Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending the Existing Note in the Connectivity Fee Schedule, 74305-74308 [2024-20637]

Download as PDF Federal Register / Vol. 89, No. 177 / Thursday, September 12, 2024 / Notices deadline indicated above will be made part of the record of the proceeding. The Commission will use such statements and documents as appropriate to inform its questions to the NRC staff and applicant and its hearing decision. Many of the procedures and rights applicable to the inherently adversarial nature of NRC’s contested hearing process are not available in this uncontested hearing. Participation in the NRC’s contested hearing process is governed by 10 CFR 2.309 (for persons or entities, including a State, local government, or Indian Tribe seeking to file contentions of their own) and 10 CFR 2.315(c) (for an interested State, local government, or Federally recognized Indian Tribe seeking to participate with respect to contentions filed by others). Participation in this uncontested hearing does not affect the right of a State, a local government, or an Indian Tribe to participate in a separate contested hearing process. Dated at Rockville, Maryland, this 10th day of September, 2024. For the Nuclear Regulatory Commission. Carrie Safford, Secretary of the Commission. [FR Doc. 2024–20812 Filed 9–11–24; 8:45 am] BILLING CODE 7590–01–P POSTAL REGULATORY COMMISSION [Docket Nos. MC2024–628 and CP2024–637; MC2024–631 and CP2024–640; MC2024–635 and CP2024–644] New Postal Products Postal Regulatory Commission. Notice. AGENCY: ACTION: The Commission is noticing a recent Postal Service filing for the Commission’s consideration concerning a negotiated service agreement. This notice informs the public of the filing, invites public comment, and takes other administrative steps. DATES: Comments are due: September 16, 2024. ADDRESSES: Submit comments electronically via the Commission’s Filing Online system at https:// www.prc.gov. Those who cannot submit comments electronically should contact the person identified in the FOR FURTHER INFORMATION CONTACT section by telephone for advice on filing alternatives. ddrumheller on DSK120RN23PROD with NOTICES1 SUMMARY: difficulty complying with EIE requirements in the time frame provided for submission of written statements, may provide their statements by electronic mail to hearingdocket@nrc.gov. VerDate Sep<11>2014 20:43 Sep 11, 2024 Jkt 262001 FOR FURTHER INFORMATION CONTACT: David A. Trissell, General Counsel, at 202–789–6820. SUPPLEMENTARY INFORMATION: Table of Contents I. Introduction II. Docketed Proceeding(s) I. Introduction The Commission gives notice that the Postal Service filed request(s) for the Commission to consider matters related to negotiated service agreement(s). The request(s) may propose the addition or removal of a negotiated service agreement from the Market Dominant or the Competitive product list, or the modification of an existing product currently appearing on the Market Dominant or the Competitive product list. Section II identifies the docket number(s) associated with each Postal Service request, the title of each Postal Service request, the request’s acceptance date, and the authority cited by the Postal Service for each request. For each request, the Commission appoints an officer of the Commission to represent the interests of the general public in the proceeding, pursuant to 39 U.S.C. 505 (Public Representative). Section II also establishes comment deadline(s) pertaining to each request. The public portions of the Postal Service’s request(s) can be accessed via the Commission’s website (https:// www.prc.gov). Non-public portions of the Postal Service’s request(s), if any, can be accessed through compliance with the requirements of 39 CFR 3011.301.1 The Commission invites comments on whether the Postal Service’s request(s) in the captioned docket(s) are consistent with the policies of title 39. For request(s) that the Postal Service states concern Market Dominant product(s), applicable statutory and regulatory requirements include 39 U.S.C. 3622, 39 U.S.C. 3642, 39 CFR part 3030, and 39 CFR part 3040, subpart B. For request(s) that the Postal Service states concern Competitive product(s), applicable statutory and regulatory requirements include 39 U.S.C. 3632, 39 U.S.C. 3633, 39 U.S.C. 3642, 39 CFR part 3035, and 39 CFR part 3040, subpart B. Comment deadline(s) for each request appear in section II. II. Docketed Proceeding(s) 1. Docket No(s).: MC2024–628 and CP2024–637; Filing Title: USPS Request 1 See Docket No. RM2018–3, Order Adopting Final Rules Relating to Non-Public Information, June 27, 2018, Attachment A at 19–22 (Order No. 4679). PO 00000 Frm 00106 Fmt 4703 Sfmt 4703 74305 to Add Priority Mail Express, Priority Mail & USPS Ground Advantage Contract 304 to Competitive Product List and Notice of Filing Materials Under Seal; Filing Acceptance Date: September 6, 2024; Filing Authority: 39 U.S.C. 3642, 39 CFR 3040.130 through 3040.135, and 39 CFR 3035.105; Public Representative: Christopher C. Mohr; Comments Due: September 16, 2024. 2. Docket No(s).: MC2024–631 and CP2024–640; Filing Title: USPS Request to Add Priority Mail & Parcel Select Contract 11 to Competitive Product List and Notice of Filing Materials Under Seal; Filing Acceptance Date: September 6, 2024; Filing Authority: 39 U.S.C. 3642, 39 CFR 3040.130 through 3040.135, and 39 CFR 3035.105; Public Representative: Christopher C. Mohr; Comments Due: September 16, 2024. 