Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of Filing and Immediate Effectiveness of a Proposed Rule Change To Amend BZX Rule 14.11(e)(4)(C)(i) (Commodity-Based Trust Shares), 87830-87832 [2023-27786]
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lotter on DSK11XQN23PROD with NOTICES1
87830
Federal Register / Vol. 88, No. 242 / Tuesday, December 19, 2023 / Notices
interests of investors and further the
public interest in the preparation of
informative, accurate, and independent
audit reports. Section 982 of the DoddFrank Wall Street Reform and Consumer
Protection Act 2 amended the SarbanesOxley Act to provide the PCAOB with
explicit authority to oversee auditors of
broker-dealers registered with the
Securities and Exchange Commission
(the ‘‘Commission’’). The PCAOB
accomplishes these investor protection
and public interest goals through the
registration of public accounting firms,
standard setting, inspections, and
investigation and disciplinary programs.
The PCAOB is subject to the
comprehensive oversight of the
Commission.
Section 109 of the Sarbanes-Oxley Act
provides that the PCAOB shall establish
a reasonable annual accounting support
fee, as may be necessary or appropriate
to establish and maintain the PCAOB.
Under Section 109(f) of the SarbanesOxley Act, the aggregate annual
accounting support fee shall not exceed
the PCAOB’s aggregate ‘‘recoverable
budget expenses,’’ which may include
operating, capital, and accrued items.
The PCAOB’s annual budget and
accounting support fee are subject to
approval by the Commission. In
addition, the PCAOB must allocate the
annual accounting support fee among
issuers and registered brokers and
dealers.
Section 109(b) of the Sarbanes-Oxley
Act directs the PCAOB to establish a
budget for each fiscal year in accordance
with the PCAOB’s internal procedures,
subject to approval by the Commission.
Rule 190 of Regulation P (the ‘‘Budget
Rule’’) governs the Commission’s review
and approval of PCAOB budgets and
annual accounting support fees.3 The
Budget Rule provides, among other
things, a timetable for the preparation
and submission of the PCAOB budget
and for Commission actions related to
each budget, a description of the
information that should be included in
each budget submission, limits on the
PCAOB’s ability to incur expenses and
obligations except as provided in the
approved budget, procedures relating to
supplemental budget requests,
requirements for the PCAOB to provide
on a quarterly basis certain budgetrelated information, and a list of
definitions that apply to the rule and to
general discussions of PCAOB budget
matters.
In accordance with the Budget Rule,
in March 2023 the PCAOB provided the
Commission with a narrative
2 Public
3 17
Law 111–203, 124 Stat. 1376 (2010).
CFR 202.190.
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17:33 Dec 18, 2023
Jkt 262001
description of its program issues and
outlook for the 2024 budget year. In
response, the Commission provided the
PCAOB with general budgetary
guidance for the 2024 budget year. The
PCAOB subsequently delivered a
preliminary budget and budget
justification to the Commission. Staff
from the Commission’s Office of the
Chief Accountant and Office of
Financial Management dedicated a
substantial amount of time to the review
and analysis of the PCAOB’s programs,
projects, and budget estimates and
participated in a number of meetings
with staff of the PCAOB to further
develop the understanding of the
PCAOB’s budget and operations. During
the course of this review, Commission
staff relied upon representations and
supporting documentation from the
PCAOB. Based on this review, the
Commission issued a ‘‘passback’’ letter
to the PCAOB on October 30, 2023. On
November 16, 2023, the PCAOB adopted
its 2024 budget and accounting support
fee during an open meeting, and
subsequently submitted that budget to
the Commission for approval.
After considering the above, the
Commission did not identify any
proposed disbursements in the 2024
budget adopted by the PCAOB that are
not properly recoverable through the
annual accounting support fee, and the
Commission believes that the aggregate
proposed 2024 annual accounting
support fee does not exceed the
PCAOB’s aggregate recoverable budget
expenses for 2024.
The Commission continues to
emphasize the importance of the
PCAOB’s identification of efficiencies
and process improvements.
Accordingly, the Commission requests
that the PCAOB continue to evaluate its
operational efficiency, improvements,
and budgetary needs and submit such
assessments to the Commission in
connection with the 2025 budget cycle.
