BondBloxx ETF Trust and BondBloxx Investment Management Corporation, 7757-7758 [2024-02150]

Download as PDF Federal Register / Vol. 89, No. 24 / Monday, February 5, 2024 / Notices for an exemption from sections 2(a)(32), 5(a)(1), 22(d), and 22(e) of the Act and rule 22c–1 under the Act, under sections 6(c) and 17(b) of the Act for an exemption from sections 17(a)(1) and 17(a)(2) of the Act, and under section 12(d)(1)(J) of the Act for an exemption from sections 12(d)(1)(A) and 12(d)(1)(B) of the Act.4 The Prior Order permits Applicants to operate a novel type of actively-managed exchangetraded fund (‘‘ETF’’) that is not required to disclose its full portfolio holdings on a daily basis (each, a ‘‘Fund’’). Rather, pursuant to the Prior Order, each Business Day 5 a Fund publishes a basket of securities and cash that, while different from the Fund’s portfolio, is designed to closely track its daily performance (the ‘‘Portfolio Reference Basket’’). 2. Under the Prior Order, a Fund may not borrow for investment purposes or hold short positions. Applicants now seek to amend the Prior Order to permit a Fund to engage in short selling, but only in the same types of instruments that a Fund is permitted to hold as long positions in its actual portfolio (‘‘Portfolio Instruments’’).6 II. The Application lotter on DSK11XQN23PROD with NOTICES1 A. Applicants’ Proposal 3. Upon amending the Prior Order, the Portfolio Reference Basket will be constructed in the same manner as described in the Prior Order, except that it will include a first portion corresponding to the long positions in the Fund’s actual portfolio and a second portion corresponding to the short positions in the Fund’s actual portfolio. Applicants represent that, in the aggregate, the Portfolio Reference Basket will provide an arbitrage tool to allow market participants to price and hedge their positions in the ETF shares. 4. As described in the application, a Fund will disclose publicly on its website the respective aggregate submitted with the Commission (File No. 812– 14625), as amended and restated, and filed with the Commission on October 23, 2019 (the ‘‘First Application’’), as modified according to the application for an amended order subsequently submitted with the Commission (File No. 812– 15162), as amended and restated, and filed with the Commission on January 19, 2021, remain applicable to the operation of the Funds and will apply to any Funds relying on the Amended Order. 4 The relief granted under section 12(d)(1)(J) of the Act for an exemption from sections 12(d)(1)(A) and 12(d)(1)(B) of the Act (the ‘‘Section 12(d)(1) Relief’’), and relief under sections 6(c) and 17(b) of the Act for an exemption from sections 17(a)(1) and 17(a)(2) of the Act relating to the Section 12(d)(1) Relief, expired on January 19, 2022. See Fund of Funds Arrangements, Investment Company Act Rel. No. 10871 (Oct. 7, 2020), at III. 5 See First Application at 12. 6 See First Application at 8. VerDate Sep<11>2014 17:56 Feb 02, 2024 Jkt 262001 weightings of the long and short positions in the Fund’s actual portfolio. In this manner, Applicants represent that market participants will understand the overall long and short exposures in the Fund’s actual portfolio even though the weightings of individual long and short positions in the Portfolio Reference Basket will be different than the weightings of those individual long and short positions within the Fund’s actual portfolio. Applicants also represent that although short positions cannot be transferred within the Fund’s creation basket, long positions and cash amounts representing the net value of short positions would be included in the Fund’s creation basket, just as with ETFs relying on Rule 6c–11. B. Considerations Relating to the Requested Relief 5. Applicants represent that they do not believe that the use of short positions related to the Portfolio Instruments will give rise to any new policy concerns, stating that the disclosure of short positions will not change the ability of arbitrageurs and market participants to recognize, value, and execute on arbitrage opportunities. Applicants represent that the inclusion of short positions in the actual portfolio and disclosure of those short positions in the Portfolio Reference Basket will not disrupt the correlation between the performance of the Portfolio Reference Basket and the actual portfolio. Applicants also believe that the pricing of short positions in the Portfolio Instruments should be as readily ascertainable as the pricing of long positions in those same Portfolio Instruments because the pricing of the short positions will reflect the liquidity and pricing transparency