3. Docket No(s).: MC2024–635 and CP2024–644; Filing Title: USPS Request to Add Priority Mail & Parcel Select Contract 12 to Competitive Product List and Notice of Filing Materials Under Seal; Filing Acceptance Date: September 6, 2024; Filing Authority: 39 U.S.C. 3642, 39 CFR 3040.130 through 3040.135, and 39 CFR 3035.105; Public Representative: Alain Brou; Comments Due: September 16, 2024. This Notice will be published in the Federal Register. Erica A. Barker, Secretary. [FR Doc. 2024–20728 Filed 9–11–24; 8:45 am] BILLING CODE 7710–FW–P SECURITIES AND EXCHANGE COMMISSION [Release No. 34–100963; File No. SR–NYSE– 2024–49] Self-Regulatory Organizations; New York Stock Exchange LLC; Notice of Filing and Immediate Effectiveness of Proposed Rule Change Amending the Existing Note in the Connectivity Fee Schedule September 6, 2024. 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 August 27, 2024, New York Stock Exchange LLC (‘‘NYSE’’ or the ‘‘Exchange’’) filed with the Securities and Exchange Commission (the ‘‘Commission’’) the proposed rule change as described in Items I and II below, which Items have been prepared by the self-regulatory 1 15 U.S.C. 78s(b)(1). U.S.C. 78a. 3 17 CFR 240.19b–4. 2 15 E:\FR\FM\12SEN1.SGM 12SEN1 74306 Federal Register / Vol. 89, No. 177 / Thursday, September 12, 2024 / Notices 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 The Exchange proposes to amend the existing note in the Connectivity Fee Schedule (‘‘Fee Schedule’’) regarding cabinet and combined waitlists. The proposed rule change is available on the Exchange’s website at www.nyse.com, 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 self-regulatory organization included statements concerning the purpose of, and basis for, the proposed rule change and discussed any comments it received on the proposed rule change. The text of those 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 parts of such statements. A. Self-Regulatory Organization’s Statement of the Purpose of, and the Statutory Basis for, the Proposed Rule Change 1. Purpose The Exchange proposes to amend the existing note in the Fee Schedule regarding cabinet and combined waitlists. ddrumheller on DSK120RN23PROD with NOTICES1 Background Shortly after the onset of the Covid19 pandemic, the Exchange began experiencing unprecedented User 4 demand for cabinets and power at the Mahwah, New Jersey data center (‘‘MDC’’).5 In order to manage its 4 For purposes of the Exchange’s colocation services, a ‘‘User’’ means any market participant that requests to receive colocation services directly from the Exchange. See Securities Exchange Act Release No. 76008 (September 29, 2015), 80 FR 60190 (October 5, 2015) (SR–NYSE–2015–40). As specified in the Fee Schedule, a User that incurs colocation fees for a particular colocation service pursuant thereto would not be subject to colocation fees for the same colocation service charged by NYSE American LLC, NYSE Arca, Inc., NYSE Chicago, Inc. and NYSE National, Inc. (together, the ‘‘Affiliate SROs’’). Each Affiliate SRO has submitted substantially the same proposed rule change to propose the changes described herein. See SR– NYSEAMER–2024–52, SR–NYSEARCA–2024–71, SR–NYSECHX–2024–27, and SR–NYSENAT–2024– 24. 5 Through its Fixed Income and Data Services (‘‘FIDS’’) (previously ICE Data Services) business, VerDate Sep<11>2014 20:43 Sep 11, 2024 Jkt 262001 inventory, in late 2020, the Exchange filed to create purchasing limits and a waitlist for cabinet orders (‘‘Cabinet Waitlist’’).6 In early 2021, the Exchange filed to create additional purchasing limits and a waitlist for orders for additional power in the MDC.7 In 2021 and 2022, the Exchange expanded the amount of space and power available in the MDC by opening a new colocation hall (i.e., Hall 4). ICE is currently expanding the amount of colocation space and power available at the MDC through a new colocation hall (i.e., Hall 5). The Exchange subsequently amended the Fee Schedule to provide an alternative procedure by which the Exchange can allocate power in the Mahwah Data Center via depositguaranteed orders from Users made within a 90-day ‘‘Ordering Window.’’ 8 The Ordering Window procedure was designed with the goal of addressing both (a) whether customer demand would support additional expansion projects to provide further power, and (b) the fact that previous procedures in the Fee Schedule were not well-tailored to allocating large amounts of power that become available all at once, such as when a new colocation hall opens.9 Orders received during an Ordering Window are not considered finalized until the Exchange has received the User’s signed order form and a deposit equal to two months’ worth of the monthly recurring costs of the amount of new power ordered. The Exchange had a power and cabinet waitlist (‘‘Combined Waitlist’’) in place before the Ordering Window. The Exchange found that when the Combined Waitlist was in effect, approximately 2⁄3 of its offers of power were rejected. Users further down the Combined Waitlist received power only after those higher up the Combined Intercontinental Exchange, Inc. (‘‘ICE’’) operates the MDC. The Exchange and the Affiliate SROs are indirect subsidiaries of ICE. 6 See Securities Exchange Act Release No. 90732 (December 18, 2020), 85 FR 84443 (December 28, 2020) (SR–NYSE–2020–73, SR–NYSEAMER–2020– 66, SR–NYSEArca-2020–82, SR–NYSECHX–2020– 26, and SR–NYSENAT–2020–28) (establishing the procedures in current Colocation Note 6(a) and 7(a)). 