Self-Regulatory Organizations; The Nasdaq Stock Market LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change To Amend Rules 5910 and 5920 To Remove Expired and Obsolete Provisions, 10947-10948 [2023-03577]
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Federal Register / Vol. 88, No. 35 / Wednesday, February 22, 2023 / Notices
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.14
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023–03583 Filed 2–21–23; 8:45 am]
BILLING CODE 8011–01–P
the most significant aspects of such
statements.
A. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
1. Purpose
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–96939; File No. SR–
NASDAQ–2023–002]
Self-Regulatory Organizations; The
Nasdaq Stock Market LLC; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change To Amend
Rules 5910 and 5920 To Remove
Expired and Obsolete Provisions
February 15, 2023.
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
6, 2023, The Nasdaq Stock Market LLC
(‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the
Securities and Exchange Commission
(‘‘SEC’’ or ‘‘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
The Exchange proposes to amend
Rules 5910 and 5920 to remove expired
and obsolete provisions.
The text of the proposed rule change
is available on the Exchange’s website at
https://listingcenter.nasdaq.com/
rulebook/nasdaq/rules, at the principal
office of the Exchange, and at the
Commission’s Public Reference Room.
lotter on DSK11XQN23PROD with NOTICES1
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange included statements
concerning the purpose of and basis for
the proposed rule change and discussed
any comments it received on the
proposed rule change. The text of these
statements may be examined at the
places specified in Item IV below. The
Exchange has prepared summaries, set
forth in sections A, B, and C below, of
14 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
3 See Securities Exchange Act Release No. 96532
(December 19, 2022), 87 FR 79028 (December 23,
2022) (SR–Nasdaq–2022–068).
1 15
VerDate Sep<11>2014
19:42 Feb 21, 2023
The purpose of the proposed rule
change is to remove expired and
obsolete provisions from Rule 5910 and
Rule 5920.
Nasdaq recently adopted rule changes
to modify entry and all-inclusive annual
fees for certain companies, which
became operative on January 1, 2023.
The purpose of the proposed rule
change was to (i) replace the tiered entry
fee structure with a flat fee of $270,000
when a Company first lists a class of
equity securities on the Nasdaq Global
or Global Select Market; (ii) modify the
Exchange’s all-inclusive annual listing
fees for all domestic and foreign
companies listing equity securities
covered by Listing Rules 5910 and 5920
on the Nasdaq Global Select, Global and
Capital Markets; (iii) replace the two-tier
entry fee structure with a flat fee of
$80,000 when an Acquisition Company,
as defined below, first lists a class of
equity securities on Nasdaq; (iv) to
adopt an all-inclusive annual listing fee
structure specific to Acquisition
Companies listing on the Nasdaq Capital
Market; and (v) to replace the current
three-tier all-inclusive annual listing fee
structure for all Acquisition Companies
with a two-tier structure.3 As a result,
Rule 5910(a)(1) and Rule 5920(a)(1)
contain entry fee provisions that are no
longer applicable because such
provisions applied to companies that
submitted an application and listed on
Nasdaq prior to January 1, 2023.
Similarly, the all-inclusive annual
listing fee schedules in Rule
5910(b)(2)(A)–(D) and (F) and Rule
5210(b)(2)(A)–(D) and (F) contain
provisions describing obsolete allinclusive annual listing fees. Nasdaq
proposes to remove these expired and
obsolete provisions from Rules 5910 and
5920.
In addition, Nasdaq proposes to
remove other expired provisions in
Rules 5910(a)(11), 5920(a)(11) and
5920(a)(12). Nasdaq is also proposing
other non-substantive clarifying and
conforming adjustments, including
renumbering revised rules as applicable.
Nasdaq believes that the proposed
changes will clarify and enhance
transparency of the rules.
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10947
2. Statutory Basis
The Exchange believes that its
proposal is consistent with Section 6(b)
of the Act,4 in general, and furthers the
objectives of Section 6(b)(5) of the Act,5
in particular, in that it is designed to
promote just and equitable principles of
trade, 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, by
clarifying the rule language, and
enhancing transparency and readability
of the rules without substantively
changing these rules.
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 because the
proposal does not make any substantive
changes to the existing rules. The
proposal merely removes expired and
obsolete provisions of Rules 5910 and
5920, clarifies the rule language, and
enhances transparency and readability
of the rules without substantively
changing these rules.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
No written comments were either
solicited or 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
19(b)(3)(A) of the Act 6 and Rule 19b–
4(f)(6) thereunder.7
At any time within 60 days of the
filing of the proposed rule change, the
Commission summarily may
temporarily suspend such rule change if
4 15
U.S.C. 78f(b).