Coordination between the SEC and
PCAOB continues to be important. The
Commission directs the PCAOB during
2024 to continue to hold monthly
meetings, as necessary, with the
Commission’s staff to discuss important
policy initiatives, changes related to
program areas, and significant impacts
to the PCAOB’s 2024 budget, including
significant differences between actual
and budgeted amounts and anticipated
cost-savings. Separately, the
Commission directs the PCAOB to
continue its written quarterly updates
on recent activities, including strategic
initiatives, for the PCAOB’s Office of
Economic and Risk Analysis; Data,
Security, and Technology group within
the Office of the Chief Operating Officer;
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and Division of Registration and
Inspections. The Commission expects
the PCAOB to make itself available to
meet with individual Commissioners on
these and other topics. Further, the
Commission requests that the PCAOB
submit its 2023 annual report to the
Commission by March 29, 2024.
The Commission understands that the
Office of Management and Budget
(‘‘OMB’’) has determined that the 2024
budget of the PCAOB is subject to
sequestration under the Budget Control
Act of 2011.4 For 2023, the PCAOB
sequestered $19.9 million. That amount
will become available in 2024. For 2024,
the sequestration amount will be 5.7%
or $21.9 million. Consequently, we
expect the PCAOB will have
approximately $2.0 million less funds
available from the 2023 sequestration
for spending in 2024. Accordingly, the
PCAOB should submit a revised
spending plan for 2024 reflecting a $2.0
million reduction to budgeted
expenditures as a result of the increase
in sequestration amount from 2023 to
2024.The Commission has determined
that the PCAOB’s 2024 budget and
annual accounting support fee are
consistent with Section 109 of the
Sarbanes-Oxley Act. Accordingly,
It is ordered, pursuant to Section 109
of the Sarbanes-Oxley Act, that the
PCAOB budget and annual accounting
support fee for calendar year 2024 are
approved.
By the Commission.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2023–27770 Filed 12–18–23; 8:45 am]
BILLING CODE 8011–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–99162; File No. SR–
CboeBZX–2023–105]
Self-Regulatory Organizations; Cboe
BZX Exchange, Inc.; Notice of Filing
and Immediate Effectiveness of a
Proposed Rule Change To Amend BZX
Rule 14.11(e)(4)(C)(i) (CommodityBased Trust Shares)
December 13, 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 December
4 OMB Report to the Congress on the BBEDCA
251A Sequestration for Fiscal Year 2024 (Mar. 13,
2023), available at https://www.whitehouse.gov/wpcontent/uploads/2023/03/BBEDCA_Sequestration_
Report_and_Letter_3-13-2024.pdf.
1 15 U.S.C. 78s(b)(1).
2 17 CFR 240.19b–4.
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Federal Register / Vol. 88, No. 242 / Tuesday, December 19, 2023 / Notices
12, 2023, Cboe BZX Exchange, Inc.
(‘‘Exchange’’ or ‘‘BZX’’) filed with the
Securities and Exchange Commission
(‘‘Commission’’) the proposed rule
change as described in Items I and II
below, which Items have been prepared
by the Exchange. The Exchange filed the
proposal as a ‘‘non-controversial’’
proposed rule change pursuant to
section 19(b)(3)(A)(iii) of the Act 3 and
Rule 19b–4(f)(6) thereunder.4 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 BZX Exchange, Inc. (‘‘BZX’’ or
the ‘‘Exchange’’) is filing with the
Securities and Exchange Commission
(‘‘Commission’’ or ‘‘SEC’’) a proposed
rule change to (1) to amend Exchange
Rule 14.11(e)(4)(C)(i) (‘‘CommodityBased Trust Shares’’); and (2) amend
14.11(e)(4)(C)(ii) to state that the term
‘‘commodity’’ is defined in section 1a(9)
of the Commodity Exchange Act.