7 See Securities Exchange Act Release No. 91515 (April 8, 2021), 86 FR 19674 (April 14, 2021) (SR– NYSE–2021–12, SR–NYSEAMER–2021–08, SR– NYSEArca-2021–11, SR–NYSECHX–2021–02, and SR–NYSENAT–2021–03) (establishing the procedures in current Colocation Note 6(b) and 7(b)). 8 See Securities Exchange Act Release No. 98937 (November 14, 2023), 88 FR 80795 (November 20, 2023) (SR–NYSE–2023–29, SR–NYSEAMER–2023– 39, SR–NYSEArca–2023–53, SR–NYSECHX–2023– 16, and SR–NYSENAT–2023–18) (‘‘Ordering Window Approval Order’’). 9 Id., at 80794. PO 00000 Frm 00107 Fmt 4703 Sfmt 4703 Waitlist were offered the power and rejected it. As a result, the Users that actually wanted power received it only after a delay that lasted weeks or even months. Proposed Changes In response, the Exchange proposes to amend Fee Schedule Colocation Note 7 (Cabinet and Combined Waitlists) (‘‘Note 7’’) to require that Users wanting to be placed on a waitlist must guarantee their order with a deposit.10 Requiring Users to submit deposits with their orders in order to be placed on the waitlist would help avoid delays for Users further down the list, by encouraging Users to carefully assess their true power and cabinet needs and protecting against Users ordering more power or cabinets than they actually intend to purchase. Requiring Users to submit deposits along with their orders was approved by the Commission in the Exchange’s Ordering Window filing,11 and so the deposit requirement here would not be novel. To implement the change, Note 7(a), which sets forth the practices the Exchange follows for a Cabinet Waitlist, would be revised to provide that a User would be placed on the Cabinet Waitlist based on the date its finalized order is received, and that a User’s order would be finalized when the Exchange receives (a) User’s signed order form and (b) a deposit equal to two months’ worth of the monthly recurring costs of the power requested for the cabinets ordered.12 Note 7(b), which sets forth the practices the Exchange follows for a Combined Waitlist, similarly would be revised to provide that a User would be placed on the Combined Waitlist based on the date its finalized order for cabinets and/or additional power is received, and that a User’s order would be finalized when the Exchange receives (a) User’s signed order form and (b) a deposit equal to two months’ worth of the monthly recurring costs of (i) the power requested for the cabinets 10 The proposed change would not apply to Users that are already on a waitlist at the time the proposed change becomes operative. 11 See Ordering Window Approval Order, supra note 8. 12 Because monthly charges are calculated based on power, not on cabinets, the Exchange proposes to calculate the deposit based on the power requested for the cabinets ordered. In such a case, the deposit would be calculated as (a) the number of kilowatts allocated to the cabinets the User is ordering, multiplied by (b) the appropriate ‘‘Per kW Monthly Fee’’ as indicated in the Connectivity Fee Schedule. The Per kW Monthly Fee is a factor of the total number of kilowatts allocated to all of a User’s dedicated cabinets and varies based on the total kilowatts allocated to a User. E:\FR\FM\12SEN1.SGM 12SEN1 Federal Register / Vol. 89, No. 177 / Thursday, September 12, 2024 / Notices ordered and/or (ii) the additional power ordered.13 Note 7(a) and (b) would be revised to provide that: • If a User changes the size of its order while it is on the Cabinet or Combined Waitlist, as the case may be, and any additional deposit is received by the Exchange, it will maintain its place, provided that the User may not increase the size of its order such that it would exceed the Cabinet Limits or Combined Limits, as applicable. • If a User wishes to reduce the size of its order while it is on the Cabinet or Combined Waitlist, its deposit would not be reduced or returned, but rather would be applied against the User’s first and subsequent months’ invoices after cabinets are, and/or the power is, delivered until the deposit is depleted. • If the User removes its order from the Cabinet Waitlist or Combined Waitlist, its deposit will be returned. • A User that is removed from the Cabinet or Combined Waitlist but subsequently submits a new finalized order for cabinets and/or additional power will be added back to the bottom of the waitlist. • The deposit will be applied to the User’s first and subsequent months’ invoices after the cabinets are and/or additional power is delivered until the deposit is completely depleted. General The proposed changes would not apply differently to distinct types or sizes of market participants. Rather, they would apply to all Users equally. As is currently the case, the Fee Schedule would be applied uniformly to all Users. FIDS does not expect that the proposed rule change will result in new Users. The proposed changes are not otherwise intended to address any other issues relating to co-location services and/or related fees, and the Exchange is not aware of any problems that customers