of NYSE. See
Securities Exchange Act Release No. 88210 (February 13, 2020), 85 FR
9816 (February 20, 2020).
\24\ 15 U.S.C. 78f.
---------------------------------------------------------------------------
Notwithstanding these changes, LTSE notes that Company boards must
affirmatively determine that directors do not have relationships that
would interfere with the exercise of independent judgment in carrying
out the responsibilities of a director pursuant to LTSE rules
14.405(a)(2) and 14.405(a)(2).01. To comply with LTSE's rules, LTSE
will expect the boards of listed Companies to continue to elicit
through director questionnaires the information necessary to make
independence determinations, which will need to include questions about
stepchild relationships. LTSE believes that it is appropriate for the
board to review a relationship between a director and a stepchild who
does not share a home with the director or a relationship between a
director and a domestic employee under such facts and circumstances
test. The board's assessment goes beyond applying the Bright-Line
Independence Tests to ensure that any individual serving as an
independent director has no relationship that would impair his or her
independence.
[[Page 48784]]
2. Statutory Basis
The Exchange believes that the proposed rule change is consistent
with the provisions of Section 6 of the Act,\25\ in general, and
furthers the objectives of Section 6(b)(5) of the Act,\26\ in
particular, because it is designed to prevent fraudulent and
manipulative acts and practices, to promote just and equitable
principles of trade, to foster cooperation and coordination with
persons engaged in facilitating transactions in securities, to remove
impediments to and perfect the mechanism of a free and open market and
a national market system, and, in general, to protect investors and the
public interest. Further, the Exchange believes that the proposal is
not designed to permit unfair discrimination between issuers or to
regulate by virtue of any authority conferred by the Act matters not
related to the purposes of the Act or the administration of the
Exchange, for the reasons set forth below.
---------------------------------------------------------------------------
\25\ Id.
\26\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
By aligning certain of the Exchange's corporate governance
requirements more closely with those of the NYSE and Nasdaq, as
explained above, the proposed rule change is designed to remove
impediments to and perfect the mechanism of a free and open market. The
proposed rule change with respect to director business relationships
and the definition of Family Member is consistent with the Act in that
it adopts a definition of director independence that has already been
approved by the Commission and has been in force for nearly 20
years.\27\
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\27\ See Securities Exchange Act Release No. 48745 (November 4,
2003), 68 FR 64154 (November 12, 2003), available at https://www.sec.gov/rules/sro/34-48745.htm#P83_24538 (noting that ``the
Commission believes that these proposed rule changes, as amended,
are reasonable and appropriate and serve the interests of the
investing public'').
---------------------------------------------------------------------------
LTSE's current business relationships provision set forth in LTSE
Rule 14.405(a)(2)(D) is identical to that of Nasdaq Rule 5605(a)(2)(D).
Companies that utilize Nasdaq as their primary listing exchange and
seek to dually list on LTSE do not currently have any added compliance
burden with respect to this rule. As drafted, the proposed rule change
would apply only to NYSE-primary listed Companies seeking to dually
list on LTSE and remove their additional compliance burden of having to
assess director independence in accordance with disparate Bright-Line
Independence Tests regarding director business relationships. A Company
seeking a primary listing on LTSE or a Company with a primary listing
exchange other than NYSE would be required to satisfy the current
business relationships provision in Rule 14.405(a)(2)(D).
The Exchange also believes that its proposed rule change is fair
and not unfairly discriminatory because it alleviates the additional
compliance burdens currently faced by NYSE-primary listed Companies
that seek to dually list on LTSE. Given that LTSE Rule 14.405(a)(2)(D)
currently in effect is identical to the corresponding provision of
Nasdaq Rule 5605(a)(2)(D), the proposed rule change brings NYSE-primary
listed Companies in parity with Nasdaq-primary listed Companies if they
seek to dually list their securities on LTSE.