The text of the proposed rule change
is also available on the Exchange’s
website (https://markets.cboe.com/us/
equities/regulation/rule_filings/bzx/), at
the Exchange’s Office of the Secretary,
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.
lotter on DSK11XQN23PROD with NOTICES1
A. Self-Regulatory Organization’s
Statement of the Purpose of, and the
Statutory Basis for, the Proposed Rule
Change
1. Purpose
The Exchange proposes (1) to amend
Exchange Rule 14.11(e)(4)(C)(i)
(‘‘Commodity-Based Trust Shares’’); and
(2) to amend 14.11(e)(4)(C)(ii) to state
that the term ‘‘commodity’’ is defined in
section 1a(9) of the Commodity
Exchange Act. The proposed rules are
identical to NYSE Arca, Inc. (‘‘Arca’’)
3 15
4 17
U.S.C. 78s(b)(3)(A)(iii).
CFR 240.19b–4(f)(6).
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Rules 8.201–E(c)(1) and (2),
respectively.5
Under Exchange Rule 14.11(e)(4), the
Exchange may propose to list and/or
trade pursuant to UTP ‘‘CommodityBased Trust Shares.’’ 6 Rule
14.11(e)(4)(C)(1) currently states that
such securities are issued by a trust in
a specified aggregate minimum number
in return for a deposit of a quantity of
the underlying commodity, and that,
when aggregated in the same specified
minimum number, may be redeemed at
a holder’s request by such trust which
will deliver to the redeeming holder the
quantity of the underlying commodity.
The Exchange proposes to amend
Rule 14.11(e)(4)(C)(1) to provide: the
term ‘‘Commodity-Based Trust Shares’’
means a security (a) that is issued by a
trust (‘‘Trust’’) that holds (1) a specified
commodity deposited with the Trust, or
(2) a specified commodity and, in
addition to such specified commodity,
cash; (b) that is issued by such Trust in
a specified aggregate minimum number
in return for a deposit of a quantity of
the underlying commodity and/or cash;
and (c) that, when aggregated in the
same specified minimum number, may
be redeemed at a holder’s request by
such Trust which will deliver to the
redeeming holder the quantity of the
underlying commodity and/or cash.
Given the competitive marketplace for
exchange listings, the Exchange is
conforming its listing rules to that of
another exchange.7
The Exchange further proposes to
amend Rule 14.11(e)(4)(C)(ii) to state
that the term ‘‘commodity’’ is defined in
5 See Securities and Exchange Act Nos. 89310
(July 14, 2020) 85 FR 43932 (July 20, 2020) (SR–
NYSEArca–2020–59) (Notice of Filing of Proposed
Rule Change To Amend NYSE Arca Rule 8.201–E
(Commodity-Based Trust Shares) and To Permit the
Listing and Trading of Shares of the United States
Gold and Treasury Investment Trust Under NYSE
Arca Rule 8.201–E); 90216 (October 16, 2020) 85 FR
67401 (October 22, 2020) (Order Granting
Accelerated Approval of a Proposed Rule Change,
as Modified by Amendment No. 3, To Amend NYSE
Arca Rule 8.201–E (Commodity-Based Trust Shares)
and To Permit the Listing and Trading of Shares of
the Wilshire [w]Shares Enhanced Gold Trust Under
Amended NYSE Arca Rule 8.201–E).
6 Commodity-Based Trust Shares are securities
issued by a trust that represents investors’ discrete
identifiable and undivided beneficial ownership
interest in the commodities deposited into the
Trust. Rule 14.11(e)(4)(C)(i) defines the term
‘‘Commodity-Based Trust Shares’’ as follows: the
term ‘‘Commodity-Based Trust Shares’’ means a
security (a) that is issued by a trust (‘‘Trust’’) that
holds a specified commodity deposited with the
Trust; (b) that is issued by such Trust in a specified
aggregate minimum number in return for a deposit
of a quantity of the underlying commodity; and (c)
that, when aggregated in the same specified
minimum number, may be redeemed at a holder’s
request by such Trust which will deliver to the
redeeming holder the quantity of the underlying
commodity.
7 See Arca Rule 8.201–E(c)(1).
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87831
section 1a(9) of the Commodity
Exchange Act (rather than section
1(a)(4) as currently referenced in Rule
14.11(e)(4)(C)(ii)) to reflect an
amendment to the Commodity Exchange
Act included in the Dodd-Frank Wall
Street Reform and Consumer Protection
Act of 2010.8
Last, the Exchange proposes to correct
ministerial errors in Rule
14.11(e)(4)(C)(ii) to remove several
errant parentheses.