U.S.C. 78f(b)(5).
6 15 U.S.C. 78s(b)(3)(A).
7 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.
5 15
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10948
Federal Register / Vol. 88, No. 35 / Wednesday, February 22, 2023 / Notices
it appears to the Commission that such
action is: (i) necessary or appropriate in
the public interest; (ii) for the protection
of investors; or (iii) otherwise in
furtherance of the purposes of the Act.
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.8
Sherry R. Haywood,
Assistant Secretary.
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:
[FR Doc. 2023–03577 Filed 2–21–23; 8:45 am]
lotter on DSK11XQN23PROD with NOTICES1
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–
NASDAQ–2023–002 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–NASDAQ–2023–002. 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–NASDAQ–2023–002, and
should be submitted on or before March
15, 2023.
VerDate Sep<11>2014
19:42 Feb 21, 2023
Jkt 259001
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–96933; File No. SR–
CboeBYX–2023–003]
Self-Regulatory Organizations; Cboe
BYX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Amend
Applicable Exchange Rules, Usage of
Data Feeds, To Disclose That the
Exchange Will Utilize Direct Data
Feeds From MEMX LLC
February 15, 2023.
Pursuant to Section 19(b)(1) of the
Securities Exchange Act of 1934 (the
‘‘Act’’),1 and Rule 19b–4 thereunder,2
notice is hereby given that on February
9, 2023, Cboe BYX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘BYX’’) 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.
I. Self-Regulatory Organization’s
Statement of the Terms of Substance of
the Proposed Rule Change
Cboe BYX Exchange, Inc. (the
‘‘Exchange’’ or ‘‘BYX’’) proposes to
update Rule 11.26(a), Usage of Data
feeds, to disclose that the Exchange will
utilize direct data feeds from MEMX
LLC (‘‘MEMX’’) when performing: (i)
order handling; (ii) order routing; (iii)
order execution; and (iv) related
compliance processes. The Exchange
has designated the proposed rule change
as noncontroversial and provided the
Commission with notice required by
Rule 19b–4(f)(6)(iii) under the Act. The
text of the proposed rule change is
provided in Exhibit 5.
The text of the proposed rule change
is also available on the Exchange’s
website (https://markets.cboe.com/us/
equities/regulation/rule_filings/byx/), at
the Exchange’s Office of the Secretary,
and at the Commission’s Public
Reference Room.
8 17
CFR 200.30–3(a)(12).
U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
1 15
PO 00000
Frm 00080
Fmt 4703
Sfmt 4703
II. Self-Regulatory Organization’s
Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule
Change
In its filing with the Commission, the
Exchange 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 update
Exchange Rule 11.26(a) 3 regarding the
public disclosure of the sources of data
that the Exchange utilizes when
performing: (i) order handling; (ii) order
routing; (iii) order execution; and (iv)
related compliance processes. The
Exchange currently utilizes MEMX
market data from the Consolidated
Quotation system (‘‘CQS’’)/UTP
Quotation Data Feed (‘‘UQDF’’) for these
purposes on BYX. The Exchange
intends to begin to utilize MEMX’s
direct feeds in place of market data from
the CQS/UQDF. Accordingly, the
Exchange seeks to amend Exchange
Rule 11.26(a) to reflect that the
Exchange will utilize MEMX’s direct
feeds in place of market data from the
CQS/UQDF when performing order
handling, order execution, routing, and
related compliance processes for equity
securities on BYX. Once the Exchange
begins to utilize direct feeds from
MEMX, the Exchange will begin to
utilize the CQS/UQDF as a secondary
source of data from MEMX on BYX.
2. Statutory Basis
The Exchange believes the proposed
rule change is consistent with the
Securities Exchange Act of 1934 (the
‘‘Act’’) and the rules and regulations
thereunder applicable to the Exchange
and, in particular, the requirements of
Section 6(b) of the Act.4 Specifically,
the Exchange believes the proposed rule
change is consistent with the Section
6(b)(5) 5 requirements that the rules of
an exchange be designed to prevent
fraudulent and manipulative acts and
3 The Exchange plans to implement the proposed
rule change on a date that will be circulated in a
notice from the CboeTrade Desk.
4 15 U.S.C. 78f(b).
5 15 U.S.C. 78f(b)(5).
E:\FR\FM\22FEN1.SGM
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]]>Agencies
[Federal Register Volume 88, Number 35 (Wednesday, February 22, 2023)]
[Notices]
[Pages 10947-10948]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-03577]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-96939; File No. SR-NASDAQ-2023-002]
Self-Regulatory Organizations; The Nasdaq Stock Market LLC;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To
Amend Rules 5910 and 5920 To Remove Expired and Obsolete Provisions
February 15, 2023.
