Proposed Collection; Comment Request; Extension: Tender Offer-Regulation 14D and Regulation 14E, Schedule 14D-9, 68784-68785 [2023-21928]

Download as PDF 68784 Federal Register / Vol. 88, No. 191 / Wednesday, October 4, 2023 / Notices the self-regulatory organization consents, the Commission will: (A) by order approve or disapprove such proposed rule change, or (B) institute proceedings to determine whether the proposed rule change should be disapproved. IV. Solicitation of Comments Interested persons are invited to submit written data, views and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. Comments may be submitted by any of the following methods: 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– NSCC–2023–009 on the subject line. Paper Comments • Send paper comments in triplicate to Secretary, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549. All submissions should refer to File Number SR–NSCC–2023–009. 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 NSCC and on DTCC’s website (dtcc.com/legal/sec-rule-filings). Do not include personal identifiable information in submissions; you should submit only information that you wish to make available publicly. We may redact in part or withhold entirely from publication submitted material that is obscene or subject to copyright protection. All submissions should refer VerDate Sep<11>2014 20:21 Oct 03, 2023 Jkt 262001 to File Number SR–NSCC–2023–009 and should be submitted on or before October 25, 2023. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.42 Sherry R. Haywood, Assistant Secretary. [FR Doc. 2023–21936 Filed 10–3–23; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [SEC File No. 270–558, OMB Control No. 3235–0617] Proposed Collection; Comment Request; Extension: Rule 433 Under the Securities Act of 1933—Conditions to Permissible Post-Filing Free Writing Prospectuses 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 Securities and Exchange Commission (‘‘Commission’’) is soliciting comments on the collections of information summarized below. The Commission plans to submit this existing collection of information to the Office of Management and Budget for extension and approval. Rule 433 (17 CFR 230.433) governs the use and filing of free writing prospectuses under the Securities Act of 1933 (15 U.S.C. 77a et seq.). The purpose of Rule 433 is to reduce the restrictions on communications that a company can make to investors during a registered offering of its securities, while maintaining a high level of investor protection. A free writing prospectus meeting the conditions of Rule 433(d)(1) must be filed with the Commission and is publicly available. We estimate that it takes approximately 9.79057 burden hours per response to prepare a free writing prospectus and that the information is filed by 20,179 responses. We estimate that 25% of the 9.79052 burden hours per response (2.44764 hours) is prepared by the company for total annual reporting burden of 49,391 hours (2.4476 hours × 20,179 responses). Written comments are invited on: (a) whether this proposed collection of information is necessary for the proper performance of the functions of the 42 17 PO 00000 CFR 200.30–3(a)(12). Frm 00226 Fmt 4703 Sfmt 4703 agency, including whether the information will have practical utility; (b) the accuracy of the agency’s estimate of the burden imposed by 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 by December 4, 2023. An agency may not conduct or sponsor, and a person is not required to respond to, a collection of information unless it displays a currently valid control number. Please direct your written comment to David Bottom, Director/Chief Information Officer, Securities and Exchange Commission, c/o John Pezzullo, 100 F Street NE, Washington, DC 20549 or send an email to: PRA_ Mailbox@sec.gov. Dated: September 28, 2023. Sherry R. Haywood, Assistant Secretary. [FR Doc. 2023–21925 Filed 10–3–23; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [SEC File No. 270–114, OMB Control No. 3235–0102] Proposed Collection; Comment Request; Extension: Tender Offer— Regulation 14D and Regulation 14E, Schedule 14D–9 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 Securities and Exchange Commission (‘‘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 for extension and approval. Regulation 14D (17 CFR 240.14d–1— 240.14d–11) and Regulation 14E (17 CFR 240.14e–1—240.14e–8) and related Schedule 14D–9 (17 CFR 240.14d–101) require information important to security holders in deciding how to respond to tender offers. Schedule 14D– 9 takes approximately 260.56 hours per E:\FR\FM\04OCN1.SGM 04OCN1 Federal Register / Vol. 88, No. 191 / Wednesday, October 4, 2023 / Notices response to prepare and is filed by approximately 63 companies annually. We estimate that 25% of the 260.56 hours per response (65.14 hours) is prepared by the company for an annual reporting burden of 4,104 hours (65.14 hours per response × 63 responses). Written comments are invited on: (a) whether this proposed collection of information is necessary for the proper performance of the functions of the agency, including whether the information will have practical utility; (b) the accuracy of the agency’s estimate of the burden imposed by 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 by December 4, 2023. An agency may not conduct or sponsor, and a person is not required to respond to, a collection of information unless it displays a currently valid control number. Please direct your written comment to David Bottom, Director/Chief Information Officer, Securities and Exchange Commission, c/o John Pezzullo, 100 F Street NE, Washington, DC 20549 or send an