of the related Portfolio Instruments. As noted above, moreover, Applicants have committed that the Funds would publish daily the aggregate short exposure of the actual portfolio and the aggregate long exposure of the actual portfolio so that market participants will have even more information about the ways in which the positions in the Portfolio Reference Basket relate to the actual portfolio. III. Requested Exemptive Relief Applicants believe that the Prior Order, as amended, continues to meet the relevant standards for relief pursuant to section 6(c) of the Act for an exemption from sections 2(a)(32), 5(a)(1), 22(d), and 22(e) of the Act and rule 22c–1 under the Act, and under sections 6(c) and 17(b) of the Act for an PO 00000 Frm 00076 Fmt 4703 Sfmt 4703 7757 exemption from sections 17(a)(1) and 17(a)(2) of the Act.7 IV. Applicants’ Conditions Applicants agree that the Amended Order granting the requested relief will be subject to all of the conditions in the Prior Order. For the Commission, by the Division of Investment Management, pursuant to delegated authority. Sherry R. Haywood, Assistant Secretary. [FR Doc. 2024–02245 Filed 2–2–24; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release No. 35119; 812–15526] BondBloxx ETF Trust and BondBloxx Investment Management Corporation January 30, 2024. Securities and Exchange Commission (‘‘Commission’’ or ‘‘SEC’’). ACTION: Notice. AGENCY: Notice of an application under section 6(c) of the Investment Company Act of 1940 (‘‘Act’’) for an exemption from section 15(a) of the Act, as well as from certain disclosure requirements in rule 20a–1 under the Act, Item 19(a)(3) of Form N–1A, Items 22(c)(1)(ii), 22(c)(1)(iii), 22(c)(8) and 22(c)(9) of Schedule 14A under the Securities Exchange Act of 1934, and sections 6– 07(2)(a), (b), and (c) of Regulation S–X (‘‘Disclosure Requirements’’). SUMMARY OF APPLICATION: The requested exemption would permit Applicants to enter into and materially amend subadvisory agreements with subadvisers without shareholder approval and would grant relief from the Disclosure Requirements as they relate to fees paid to the subadvisers. APPLICANTS: BondBloxx ETF Trust and BondBloxx Investment Management Corporation. FILING DATES: The application was filed on November 24, 2023, and amended on January 16, 2024 and January 26, 2024. HEARING OR NOTIFICATION OF HEARING: An order granting the requested relief will be issued unless the Commission orders a hearing. Interested persons may request a hearing on any application by emailing the SEC’s Secretary at Secretarys-Office@sec.gov and serving the Applicants with a copy of the request by email, if an email address is listed for the relevant Applicant below, 7 See E:\FR\FM\05FEN1.SGM supra note 4. 05FEN1 7758 Federal Register / Vol. 89, No. 24 / Monday, February 5, 2024 / Notices or personally or by mail, if a physical address is listed for the relevant Applicant below. Hearing requests should be received by the Commission by 5:30 p.m. on February 26, 2024, and should be accompanied by proof of service on the Applicants, in the form of an affidavit, or, for lawyers, a certificate of service. Pursuant to rule 0– 5 under the Act, hearing requests should state the nature of the writer’s interest, any facts bearing upon the desirability of a hearing on the matter, the reason for the request, and the issues contested. Persons who wish to be notified of a hearing may request notification by emailing the Commission’s Secretary. ADDRESSES: The Commission: Secretarys-Office@sec.gov. Applicants: Edward Baer, Ropes & Gray LLP, Edward.Baer@ropesgray.com; with a copy to Joanna Gallegos, BondBloxx Investment Management Corporation, info@BondBloxxETF.com. FOR FURTHER INFORMATION CONTACT: Trace W. Rakestraw, Senior Special Counsel, at (202) 551–6825 (Division of Investment Management, Chief Counsel’s Office). SUPPLEMENTARY INFORMATION: For Applicants’ representations, legal analysis, and conditions, please refer to Applicants’ application, dated January 26, 2024, which may be obtained via the Commission’s website by searching for the file number at the top of this document, or for an Applicant using the Company name search field on the SEC’s EDGAR system. The SEC’s EDGAR system may be searched at https://www.sec.gov/edgar/ searchedgar/legacy/ companysearch.html. You may also call the SEC’s Public Reference Room at (202) 551–8090. For the Commission, by the Division of Investment Management, under delegated authority. Sherry R. Haywood, Assistant Secretary. [FR Doc. 2024–02150 Filed 2–2–24; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION lotter on DSK11XQN23PROD with NOTICES1 [Investment Company Act Release No. 