The proposed rule change with respect to modification of the
definition of ``Family Member'' in LTSE Rule 14.405(a)(2) to conform to
the corresponding definition of Nasdaq Rule 5605(a)(2) and NYSE Rule
303.A.02 also alleviates the compliance burden on LTSE dually-listed
Companies. In the recent past, the Commission has approved Nasdaq's
proposed modification of Rule 5605(a)(2)'s definition of ``Family
Member'' for purposes of director independence determinations.\28\
Prior to such modification, the Nasdaq definition in Rule 5605(a)(2)
was identical to that of LTSE Rule 14.405(a)(2). Nasdaq also noted in
Amendment No. 3 to its related rule filing proposal that its purpose
was to alleviate unnecessary burdens posed on listed companies due to
differences in phrasing of corresponding rules across exchanges.\29\
Specifically, LTSE Rule 14.405(a)(2) includes directors' domestic
employees and stepchildren in the definition of ``Family Member,'' as
described above, even though based on facts and circumstances,
relationships with stepchildren may be attenuated and those with
domestic employees are generally commercial in nature. The Commission
has previously approved the proposed definition as consistent with
Section 6(b)(5) of the Act.\30\ As such, LTSE believes that Commission
approval of this proposed rule change would be consistent with its
prior decision and promote competition.
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\28\ See Securities Exchange Act Release No. 88210 (February 13,
2020), 85 FR 9816 (February 20, 2020).
\29\ See SR-NASDAQ 2019-049 Amendment No. 3 at 11. Amendment No.
3 replaces and supersedes the original proposal in its entirety and
is available at https://listingcenter.nasdaq.com/assets/rulebook/nasdaq/filings/SR-NASDAQ-2019-049_Amendment_3.pdf.
\30\ See Securities Exchange Act Release No. 88210 (February 13,
2020), 85 FR 9816 (February 20, 2020).
---------------------------------------------------------------------------
LTSE holds that it is important for investors to have confidence
that individuals serving as independent directors do not have a
relationship with the Company that would impair their independence. The
Company's board has a responsibility to make an affirmative
determination that no such relationships exist. The proposed rule
change furthers the Exchange's objective to support Companies in long-
term value creation by removing the need for burdensome and duplicative
independence assessments while retaining effective and longstanding
mechanisms for ensuring director independence.
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 not necessary or appropriate in
furtherance of the purposes of the Act. These changes are intended to
alleviate compliance burdens on dually-listed Companies by conforming
LTSE rules with those of two other exchanges in the case of the
definition of ``Family Member,'' and one other exchange with respect to
the business relationships provision regarding director independence
determinations where such Company is seeking to dually list its
securities. Thus, the proposed rule change would eliminate requirements
that burden issuers without an offsetting benefit in protecting
shareholders. As such, these changes are neither intended to, nor
expected to, impose any burden on competition.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
Written comments were neither solicited nor received.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Because the foregoing 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
[[Page 48785]]
19(b)(3)(A)(iii) of the Act \31\ and Rule 19b-4(f)(6)(iii)
thereunder.\32\
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\31\ 15 U.S.C. 78s(b)(3)(A)(iii).
\32\ 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 under Rule 19b-4(f)(6) \33\ normally
does not become operative for 30 days after the date of the filing.
However, pursuant to Rule 19b-4(f)(6)(iii),\34\ the Commission may
designate a shorter time if such action is consistent with the
protection of investors and the public interest. The Exchange has asked
the Commission to waive the 30-day operative delay so that the proposal
may become operative upon filing. The Exchange states that it does not
believe that the proposal raises any new or novel issues not previously
considered by the Commission in that the provisions at issue have been
approved by the Commission and in effect at other exchanges for a
considerable period. In addition, the Exchange has represented that it
anticipates that its first dual listings will take effect by the end of
August 2021 and that the proposed rule change will be helpful for the
companies that plan to list on this timeline. The Commission believes
that waiver of the 30-day operative delay is consistent with the
protection of investors and the public interest because the proposed
rule change does not raise any new or novel issues and is consistent
with adopted rules on other exchanges. Accordingly, the Commission
hereby waives the 30-day operative delay and designates the proposal
operative upon filing.\35\
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\33\ 17 CFR 240.19b-4(f)(6).
\34\ 17 CFR 240.19b-4(f)(6)(iii).
\35\ For purposes only of accelerating the operative date of
this proposal, the Commission has considered the proposed rule's
impact on efficiency, competition, and capital formation. 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 shall 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-LTSE-2021-04 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-LTSE-2021-04. 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-LTSE-2021-04 and should be submitted on
or before September 21, 2021.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\36\
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\36\ 17 CFR 200.30-3(a)(12).
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Jill M. Peterson,
Assistant Secretary.
[FR Doc. 2021-18674 Filed 8-30-21; 8:45 am]
BILLING CODE 8011-01-P