2. Statutory Basis
The Exchange believes the proposed
rule change is consistent with the Act
and the rules and regulations
thereunder applicable to the Exchange
and, in particular, the requirements of
section 6(b) of the Act.9 Specifically, the
Exchange believes the proposed rule
change is consistent with the section
6(b)(5) 10 requirements that the rules of
an exchange be 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 regulating, clearing, settling,
processing information with respect to,
and 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.
Additionally, the Exchange believes the
proposed rule change is consistent with
the section 6(b)(5) 11 requirement that
the rules of an exchange not be designed
to permit unfair discrimination between
customers, issuers, brokers, or dealers.
As noted above, the marketplace for
exchange listings is highly competitive,
and the Exchange’s proposal is merely
conforming its listing rules to that of
another exchange. The Exchange
believes the proposed change will
facilitate the listing and trading of
additional types of exchange-traded
derivative securities products that will
enhance competition among market
participants, to the benefit of investors
and the marketplace.
The Exchange’s proposal to amend
Rule 14.11(e)(4)(C)(ii) to state that the
term ‘‘commodity’’ is defined in section
1a(9) of the Commodity Exchange Act
(rather than section 1(a)(4) as currently
referenced in 14.11(e)(4)(C)(ii)) reflects
an amendment to the Commodity
Exchange Act included in the DoddFrank Wall Street Reform and Consumer
8 Public
Law 111–203, 124 Stat. 1900 (2010).
U.S.C. 78f(b).
10 15 U.S.C. 78f(b)(5).
11 Id.
9 15
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87832
Federal Register / Vol. 88, No. 242 / Tuesday, December 19, 2023 / Notices
Protection Act of 2010.12 Furthermore,
the proposed amendment is identical to
Arca Rule 8.201–E(c)(2). The Exchange
also believes its proposal to correct
ministerial errors in Rule
14.11(e)(4)(C)(ii) will provide clarity in
the Exchange’s rulebook to the benefit of
all investors.
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 that is not
necessary or appropriate in furtherance
of the purposes of the Act. The
proposed rule change to Rule
14.11(e)(4)(C)(ii) does not address
competitive issues, but rather, as
discussed above, is merely intended to
correct a reference to a modified
Commodity Exchange Act rule. The
Exchange believes the proposed rule
change to Rule 14.11(e)(4)(C)(i) will
enhance competition by accommodating
Exchange trading of additional
exchange-traded products.
C. Self-Regulatory Organization’s
Statement on Comments on the
Proposed Rule Change Received From
Members, Participants, or Others
The Exchange neither solicited nor
received comments on the proposed
rule change.
III. Date of Effectiveness of the
Proposed Rule Change and Timing for
Commission Action
Pursuant to section 19(b)(3)(A) of the
Act 13 and Rule 19b–4(f)(6) 14
thereunder, the Exchange has
designated this proposal as one that
effects a change that: (i) does not
significantly affect the protection of
investors or the public interest; (ii) does
not impose any significant burden on
competition; and (iii) by its terms, does
not become operative for 30 days after
the date of the filing, or such shorter
time as the Commission may designate
if consistent with the protection of
investors and the public interest.15
A proposed rule change filed
pursuant to Rule 19b–4(f)(6) under the
Act normally does not become operative
for 30 days after the date of its filing.
However, Rule 19b–4(f)(6)(iii) 16 permits
the Commission to designate a shorter
12 Supra
note 6.
U.S.C. 78s(b)(3)(A).
14 17 CFR 240.19b–4(f)(6).
15 In addition, Rule 19b–4(f)(6) requires a selfregulatory organization to give the Commission
written notice of its intent to file 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.
16 17 CFR 240.19b–4(f)(6)(iii).
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13 15
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17:33 Dec 18, 2023
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time if such action is consistent with the
protection of investors and the public
interest. The Exchange requested that
the Commission waive the 30-day
operative delay so that the proposal may
become operative immediately upon
filing. The proposed rule change, which
modifies the Exchange’s rules by
conforming the definition of
Commodity-Based Trust Shares with the
same definition used by another
national securities exchange 17 and
corrects the citation for the term
‘‘commodity,’’ as defined in the
Commodity Exchange Act, raises no
unique or novel legal or regulatory
issues and will lessen any potential
confusion among market participants.