35120; 812–15516] Roundhill ETF Trust and Roundhill Financial Inc. January 30, 2024. Securities and Exchange Commission (‘‘Commission’’ or ‘‘SEC’’). ACTION: Notice. AGENCY: VerDate Sep<11>2014 17:56 Feb 02, 2024 Jkt 262001 Notice of an application under section 6(c) of the Investment Company Act of 1940 (‘‘Act’’) for an exemption from section 15(a) of the Act, as well as from certain disclosure requirements in rule 20a–1 under the Act, Item 19(a)(3) of Form N–1A, Items 22(c)(1)(ii), 22(c)(1)(iii), 22(c)(8) and 22(c)(9) of Schedule 14A under the Securities Exchange Act of 1934, and sections 6– 07(2)(a), (b), and (c) of Regulation S–X (‘‘Disclosure Requirements’’). SUMMARY OF APPLICATION: The requested exemption would permit Applicants to enter into and materially amend subadvisory agreements with subadvisers without shareholder approval and would grant relief from the Disclosure Requirements as they relate to fees paid to the subadvisers. APPLICANTS: Roundhill ETF Trust and Roundhill Financial Inc. FILING DATES: The application was filed on October 24, 2023, and amended on December 15, 2023, and January 26, 2024. HEARING OR NOTIFICATION OF HEARING: An order granting the requested relief will be issued unless the Commission orders a hearing. Interested persons may request a hearing on any application by emailing the SEC’s Secretary at Secretarys-Office@sec.gov and serving the Applicants with a copy of the request by email, if an email address is listed for the relevant Applicant below, or personally or by mail, if a physical address is listed for the relevant Applicant below. Hearing requests should be received by the Commission by 5:30 p.m. on February 26, 2024, and should be accompanied by proof of service on the Applicants, in the form of an affidavit, or, for lawyers, a certificate of service. Pursuant to rule 0– 5 under the Act, hearing requests should state the nature of the writer’s interest, any facts bearing upon the desirability of a hearing on the matter, the reason for the request, and the issues contested. Persons who wish to be notified of a hearing may request notification by emailing the Commission’s Secretary. ADDRESSES: The Commission: Secretarys-Office@sec.gov. Applicants: Morrison Warren, Esq., Chapman and Cutler LLP, warren@chapman.com, Richard Coyle, Esq., Chapman and Cutler LLP, rcoyle@chapman.com, Suzanne Russell, Esq., Chapman and Cutler LLP, russell@chapman.com, with a copy to Timothy Maloney, Roundhill Financial Inc., tmaloney@ roundhillinvestments.com. FOR FURTHER INFORMATION CONTACT: Trace W. Rakestraw, Senior Special Counsel, at (202) 551–6825 (Division of PO 00000 Frm 00077 Fmt 4703 Sfmt 4703 Investment Management, Chief Counsel’s Office). SUPPLEMENTARY INFORMATION: For Applicants’ representations, legal analysis, and conditions, please refer to Applicants’ application, dated January 26, 2024, which may be obtained via the Commission’s website by searching for the file number at the top of this document, or for an Applicant using the Company name search field on the SEC’s EDGAR system. The SEC’s EDGAR system may be searched at https://www.sec.gov/edgar/ searchedgar/legacy/ companysearch.html. You may also call the SEC’s Public Reference Room at (202) 551–8090. For the Commission, by the Division of Investment Management, under delegated authority. Sherry R. Haywood, Assistant Secretary. [FR Doc. 2024–02151 Filed 2–2–24; 8:45 am] BILLING CODE 8011–01–P SECURITIES AND EXCHANGE COMMISSION Sunshine Act Meetings 2:00 p.m. on Thursday, February 8, 2024. PLACE: The meeting will be held via remote means and/or at the Commission’s headquarters, 100 F Street NE, Washington, DC 20549. STATUS: This meeting will be closed to the public. MATTERS TO BE CONSIDERED: Commissioners, Counsel to the Commissioners, the Secretary to the Commission, and recording secretaries will attend the closed meeting. Certain staff members who have an interest in the matters also may be present. In the event that the time, date, or location of this meeting changes, an announcement of the change, along with the new time, date, and/or place of the meeting will be posted on the Commission’s website at https:// www.sec.gov. The General Counsel of the Commission, or her designee, has certified that, in her opinion, one or more of the exemptions set forth in 5 U.S.C. 552b(c)(3), (5), (6), (7), (8), 9(B) and (10) and 17 CFR 200.402(a)(3), (a)(5), (a)(6), (a)(7), (a)(8), (a)(9)(ii) and (a)(10), permit consideration of the scheduled matters at the closed meeting. The subject matter of the closed meeting will consist of the following topics: Institution and settlement of injunctive actions; TIME AND DATE: E:\FR\FM\05FEN1.SGM 05FEN1