would have in complying with the proposed change. ddrumheller on DSK120RN23PROD with NOTICES1 2. Statutory Basis The Exchange believes that the proposed rule change is consistent with Section 6(b) of the Act,14 in general, and furthers the objectives of Section 6(b)(5) 13 The deposit would be calculated as (a) the number of kilowatts allocated to the cabinets the User is ordering, if any, plus the number of kilowatts of additional power, multiplied by (b) the appropriate ‘‘Per kW Monthly Fee’’ as indicated in the Connectivity Fee Schedule. The Per kW Monthly Fee is a factor of the total number of kilowatts allocated to all of a User’s dedicated cabinets and varies based on the total kilowatts allocated to a User. 14 15 U.S.C. 78f(b). VerDate Sep<11>2014 20:43 Sep 11, 2024 Jkt 262001 of the Act,15 in particular, because it is designed to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, to foster cooperation and coordination with persons engaged in 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 and because it is not designed to permit unfair discrimination between customers, issuers, brokers, or dealers. The Exchange further believes that the proposed rule change is consistent with Section 6(b)(4) of the Act,16 because it provides for the equitable allocation of reasonable dues, fees, and other charges among its members and issuers and other persons using its facilities and does not unfairly discriminate between customers, issuers, brokers, or dealers. The Proposed Change Is Reasonable The Exchange believes that the proposed change is reasonable because requiring Users to submit deposits with their orders in order to be placed on the waitlist would help avoid delays for Users further down the list, by encouraging Users to carefully assess their true power and cabinet needs and protecting against Users ordering more power or cabinets than they actually intend to purchase. Without firm, guaranteed commitments from waitlisted Users to purchase cabinets or power if made available, the Exchange runs the risk of overestimating waitlisted Users’ true demand, creating delays for Users further down the list. The proposed deposit requirement would address this by discouraging waitlisted Users from submitting orders for more cabinets or power than they actually intend to purchase. The proposed deposit requirement is reasonable because, on the one hand, it is not so onerous as to dissuade Users from submitting orders, and, on the other hand, it is not so trivial that it would fail to deter Users from submitting exaggerated orders. It is substantially similar to the deposit provision already required under the Ordering Window, and as such, the deposit requirement here would not be novel.17 15 15 U.S.C. 78f(b)(5). U.S.C. 78f(b)(4). 17 See Ordering Window Approval Order, supra note 8. The NYSE requires market participants to submit deposits in other contexts as well. For example, since 2012, the NYSE has required prospective issuers to pay a $25,000 initial 16 15 PO 00000 Frm 00108 Fmt 4703 Sfmt 4703 74307 In addition, the Exchange believes that the proposed change is reasonable because the deposit is proportional to the size of the order, and not a fixed amount. As a result, smaller Users would not be disproportionately affected by the deposit requirement. Under the proposed procedure, if a User wishes to reduce an order while on a waitlist, its deposit would not be reduced or returned, but rather would be applied against the User’s first and subsequent months’ invoices after the cabinets are, or the power is, delivered until the deposit is completely depleted. The Exchange believes that this would remove impediments and perfect the mechanism of a free and open market and a national market system because a waitlisted User would be reimbursed for all of its deposit even if it reduces its order. This would remove any incentive a User otherwise might have to understate its needs for cabinets and/or power out of a concern that it would not be reimbursed for the full amount of its deposit. The Proposed Change Is Equitable and Not Unfairly Discriminatory The Exchange believes that the proposed change provides for the equitable allocation of reasonable dues, fees, and other charges among its members and issuers and other persons using its facilities and does not unfairly discriminate between customers, issuers, brokers, or dealers because it is not designed to permit unfair discrimination between customers, issuers, brokers, or dealers. The proposed changes would apply equally to all types and sizes of market participants. All Users would receive equal notice of the deposit requirement through the proposed changes to Note 7, and the deposit requirement would be the same for all Users. Smaller Users with more modest power needs would not be disadvantaged by the proposed changes, as the deposit is proportional to the size of the order and not a fixed amount. The proposed deposit requirement is equitable because, on the one hand, it is not so onerous as to dissuade Users from submitting orders, and, on the other hand, it is not so trivial that it would fail to deter Users from submitting exaggerated orders. It is application fee as part of the process for listing a new security on the exchange. This fee functions as a deposit that is credited toward the issuer’s listing fees after it is listed on the exchange. The deposit functions as ‘‘a disincentive for impractical applications by issuers.’’ The deposit is forfeited if the issuer does not ultimately list on the exchange. See Securities Exchange Act Release No. 68470 (December 19, 20212), 77 FR 76116 at 76117 (December 26, 2012) (SR–NYSE–2012–68). E:\FR\FM\12SEN1.SGM 12SEN1 74308 Federal Register / Vol. 89, No. 177 / Thursday, September 12, 2024 / Notices ddrumheller on DSK120RN23PROD with NOTICES1 substantially similar to the deposit provision already required under the Ordering Window, and as such, the deposit requirement here would not be novel.18 Under the proposed procedure, if a User wishes to reduce an order while on a waitlist, its deposit would not be reduced or returned, but rather would be applied against the User’s first and subsequent months’ invoices after the cabinets are, or the power is, delivered until the deposit is completely depleted. The Exchange believes that this is equitable because a waitlisted User would be reimbursed for all of its deposit even if it reduces its order. This would remove any incentive a User otherwise might have to understate its needs for cabinets and/or power out of a concern that it would not be reimbursed for the full amount of its deposit. For the reasons above, the proposed changes do not unfairly discriminate between or among market participants that are otherwise capable of satisfying any applicable co-location fees, requirements, terms, and conditions established from time to time by the Exchange. For these reasons, the Exchange believes that the proposal is consistent with the Act. B. Self-Regulatory Organization’s Statement on Burden on Competition The Exchange believes that the proposal will not impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of Section 6(b)(8) of the Act.19 The Exchange believes that the proposed rule change does not impose any burden on competition that is not necessary or appropriate in furtherance of the purposes of the Act. The proposed rule change is designed to help avoid delays for waitlisted Users, by encouraging Users to carefully assess their true power and cabinet needs and protecting against Users ordering more power or cabinets than they actually intend to purchase. Without firm, guaranteed commitments from waitlisted Users to purchase cabinets or power if made available, the Exchange runs the risk of overestimating waitlisted Users’ true demand, creating delays for Users further down the list. The proposed deposit requirement would address this by discouraging waitlisted Users from submitting orders for more cabinets or power than they actually intend to purchase, thereby 18 See Ordering Window Approval Order, supra note 8. 19 15 U.S.C. 78f(b)(8). VerDate Sep<11>2014 20:43 Sep 11, 2024 Jkt 262001 facilitating a more equitable distribution of cabinets and power. Moreover, the Ordering Window already requires a deposit, and as such, the deposit requirement here would not be novel.20 C. Self-Regulatory Organization’s Statement on Comments on the Proposed Rule Change Received From Members, Participants, or Others No written comments were solicited or received with respect to the proposed rule change. III. Date of Effectiveness of the Proposed Rule Change and Timing for Commission Action The Exchange has filed the proposed rule change pursuant to Section 19(b)(3)(A)(iii) of the Act 21 and Rule 19b–4(f)(6) thereunder.22 Because the 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 prior to 30 days from the date on which it was filed, or such shorter time as the Commission may designate, if consistent with the protection of investors and the public interest, the proposed rule change has become effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b–4(f)(6)(iii) thereunder.23 At any time within 60 days of the filing of such proposed rule change, the Commission summarily may temporarily suspend such rule change if it appears to the Commission that such action is necessary or appropriate in the public interest, for the protection of investors, or otherwise in furtherance of the purposes of the Act. If the Commission takes such action, the Commission shall institute proceedings under Section 19(b)(2)(B) 24 of the Act to determine whether the proposed rule change should be approved or disapproved. IV. Solicitation of Comments Interested persons are invited to submit written data, views and arguments concerning the foregoing, including whether the proposed rule change is consistent with the Act. 20 See Ordering Window Approval Order, supra note 8. 21 15 U.S.C. 78s(b)(3)(A)(iii). 22 17 CFR 240.19b–4(f)(6). 23 17 CFR 240.19b–4(f)(6)(iii). 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. 24 15 U.S.C. 78s(b)(2)(B). PO 00000 Frm 00109 Fmt 4703 Sfmt 9990 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 rule-comments@ sec.gov. Please include file number SR–NYSE–2024–49 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–NYSE–2024–49. 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–NYSE–2024–49 and should be submitted on or before October 3, 2024. For the Commission, by the Division of Trading and Markets, pursuant to delegated authority.25 Sherry R. Haywood, Assistant Secretary. [FR Doc. 2024–20637 Filed 9–11–24; 8:45 am] BILLING CODE 8011–01–P 25 17 E:\FR\FM\12SEN1.SGM CFR 200.30–3(a)(12). 12SEN1