Therefore, the Commission believes that
waiver of the 30-day operative delay is
consistent with the protection of
investors and the public interest.
Accordingly, the Commission hereby
waives the 30-day operative delay and
designates the proposed rule change
operative upon filing.18
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.
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
a.m. and 3 p.m. Copies of the filing also
will be available for inspection and
copying at the principal office of the
Exchange. 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 to file number
SR–CboeBZX–2023–105 and should be
submitted on or before January 9, 2024.
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.19
Sherry R. Haywood,
Assistant Secretary.
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–
CboeBZX–2023–105 on the subject line.
SECURITIES AND EXCHANGE
COMMISSION
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–CboeBZX–2023–105. This
file number should be included on the
subject line if email is used. To help the
Commission process and review your
17 See
supra note 7.
purposes only of waiving the 30-day
operative delay, the Commission has also
considered the proposed rule’s impact on
efficiency, competition, and capital formation. See
15 U.S.C. 78c(f).
18 For
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[FR Doc. 2023–27786 Filed 12–18–23; 8:45 am]
BILLING CODE 8011–01–P
[Release No. 34–99165; File No. SR–NYSE–
2023–48]
Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Filing and Immediate Effectiveness of
Proposed Rule Change To Amend the
Connectivity Fee Schedule
December 13, 2023.
Pursuant to Section 19(b)(1) 1 of the
Securities Exchange Act of 1934
(‘‘Act’’) 2 and Rule 19b–4 thereunder,3
notice is hereby given that on December
11, 2023, New York Stock Exchange
LLC (‘‘NYSE’’ or the ‘‘Exchange’’) filed
with the Securities and Exchange
Commission (the ‘‘Commission’’) the
19 17
CFR 200.30–3(a)(12), (59).
U.S.C. 78s(b)(1).
2 15 U.S.C. 78a.
3 17 CFR 240.19b–4.
1 15
E:\FR\FM\19DEN1.SGM
19DEN1
]]>Agencies
[Federal Register Volume 88, Number 242 (Tuesday, December 19, 2023)]
[Notices]
[Pages 87830-87832]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2023-27786]
-----------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-99162; File No. SR-CboeBZX-2023-105]
Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend
BZX Rule 14.11(e)(4)(C)(i) (Commodity-Based Trust Shares)
December 13, 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 December
[[Page 87831]]
12, 2023, Cboe BZX Exchange, Inc. (``Exchange'' or ``BZX'') filed with
the Securities and Exchange Commission (``Commission'') the proposed
rule change as described in Items I and II below, which Items have been
prepared by the Exchange. The Exchange filed the proposal as a ``non-
controversial'' proposed rule change pursuant to section
19(b)(3)(A)(iii) of the Act \3\ and Rule 19b-4(f)(6) thereunder.\4\ 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.
\3\ 15 U.S.C. 78s(b)(3)(A)(iii).
\4\ 17 CFR 240.19b-4(f)(6).
---------------------------------------------------------------------------
I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change
Cboe BZX Exchange, Inc. (``BZX'' or the ``Exchange'') is filing
with the Securities and Exchange Commission (``Commission'' or ``SEC'')
a proposed rule change to (1) to amend Exchange Rule 14.11(e)(4)(C)(i)
(``Commodity-Based Trust Shares''); and (2) amend 14.11(e)(4)(C)(ii) to
state that the term ``commodity'' is defined in section 1a(9) of the
Commodity Exchange Act.