Agencies

[Federal Register Volume 89, Number 24 (Monday, February 5, 2024)]
[Notices]
[Pages 7757-7758]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-02150]


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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 35119; 812-15526]


BondBloxx ETF Trust and BondBloxx Investment Management 
Corporation

January 30, 2024.
AGENCY: Securities and Exchange Commission (``Commission'' or ``SEC'').

ACTION: Notice.

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    Notice of an application under section 6(c) of the Investment 
Company Act of 1940 (``Act'') for an exemption from section 15(a) of 
the Act, as well as from certain disclosure requirements in rule 20a-1 
under the Act, Item 19(a)(3) of Form N-1A, Items 22(c)(1)(ii), 
22(c)(1)(iii), 22(c)(8) and 22(c)(9) of Schedule 14A under the 
Securities Exchange Act of 1934, and sections 6-07(2)(a), (b), and (c) 
of Regulation S-X (``Disclosure Requirements'').

Summary of Application:  The requested exemption would permit 
Applicants to enter into and materially amend subadvisory agreements 
with subadvisers without shareholder approval and would grant relief 
from the Disclosure Requirements as they relate to fees paid to the 
subadvisers.

Applicants:  BondBloxx ETF Trust and BondBloxx Investment Management 
Corporation.

Filing Dates:  The application was filed on November 24, 2023, and 
amended on January 16, 2024 and January 26, 2024.

Hearing or Notification of Hearing:  An order granting the requested 
relief will be issued unless the Commission orders a hearing. 
Interested persons may request a hearing on any application by emailing 
the SEC's Secretary at [email protected] and serving the 
Applicants with a copy of the request by email, if an email address is 
listed for the relevant Applicant below,

[[Page 7758]]

or personally or by mail, if a physical address is listed for the 
relevant Applicant below. Hearing requests should be received by the 
Commission by 5:30 p.m. on February 26, 2024, and should be accompanied 
by proof of service on the Applicants, in the form of an affidavit, or, 
for lawyers, a certificate of service. Pursuant to rule 0-5 under the 
Act, hearing requests should state the nature of the writer's interest, 
any facts bearing upon the desirability of a hearing on the matter, the 
reason for the request, and the issues contested. Persons who wish to 
be notified of a hearing may request notification by emailing the 
Commission's Secretary.

ADDRESSES: The Commission: [email protected]. Applicants: 
Edward Baer, Ropes & Gray LLP, [email protected]; with a copy 
to Joanna Gallegos, BondBloxx Investment Management Corporation, 
[email protected].

FOR FURTHER INFORMATION CONTACT: Trace W. Rakestraw, Senior Special 
Counsel, at (202) 551-6825 (Division of Investment Management, Chief 
Counsel's Office).

SUPPLEMENTARY INFORMATION: For Applicants' representations, legal 
analysis, and conditions, please refer to Applicants' application, 
dated January 26, 2024, which may be obtained via the Commission's 
website by searching for the file number at the top of this document, 
or for an Applicant using the Company name search field on the SEC's 
EDGAR system.
    The SEC's EDGAR system may be searched at https://www.sec.gov/edgar/searchedgar/legacy/companysearch.html. You may also call the 
SEC's Public Reference Room at (202) 551-8090.

    For the Commission, by the Division of Investment Management, 
under delegated authority.
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-02150 Filed 2-2-24; 8:45 am]
BILLING CODE 8011-01-P
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