Agencies

[Federal Register Volume 89, Number 177 (Thursday, September 12, 2024)]
[Notices]
[Pages 74305-74308]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-20637]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-100963; File No. SR-NYSE-2024-49]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change 
Amending the Existing Note in the Connectivity Fee Schedule

September 6, 2024.
    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 August 27, 2024, New York Stock Exchange LLC (``NYSE'' or the 
``Exchange'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I and II 
below, which Items have been prepared by the self-regulatory

[[Page 74306]]

organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend the existing note in the 
Connectivity Fee Schedule (``Fee Schedule'') regarding cabinet and 
combined waitlists. The proposed rule change is available on the 
Exchange's website at www.nyse.com, 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 self-regulatory organization 
included statements concerning the purpose of, and basis for, the 
proposed rule change and discussed any comments it received on the 
proposed rule change. The text of those 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 parts of such statements.

A. Self-Regulatory Organization's Statement of the Purpose of, and the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend the existing note in the Fee 
Schedule regarding cabinet and combined waitlists.
Background
    Shortly after the onset of the Covid-19 pandemic, the Exchange 
began experiencing unprecedented User \4\ demand for cabinets and power 
at the Mahwah, New Jersey data center (``MDC'').\5\ In order to manage 
its inventory, in late 2020, the Exchange filed to create purchasing 
limits and a waitlist for cabinet orders (``Cabinet Waitlist'').\6\ In 
early 2021, the Exchange filed to create additional purchasing limits 
and a waitlist for orders for additional power in the MDC.\7\
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    \4\ For purposes of the Exchange's colocation services, a 
``User'' means any market participant that requests to receive 
colocation services directly from the Exchange. See Securities 
Exchange Act Release No. 76008 (September 29, 2015), 80 FR 60190 
(October 5, 2015) (SR-NYSE-2015-40). As specified in the Fee 
Schedule, a User that incurs colocation fees for a particular 
colocation service pursuant thereto would not be subject to 
colocation fees for the same colocation service charged by NYSE 
American LLC, NYSE Arca, Inc., NYSE Chicago, Inc. and NYSE National, 
Inc. (together, the ``Affiliate SROs''). Each Affiliate SRO has 
submitted substantially the same proposed rule change to propose the 
changes described herein. See SR-NYSEAMER-2024-52, SR-NYSEARCA-2024-
71, SR-NYSECHX-2024-27, and SR-NYSENAT-2024-24.
    \5\ Through its Fixed Income and Data Services (``FIDS'') 
(previously ICE Data Services) business, Intercontinental Exchange, 
Inc. (``ICE'') operates the MDC. The Exchange and the Affiliate SROs 
are indirect subsidiaries of ICE.
    \6\ See Securities Exchange Act Release No. 90732 (December 18, 
2020), 85 FR 84443 (December 28, 2020) (SR-NYSE-2020-73, SR-
NYSEAMER-2020-66, SR-NYSEArca-2020-82, SR-NYSECHX-2020-26, and SR-
NYSENAT-2020-28) (establishing the procedures in current Colocation 
Note 6(a) and 7(a)).
    \7\ See Securities Exchange Act Release No. 91515 (April 8, 
2021), 86 FR 19674 (April 14, 2021) (SR-NYSE-2021-12, SR-NYSEAMER-
2021-08, SR-NYSEArca-2021-11, SR-NYSECHX-2021-02, and SR-NYSENAT-
2021-03) (establishing the procedures in current Colocation Note 
6(b) and 7(b)).
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    In 2021 and 2022, the Exchange expanded the amount of space and 
power available in the MDC by opening a new colocation hall (i.e., Hall 
4). ICE is currently expanding the amount of colocation space and power 
available at the MDC through a new colocation hall (i.e., Hall 5).
    The Exchange subsequently amended the Fee Schedule to provide an 
alternative procedure by which the Exchange can allocate power in the 
Mahwah Data Center via deposit-guaranteed orders from Users made within 
a 90-day ``Ordering Window.'' \8\ The Ordering Window procedure was 
designed with the goal of addressing both (a) whether customer demand 
would support additional expansion projects to provide further power, 
and (b) the fact that previous procedures in the Fee Schedule were not 
well-tailored to allocating large amounts of power that become 
available all at once, such as when a new colocation hall opens.\9\ 
Orders received during an Ordering Window are not considered finalized 
until the Exchange has received the User's signed order form and a 
deposit equal to two months' worth of the monthly recurring costs of 
the amount of new power ordered.
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    \8\ See Securities Exchange Act Release No. 98937 (November 14, 
2023), 88 FR 80795 (November 20, 2023) (SR-NYSE-2023-29, SR-
NYSEAMER-2023-39, SR-NYSEArca-2023-53, SR-NYSECHX-2023-16, and SR-
NYSENAT-2023-18) (``Ordering Window Approval Order'').
    \9\ Id., at 80794.
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    The Exchange had a power and cabinet waitlist (``Combined 
Waitlist'') in place before the Ordering Window. The Exchange found 
that when the Combined Waitlist was in effect, approximately \2/3\ of 
its offers of power were rejected. Users further down the Combined 
Waitlist received power only after those higher up the Combined 
Waitlist were offered the power and rejected it. As a result, the Users 
that actually wanted power received it only after a delay that lasted 
weeks or even months.
Proposed Changes
    In response, the Exchange proposes to amend Fee Schedule Colocation 
Note 7 (Cabinet and Combined Waitlists) (``Note 7'') to require that 
Users wanting to be placed on a waitlist must guarantee their order 
with a deposit.\10\ Requiring Users to submit deposits with their 
orders in order to be placed on the waitlist would help avoid delays 
for Users further down the list, by encouraging Users to carefully 
assess their true power and cabinet needs and protecting against Users 
ordering more power or cabinets than they actually intend to purchase. 
Requiring Users to submit deposits along with their orders was approved 
by the Commission in the Exchange's Ordering Window filing,\11\ and so 
the deposit requirement here would not be novel.
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    \10\ The proposed change would not apply to Users that are 
already on a waitlist at the time the proposed change becomes 
operative.
    \11\ See Ordering Window Approval Order, supra note 8.
---------------------------------------------------------------------------

    To implement the change, Note 7(a), which sets forth the practices 
the Exchange follows for a Cabinet Waitlist, would be revised to 
provide that a User would be placed on the Cabinet Waitlist based on 
the date its finalized order is received, and that a User's order would 
be finalized when the Exchange receives (a) User's signed order form 
and (b) a deposit equal to two months' worth of the monthly recurring 
costs of the power requested for the cabinets ordered.\12\
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    \12\ Because monthly charges are calculated based on power, not 
on cabinets, the Exchange proposes to calculate the deposit based on 
the power requested for the cabinets ordered. In such a case, the 
deposit would be calculated as (a) the number of kilowatts allocated 
to the cabinets the User is ordering, multiplied by (b) the 
appropriate ``Per kW Monthly Fee'' as indicated in the Connectivity 
Fee Schedule. The Per kW Monthly Fee is a factor of the total number 
of kilowatts allocated to all of a User's dedicated cabinets and 
varies based on the total kilowatts allocated to a User.
---------------------------------------------------------------------------