The text of the proposed rule change is also available on the
Exchange's website (https://markets.cboe.com/us/equities/regulation/rule_filings/bzx/), at the Exchange's Office of the Secretary, 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 the
Statutory Basis for, the Proposed Rule Change
1. Purpose
The Exchange proposes (1) to amend Exchange Rule 14.11(e)(4)(C)(i)
(``Commodity-Based Trust Shares''); and (2) to amend 14.11(e)(4)(C)(ii)
to state that the term ``commodity'' is defined in section 1a(9) of the
Commodity Exchange Act. The proposed rules are identical to NYSE Arca,
Inc. (``Arca'') Rules 8.201-E(c)(1) and (2), respectively.\5\
---------------------------------------------------------------------------
\5\ See Securities and Exchange Act Nos. 89310 (July 14, 2020)
85 FR 43932 (July 20, 2020) (SR-NYSEArca-2020-59) (Notice of Filing
of Proposed Rule Change To Amend NYSE Arca Rule 8.201-E (Commodity-
Based Trust Shares) and To Permit the Listing and Trading of Shares
of the United States Gold and Treasury Investment Trust Under NYSE
Arca Rule 8.201-E); 90216 (October 16, 2020) 85 FR 67401 (October
22, 2020) (Order Granting Accelerated Approval of a Proposed Rule
Change, as Modified by Amendment No. 3, To Amend NYSE Arca Rule
8.201-E (Commodity-Based Trust Shares) and To Permit the Listing and
Trading of Shares of the Wilshire [w]Shares Enhanced Gold Trust
Under Amended NYSE Arca Rule 8.201-E).
---------------------------------------------------------------------------
Under Exchange Rule 14.11(e)(4), the Exchange may propose to list
and/or trade pursuant to UTP ``Commodity-Based Trust Shares.'' \6\ Rule
14.11(e)(4)(C)(1) currently states that such securities are issued by a
trust in a specified aggregate minimum number in return for a deposit
of a quantity of the underlying commodity, and that, when aggregated in
the same specified minimum number, may be redeemed at a holder's
request by such trust which will deliver to the redeeming holder the
quantity of the underlying commodity.
---------------------------------------------------------------------------
\6\ Commodity-Based Trust Shares are securities issued by a
trust that represents investors' discrete identifiable and undivided
beneficial ownership interest in the commodities deposited into the
Trust. Rule 14.11(e)(4)(C)(i) defines the term ``Commodity-Based
Trust Shares'' as follows: the term ``Commodity-Based Trust Shares''
means a security (a) that is issued by a trust (``Trust'') that
holds a specified commodity deposited with the Trust; (b) that is
issued by such Trust in a specified aggregate minimum number in
return for a deposit of a quantity of the underlying commodity; and
(c) that, when aggregated in the same specified minimum number, may
be redeemed at a holder's request by such Trust which will deliver
to the redeeming holder the quantity of the underlying commodity.
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The Exchange proposes to amend Rule 14.11(e)(4)(C)(1) to provide:
the term ``Commodity-Based Trust Shares'' means a security (a) that is
issued by a trust (``Trust'') that holds (1) a specified commodity
deposited with the Trust, or (2) a specified commodity and, in addition
to such specified commodity, cash; (b) that is issued by such Trust in
a specified aggregate minimum number in return for a deposit of a
quantity of the underlying commodity and/or cash; and (c) that, when
aggregated in the same specified minimum number, may be redeemed at a
holder's request by such Trust which will deliver to the redeeming
holder the quantity of the underlying commodity and/or cash. Given the
competitive marketplace for exchange listings, the Exchange is
conforming its listing rules to that of another exchange.\7\
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\7\ See Arca Rule 8.201-E(c)(1).
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The Exchange further proposes to amend Rule 14.11(e)(4)(C)(ii) to
state that the term ``commodity'' is defined in section 1a(9) of the
Commodity Exchange Act (rather than section 1(a)(4) as currently
referenced in Rule 14.11(e)(4)(C)(ii)) to reflect an amendment to the
Commodity Exchange Act included in the Dodd-Frank Wall Street Reform
and Consumer Protection Act of 2010.\8\
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\8\ Public Law 111-203, 124 Stat. 1900 (2010).
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Last, the Exchange proposes to correct ministerial errors in Rule
14.11(e)(4)(C)(ii) to remove several errant parentheses.
2. Statutory Basis
The Exchange believes the proposed rule change is consistent with
the Act and the rules and regulations thereunder applicable to the
Exchange and, in particular, the requirements of section 6(b) of the
Act.\9\ Specifically, the Exchange believes the proposed rule change is
consistent with the section 6(b)(5) \10\ requirements that the rules of
an exchange be 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 regulating,
clearing, settling, processing information with respect to, and
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.