email to: PRA_ Mailbox@sec.gov. Dated: September 28, 2023. Sherry R. Haywood, Assistant Secretary. [FR Doc. 2023–21928 Filed 10–3–23; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION lotter on DSK11XQN23PROD with NOTICES1 September 28, 2023. On June 30, 2023, Cboe BZX Exchange, Inc. (‘‘BZX’’ or ‘‘Exchange’’) filed with the Securities and Exchange Commission (‘‘Commission’’), pursuant to Section 19(b)(1) of the Securities Jkt 262001 As described in more detail in the Notice,7 the Exchange proposes to list and trade the Shares of the Trust under BZX Rule 14.11(e)(4), which governs the listing and trading of Commodity-Based Trust Shares on the Exchange. The investment objective of the Trust is for the Shares to reflect the performance of the MarketVectorTM Bitcoin Benchmark Rate (f/k/a MVIS® CryptoCompare Bitcoin Benchmark Rate) (‘‘Benchmark’’) less the expenses of the Trust’s operations.8 The Trust’s assets will consist of bitcoin held by the Trust’s custodian on behalf of the Trust.9 The administrator of the Trust will determine the net asset value U.S.C. 78s(b)(1). CFR 240.19b–4. 3 See Securities Exchange Act Release No. 97903 (July 13, 2023), 88 FR 46320 (‘‘Notice’’). Comments on the proposed rule change, as modified by Amendment No. 1, are available at: https:// www.sec.gov/comments/sr-cboebzx-2023-040/ srcboebzx2023040.htm. 4 15 U.S.C. 78s(b)(2). 5 See Securities Exchange Act Release No. 98265, 88 FR 61641 (Sept. 7, 2023). The Commission designated October 17, 2023, as the date by which the Commission shall approve or disapprove, or institute proceedings to determine whether to disapprove, the proposed rule change. 6 15 U.S.C. 78s(b)(2)(B). 7 See Notice, supra note 3. 8 See id. at 46329. VanEck Digital Assets, LLC (‘‘Sponsor’’) is the sponsor of the Trust. 9 See id. The Trust generally does not intend to hold cash or cash equivalents; however, there may be situations where the Trust will unexpectedly hold cash on a temporary basis. See id. 2 17 Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Order Instituting Proceedings To Determine Whether To Approve or Disapprove a Proposed Rule Change, as Modified by Amendment No. 1, To List and Trade Shares of the VanEck Bitcoin Trust Under BZX Rule 14.11(e)(4), Commodity-Based Trust Shares 20:21 Oct 03, 2023 I. Summary of the Proposal, as Modified by Amendment No. 1 1 15 [Release No. 34–98614; File No. SR– CboeBZX–2023–040] VerDate Sep<11>2014 Exchange Act of 1934 (‘‘Act’’) 1 and Rule 19b–4 thereunder,2 a proposed rule change to list and trade shares (‘‘Shares’’) of the VanEck Bitcoin Trust (‘‘Trust’’) under BZX Rule 14.11(e)(4), Commodity-Based Trust Shares. On July 11, 2023, the Exchange filed Amendment No. 1 to the proposed rule change, which amended and replaced the proposed rule change in its entirety. The proposed rule change, as modified by Amendment No. 1, was published for comment in the Federal Register on July 19, 2023.3 On August 31, 2023, pursuant to Section 19(b)(2) of the Act,4 the Commission designated a longer period within which to approve the proposed rule change, disapprove the proposed rule change, or institute proceedings to determine whether to disapprove the proposed rule change, as modified by Amendment No. 1.5 This order institutes proceedings under Section 19(b)(2)(B) of the Act 6 to determine whether to approve or disapprove the proposed rule change, as modified by Amendment No. 1. PO 00000 Frm 00227 Fmt 4703 Sfmt 4703 68785 (‘‘NAV’’) of the Trust on each day that the Exchange is open for regular trading, as promptly as practical after 4:00 p.m. ET.10 In determining the Trust’s NAV, the administrator will value the bitcoin held by the Trust based on the price set by the Benchmark as of 4:00 p.m. ET.11 When the Trust sells or redeems its Shares, it will do so in ‘‘in-kind’’ transactions with authorized participants in blocks of 50,000 Shares.12 II. Proceedings To Determine Whether To Approve or Disapprove SR– CboeBZX–2023–040 and Grounds for Disapproval Under Consideration The Commission is instituting proceedings pursuant to Section 19(b)(2)(B) of the Act 13 to determine whether the proposed rule change should be approved or disapproved. Institution of proceedings is appropriate at this time in view of the legal and policy issues raised by the proposed rule change, as discussed below. Institution of proceedings does not indicate that the Commission has reached any conclusions with respect to any of the issues involved. Rather, as described below, the Commission seeks and encourages interested persons to provide comments on the proposed rule change. Pursuant to Section 19(b)(2)(B) of the Act,14 the Commission is providing notice of the grounds for disapproval under consideration. The Commission is instituting proceedings to allow for additional analysis of the proposed rule change’s consistency with Section 6(b)(5) of the Act, which requires, among other things, that the rules of a national securities exchange be ‘‘designed to prevent fraudulent and manipulative acts and practices’’ and ‘‘to protect investors and the public interest.’’ 15 The Commission asks that commenters address the sufficiency of the Exchange’s statements in support of the proposal, which are set forth in the Notice, in addition to any other comments they may wish to submit about the proposed rule change. In particular, the Commission seeks comment on the following questions and asks commenters to submit data where appropriate to support their views: 1. What are commenters’ views on whether the proposed Trust and Shares 10 See id. at 46331. id. 12 See id. at 46329. 13 15 U.S.C. 78s(b)(2)(B). 14 Id. 15 15 U.S.C. 78f(b)(5). 11 See E:\FR\FM\04OCN1.SGM 04OCN1