    Note 7(b), which sets forth the practices the Exchange follows for 
a Combined Waitlist, similarly would be revised to provide that a User 
would be placed on the Combined Waitlist based on the date its 
finalized order for cabinets and/or additional power is received, and 
that a User's order would be finalized when the Exchange receives (a) 
User's signed order form and (b) a deposit equal to two months' worth 
of the monthly recurring costs of (i) the power requested for the 
cabinets

[[Page 74307]]

ordered and/or (ii) the additional power ordered.\13\
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    \13\ The deposit would be calculated as (a) the number of 
kilowatts allocated to the cabinets the User is ordering, if any, 
plus the number of kilowatts of additional power, multiplied by (b) 
the appropriate ``Per kW Monthly Fee'' as indicated in the 
Connectivity Fee Schedule. The Per kW Monthly Fee is a factor of the 
total number of kilowatts allocated to all of a User's dedicated 
cabinets and varies based on the total kilowatts allocated to a 
User.
---------------------------------------------------------------------------

    Note 7(a) and (b) would be revised to provide that:
     If a User changes the size of its order while it is on the 
Cabinet or Combined Waitlist, as the case may be, and any additional 
deposit is received by the Exchange, it will maintain its place, 
provided that the User may not increase the size of its order such that 
it would exceed the Cabinet Limits or Combined Limits, as applicable.
     If a User wishes to reduce the size of its order while it 
is on the Cabinet or Combined Waitlist, its deposit would not be 
reduced or returned, but rather would be applied against the User's 
first and subsequent months' invoices after cabinets are, and/or the 
power is, delivered until the deposit is depleted.
     If the User removes its order from the Cabinet Waitlist or 
Combined Waitlist, its deposit will be returned.
     A User that is removed from the Cabinet or Combined 
Waitlist but subsequently submits a new finalized order for cabinets 
and/or additional power will be added back to the bottom of the 
waitlist.
     The deposit will be applied to the User's first and 
subsequent months' invoices after the cabinets are and/or additional 
power is delivered until the deposit is completely depleted.
General
    The proposed changes would not apply differently to distinct types 
or sizes of market participants. Rather, they would apply to all Users 
equally. As is currently the case, the Fee Schedule would be applied 
uniformly to all Users. FIDS does not expect that the proposed rule 
change will result in new Users.
    The proposed changes are not otherwise intended to address any 
other issues relating to co-location services and/or related fees, and 
the Exchange is not aware of any problems that customers would have in 
complying with the proposed change.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\14\ in general, and furthers the 
objectives of Section 6(b)(5) of the Act,\15\ in particular, because it 
is designed to prevent fraudulent and manipulative acts and practices, 
to promote just and equitable principles of trade, to foster 
cooperation and coordination with persons engaged in 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 
and because it is not designed to permit unfair discrimination between 
customers, issuers, brokers, or dealers. The Exchange further believes 
that the proposed rule change is consistent with Section 6(b)(4) of the 
Act,\16\ because it provides for the equitable allocation of reasonable 
dues, fees, and other charges among its members and issuers and other 
persons using its facilities and does not unfairly discriminate between 
customers, issuers, brokers, or dealers.
---------------------------------------------------------------------------

    \14\ 15 U.S.C. 78f(b).
    \15\ 15 U.S.C. 78f(b)(5).
    \16\ 15 U.S.C. 78f(b)(4).
---------------------------------------------------------------------------

The Proposed Change Is Reasonable
    The Exchange believes that the proposed change is reasonable 
because requiring Users to submit deposits with their orders in order 
to be placed on the waitlist would help avoid delays for Users further 
down the list, by encouraging Users to carefully assess their true 
power and cabinet needs and protecting against Users ordering more 
power or cabinets than they actually intend to purchase. Without firm, 
guaranteed commitments from waitlisted Users to purchase cabinets or 
power if made available, the Exchange runs the risk of overestimating 
waitlisted Users' true demand, creating delays for Users further down 
the list. The proposed deposit requirement would address this by 
discouraging waitlisted Users from submitting orders for more cabinets 
or power than they actually intend to purchase.
    The proposed deposit requirement is reasonable because, on the one 
hand, it is not so onerous as to dissuade Users from submitting orders, 
and, on the other hand, it is not so trivial that it would fail to 
deter Users from submitting exaggerated orders. It is substantially 
similar to the deposit provision already required under the Ordering 
Window, and as such, the deposit requirement here would not be 
novel.\17\
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    \17\ See Ordering Window Approval Order, supra note 8. The NYSE 
requires market participants to submit deposits in other contexts as 
well. For example, since 2012, the NYSE has required prospective 
issuers to pay a $25,000 initial application fee as part of the 
process for listing a new security on the exchange. This fee 
functions as a deposit that is credited toward the issuer's listing 
fees after it is listed on the exchange. The deposit functions as 
``a disincentive for impractical applications by issuers.'' The 
deposit is forfeited if the issuer does not ultimately list on the 
exchange. See Securities Exchange Act Release No. 68470 (December 
19, 20212), 77 FR 76116 at 76117 (December 26, 2012) (SR-NYSE-2012-
68).
---------------------------------------------------------------------------