Additionally, the Exchange believes the proposed rule change is
consistent with the section 6(b)(5) \11\ requirement that the rules of
an exchange not be designed to permit unfair discrimination between
customers, issuers, brokers, or dealers.
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\9\ 15 U.S.C. 78f(b).
\10\ 15 U.S.C. 78f(b)(5).
\11\ Id.
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As noted above, the marketplace for exchange listings is highly
competitive, and the Exchange's proposal is merely conforming its
listing rules to that of another exchange. The Exchange believes the
proposed change will facilitate the listing and trading of additional
types of exchange-traded derivative securities products that will
enhance competition among market participants, to the benefit of
investors and the marketplace.
The Exchange's proposal to amend Rule 14.11(e)(4)(C)(ii) to state
that the term ``commodity'' is defined in section 1a(9) of the
Commodity Exchange Act (rather than section 1(a)(4) as currently
referenced in 14.11(e)(4)(C)(ii)) reflects an amendment to the
Commodity Exchange Act included in the Dodd-Frank Wall Street Reform
and Consumer
[[Page 87832]]
Protection Act of 2010.\12\ Furthermore, the proposed amendment is
identical to Arca Rule 8.201-E(c)(2). The Exchange also believes its
proposal to correct ministerial errors in Rule 14.11(e)(4)(C)(ii) will
provide clarity in the Exchange's rulebook to the benefit of all
investors.
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\12\ Supra note 6.
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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 that is not necessary or appropriate
in furtherance of the purposes of the Act. The proposed rule change to
Rule 14.11(e)(4)(C)(ii) does not address competitive issues, but
rather, as discussed above, is merely intended to correct a reference
to a modified Commodity Exchange Act rule. The Exchange believes the
proposed rule change to Rule 14.11(e)(4)(C)(i) will enhance competition
by accommodating Exchange trading of additional exchange-traded
products.
C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others
The Exchange neither solicited nor received comments on the
proposed rule change.
III. Date of Effectiveness of the Proposed Rule Change and Timing for
Commission Action
Pursuant to section 19(b)(3)(A) of the Act \13\ and Rule 19b-
4(f)(6) \14\ thereunder, the Exchange has designated this proposal as
one that effects a change that: (i) does not significantly affect the
protection of investors or the public interest; (ii) does not impose
any significant burden on competition; and (iii) by its terms, does not
become operative for 30 days after the date of the filing, or such
shorter time as the Commission may designate if consistent with the
protection of investors and the public interest.\15\
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\13\ 15 U.S.C. 78s(b)(3)(A).
\14\ 17 CFR 240.19b-4(f)(6).
\15\ In addition, Rule 19b-4(f)(6) requires a self-regulatory
organization to give the Commission written notice of its intent to
file 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 pursuant to Rule 19b-4(f)(6) under the
Act normally does not become operative for 30 days after the date of
its filing. However, Rule 19b-4(f)(6)(iii) \16\ permits the Commission
to designate a shorter time if such action is consistent with the
protection of investors and the public interest. The Exchange requested
that the Commission waive the 30-day operative delay so that the
proposal may become operative immediately upon filing. The proposed
rule change, which modifies the Exchange's rules by conforming the
definition of Commodity-Based Trust Shares with the same definition
used by another national securities exchange \17\ and corrects the
citation for the term ``commodity,'' as defined in the Commodity
Exchange Act, raises no unique or novel legal or regulatory issues and
will lessen any potential confusion among market participants.
Therefore, the Commission believes that waiver of the 30-day operative
delay is consistent with the protection of investors and the public
interest. Accordingly, the Commission hereby waives the 30-day
operative delay and designates the proposed rule change operative upon
filing.\18\
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\16\ 17 CFR 240.19b-4(f)(6)(iii).
\17\ See supra note 7.
\18\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 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.
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-CboeBZX-2023-105 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-CboeBZX-2023-105. 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
a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of the Exchange. 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 to file number SR-CboeBZX-2023-105 and should
be submitted on or before January 9, 2024.
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\19\
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\19\ 17 CFR 200.30-3(a)(12), (59).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-27786 Filed 12-18-23; 8:45 am]
BILLING CODE 8011-01-P