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 6, 2023, The Nasdaq Stock Market LLC (``Nasdaq'' or
``Exchange'') filed with the Securities and Exchange Commission
(``SEC'' or ``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.
---------------------------------------------------------------------------
\1\ 15 U.S.C. 78s(b)(1).
\2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
The Exchange proposes to amend Rules 5910 and 5920 to remove
expired and obsolete provisions.
The text of the proposed rule change is available on the Exchange's
website at https://listingcenter.nasdaq.com/rulebook/nasdaq/rules, at
the principal office of the Exchange, and at the Commission's Public
Reference Room.
II. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for the proposed rule change and
discussed any comments it received on the proposed rule change. The
text of these statements may be examined at the places specified in
Item IV below. The Exchange has prepared summaries, set forth in
sections A, B, and C below, of the most significant aspects of such
statements.
A. Self-Regulatory Organization's Statement of the Purpose of, and
Statutory Basis for, the Proposed Rule Change
1. Purpose
The purpose of the proposed rule change is to remove expired and
obsolete provisions from Rule 5910 and Rule 5920.
Nasdaq recently adopted rule changes to modify entry and all-
inclusive annual fees for certain companies, which became operative on
January 1, 2023. The purpose of the proposed rule change was to (i)
replace the tiered entry fee structure with a flat fee of $270,000 when
a Company first lists a class of equity securities on the Nasdaq Global
or Global Select Market; (ii) modify the Exchange's all-inclusive
annual listing fees for all domestic and foreign companies listing
equity securities covered by Listing Rules 5910 and 5920 on the Nasdaq
Global Select, Global and Capital Markets; (iii) replace the two-tier
entry fee structure with a flat fee of $80,000 when an Acquisition
Company, as defined below, first lists a class of equity securities on
Nasdaq; (iv) to adopt an all-inclusive annual listing fee structure
specific to Acquisition Companies listing on the Nasdaq Capital Market;
and (v) to replace the current three-tier all-inclusive annual listing
fee structure for all Acquisition Companies with a two-tier
structure.\3\ As a result, Rule 5910(a)(1) and Rule 5920(a)(1) contain
entry fee provisions that are no longer applicable because such
provisions applied to companies that submitted an application and
listed on Nasdaq prior to January 1, 2023. Similarly, the all-inclusive
annual listing fee schedules in Rule 5910(b)(2)(A)-(D) and (F) and Rule
5210(b)(2)(A)-(D) and (F) contain provisions describing obsolete all-
inclusive annual listing fees. Nasdaq proposes to remove these expired
and obsolete provisions from Rules 5910 and 5920.
---------------------------------------------------------------------------
\3\ See Securities Exchange Act Release No. 96532 (December 19,
2022), 87 FR 79028 (December 23, 2022) (SR-Nasdaq-2022-068).
---------------------------------------------------------------------------
In addition, Nasdaq proposes to remove other expired provisions in
Rules 5910(a)(11), 5920(a)(11) and 5920(a)(12). Nasdaq is also
proposing other non-substantive clarifying and conforming adjustments,
including renumbering revised rules as applicable.
Nasdaq believes that the proposed changes will clarify and enhance
transparency of the rules.
2. Statutory Basis
The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\4\ in general, and furthers the objectives of Section
6(b)(5) of the Act,\5\ in particular, in that it is designed to promote
just and equitable principles of trade, 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,
by clarifying the rule language, and enhancing transparency and
readability of the rules without substantively changing these rules.
---------------------------------------------------------------------------
\4\ 15 U.S.C. 78f(b).
\5\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------
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 because the proposal does not
make any substantive changes to the existing rules. The proposal merely
removes expired and obsolete provisions of Rules 5910 and 5920,
clarifies the rule language, and enhances transparency and readability
of the rules without substantively changing these rules.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
No written comments were either solicited or 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 19(b)(3)(A) of the Act \6\ and Rule 19b-
4(f)(6) thereunder.\7\
---------------------------------------------------------------------------
\6\ 15 U.S.C. 78s(b)(3)(A).
\7\ 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.
---------------------------------------------------------------------------
At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if
[[Page 10948]]
it appears to the Commission that such action is: (i) necessary or
appropriate in the public interest; (ii) for the protection of
investors; or (iii) otherwise in furtherance of the purposes of the
Act.
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-NASDAQ-2023-002 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-NASDAQ-2023-002. 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-NASDAQ-2023-002, and should be submitted
on or before March 15, 2023.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\8\
---------------------------------------------------------------------------
\8\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-03577 Filed 2-21-23; 8:45 am]
BILLING CODE 8011-01-P