    In addition, the Exchange believes that the proposed change is 
reasonable because the deposit is proportional to the size of the 
order, and not a fixed amount. As a result, smaller Users would not be 
disproportionately affected by the deposit requirement.
    Under the proposed procedure, if a User wishes to reduce an order 
while on a waitlist, its deposit would not be reduced or returned, but 
rather would be applied against the User's first and subsequent months' 
invoices after the cabinets are, or the power is, delivered until the 
deposit is completely depleted. The Exchange believes that this would 
remove impediments and perfect the mechanism of a free and open market 
and a national market system because a waitlisted User would be 
reimbursed for all of its deposit even if it reduces its order. This 
would remove any incentive a User otherwise might have to understate 
its needs for cabinets and/or power out of a concern that it would not 
be reimbursed for the full amount of its deposit.
The Proposed Change Is Equitable and Not Unfairly Discriminatory
    The Exchange believes that the proposed change provides for the 
equitable allocation of reasonable dues, fees, and other charges among 
its members and issuers and other persons using its facilities and does 
not unfairly discriminate between customers, issuers, brokers, or 
dealers because it is not designed to permit unfair discrimination 
between customers, issuers, brokers, or dealers. The proposed changes 
would apply equally to all types and sizes of market participants. All 
Users would receive equal notice of the deposit requirement through the 
proposed changes to Note 7, and the deposit requirement would be the 
same for all Users. Smaller Users with more modest power needs would 
not be disadvantaged by the proposed changes, as the deposit is 
proportional to the size of the order and not a fixed amount.
    The proposed deposit requirement is equitable because, on the one 
hand, it is not so onerous as to dissuade Users from submitting orders, 
and, on the other hand, it is not so trivial that it would fail to 
deter Users from submitting exaggerated orders. It is

[[Page 74308]]

substantially similar to the deposit provision already required under 
the Ordering Window, and as such, the deposit requirement here would 
not be novel.\18\
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    \18\ See Ordering Window Approval Order, supra note 8.
---------------------------------------------------------------------------

    Under the proposed procedure, if a User wishes to reduce an order 
while on a waitlist, its deposit would not be reduced or returned, but 
rather would be applied against the User's first and subsequent months' 
invoices after the cabinets are, or the power is, delivered until the 
deposit is completely depleted. The Exchange believes that this is 
equitable because a waitlisted User would be reimbursed for all of its 
deposit even if it reduces its order. This would remove any incentive a 
User otherwise might have to understate its needs for cabinets and/or 
power out of a concern that it would not be reimbursed for the full 
amount of its deposit.
    For the reasons above, the proposed changes do not unfairly 
discriminate between or among market participants that are otherwise 
capable of satisfying any applicable co-location fees, requirements, 
terms, and conditions established from time to time by the Exchange.
    For these reasons, the Exchange believes that the proposal is 
consistent with the Act.

B. Self-Regulatory Organization's Statement on Burden on Competition

    The Exchange believes that the proposal will not impose any burden 
on competition that is not necessary or appropriate in furtherance of 
the purposes of Section 6(b)(8) of the Act.\19\
---------------------------------------------------------------------------

    \19\ 15 U.S.C. 78f(b)(8).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change does not impose 
any burden on competition that is not necessary or appropriate in 
furtherance of the purposes of the Act. The proposed rule change is 
designed to help avoid delays for waitlisted Users, by encouraging 
Users to carefully assess their true power and cabinet needs and 
protecting against Users ordering more power or cabinets than they 
actually intend to purchase. Without firm, guaranteed commitments from 
waitlisted Users to purchase cabinets or power if made available, the 
Exchange runs the risk of overestimating waitlisted Users' true demand, 
creating delays for Users further down the list. The proposed deposit 
requirement would address this by discouraging waitlisted Users from 
submitting orders for more cabinets or power than they actually intend 
to purchase, thereby facilitating a more equitable distribution of 
cabinets and power. Moreover, the Ordering Window already requires a 
deposit, and as such, the deposit requirement here would not be 
novel.\20\
---------------------------------------------------------------------------

    \20\ See Ordering Window Approval Order, supra note 8.
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C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \21\ and Rule 19b-4(f)(6) thereunder.\22\ 
Because the 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 prior to 
30 days from the date on which it was filed, or such shorter time as 
the Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder.\23\
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    \21\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \22\ 17 CFR 240.19b-4(f)(6).
    \23\ 17 CFR 240.19b-4(f)(6)(iii). 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.
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such proposed rule 
change, the Commission summarily may temporarily suspend such rule 
change if it appears to the Commission that such action is necessary or 
appropriate in the public interest, for the protection of investors, or 
otherwise in furtherance of the purposes of the Act. If the Commission 
takes such action, the Commission shall institute proceedings under 
Section 19(b)(2)(B) \24\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
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    \24\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

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-NYSE-2024-49 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-NYSE-2024-49. 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-NYSE-2024-49 and should be 
submitted on or before October 3, 2024.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\25\
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    \25\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-20637 Filed 9-11-24; 8:45 am]
BILLING CODE 8011-01-P
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