Agencies

[Federal Register Volume 88, Number 191 (Wednesday, October 4, 2023)]
[Notices]
[Pages 68784-68785]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-21928]


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SECURITIES AND EXCHANGE COMMISSION

[SEC File No. 270-114, OMB Control No. 3235-0102]


Proposed Collection; Comment Request; Extension: Tender Offer--
Regulation 14D and Regulation 14E, Schedule 14D-9

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 Securities and Exchange 
Commission (``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 for extension and approval.
    Regulation 14D (17 CFR 240.14d-1--240.14d-11) and Regulation 14E 
(17 CFR 240.14e-1--240.14e-8) and related Schedule 14D-9 (17 CFR 
240.14d-101) require information important to security holders in 
deciding how to respond to tender offers. Schedule 14D-9 takes 
approximately 260.56 hours per

[[Page 68785]]

response to prepare and is filed by approximately 63 companies 
annually. We estimate that 25% of the 260.56 hours per response (65.14 
hours) is prepared by the company for an annual reporting burden of 
4,104 hours (65.14 hours per response x 63 responses).
    Written comments are invited on: (a) whether this proposed 
collection of information is necessary for the proper performance of 
the functions of the agency, including whether the information will 
have practical utility; (b) the accuracy of the agency's estimate of 
the burden imposed by 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 by December 4, 2023.
    An agency may not conduct or sponsor, and a person is not required 
to respond to, a collection of information unless it displays a 
currently valid control number.
    Please direct your written comment to David Bottom, Director/Chief 
Information Officer, Securities and Exchange Commission, c/o John 
Pezzullo, 100 F Street NE, Washington, DC 20549 or send an email to: 
[email protected].

    Dated: September 28, 2023.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-21928 Filed 10-3-23; 8:45 am]
BILLING CODE 8011-01-P
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