Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Cboe EDGX Exchange, Inc.; Cboe Exchange, Inc.; Cboe C2 Exchange, Inc.; Notice of Withdrawal of Proposed Rule Change To Adopt Cboe Timestamping Service, 7715 [2025-01413]
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Federal Register / Vol. 90, No. 13 / Wednesday, January 22, 2025 / Notices
SECURITIES AND EXCHANGE
COMMISSION
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–102196; File Nos. SR–
CboeBZX–2024–124; SR–CboeEDGX–2024–
082; SR–CBOE–2024–056; SR–C2–2024–
022]
Self-Regulatory Organizations; Cboe
BZX Exchange, Inc.; Cboe EDGX
Exchange, Inc.; Cboe Exchange, Inc.;
Cboe C2 Exchange, Inc.; Notice of
Withdrawal of Proposed Rule Change
To Adopt Cboe Timestamping Service
January 15, 2025.
On December 13, 2024, Cboe BZX
Exchange, Inc., Cboe EDGX Exchange,
Inc., Cboe Exchange, Inc., and Cboe C2
Exchange, Inc. (‘‘Exchanges’’) filed with
the Securities and Exchange
Commission (‘‘Commission’’), pursuant
to Section 19(b)(1) of the Securities
Exchange Act of 1934 (‘‘Act’’) 1 and Rule
19b–4 thereunder,2 proposed rule
changes to adopt the Cboe
Timestamping Service, which is a
market data service comprised of two
distinct market data reports. The
proposed rule changes were
immediately effective upon filing with
the Commission pursuant to Section
19(b)(3)(A) of the Act.3 On January 10,
2025, the Exchanges withdrew the
proposed rule changes (SR–CboeBZX–
2024–124; SR–CboeEDGX–2024–082;
SR–CBOE–2024–056; SR–C2–2024–
022).
For the Commission, by the Division of
Trading and Markets, pursuant to delegated
authority.4
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025–01413 Filed 1–21–25; 8:45 am]
BILLING CODE 8011–01–P
[Release No. 34–102201; File No. SR–NYSE–
2024–48]
Self-Regulatory Organizations; New
York Stock Exchange LLC; Notice of
Filing of Amendment No. 2 and Order
Granting Accelerated Approval of a
Proposed Rule Change, as Modified by
Amendment No. 2, To Amend Section
802.01C of the NYSE Listed Company
Manual (Price Criteria for Capital or
Common Stock) To Restrict the Use of
Reverse Stock Splits in Certain
Circumstances
January 15, 2025.
I. Introduction
On September 30, 2024, New York
Stock Exchange LLC (‘‘NYSE’’ or
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’), pursuant to Section
19(b)(1) of the Securities Exchange Act
of 1934 (‘‘Act’’) 1 and Rule 19b–4
thereunder,2 a proposed rule change to
amend Section 802.01C (Price Criteria
for Capital or Common Stock) of the
NYSE Listed Company Manual
(‘‘Manual’’) to provide that (i) a listed
company that falls below the price
criteria set forth therein and effects a
reverse stock split to regain compliance
will not be eligible for a compliance
period in certain circumstances, and (ii)
a listed company may not effectuate a
reverse stock split if it would result in
the company falling below continued
listing requirements. The proposed rule
change was published for comment in
the Federal Register on October 17,
2024.3
On November 25, 2024, pursuant to
Section 19(b)(2) of the Act,4 the
Commission designated a longer period
within which to approve the proposed
rule change, disapprove the proposed
rule change, or institute proceedings to
determine whether to disapprove the
proposed rule change.5 On December
20, 2024, the Exchange filed partial
Amendment No. 1 to the proposed rule
change, and on January 2, 2025, the
Exchange withdrew partial Amendment
No. 1 and filed partial Amendment No.
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 See Securities Exchange Act Release No. 101306
(Oct. 10, 2024), 89 FR 83738 (‘‘Notice’’). Comments
on the Notice are available at: https://www.sec.gov/
comments/sr-nyse-2024-48/srnyse202448.htm.
4 15 U.S.C. 78s(b)(2).
5 See Securities Exchange Act Release No.
101746, 89 FR 95301 (Dec. 2, 2024) (designating
January 15, 2025, as the date by which the
Commission shall either approve, disapprove, or
institute proceedings to determine whether to
disapprove the proposed rule change).
2 17
1 15
U.S.C.78s(b)(1).
CFR 240.19b–4.
3 15 U.S.C. 78s(b)(3)(A). A proposed rule change
may take effect upon filing with the Commission if
it is designated by the exchange as ‘‘establishing or
changing a due, fee, or other charge imposed by the
self-regulatory organization on any person, whether
or not the person is a member of the self-regulatory
organization.’’ 15 U.S.C. 78s(b)(3)(A)(ii).
4 17 CFR 200.30–3(a)(12).
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7715
2 to the proposed rule change
(‘‘Amendment No. 2’’).6 The
Commission is publishing this notice to
solicit comments on the proposed rule
change, as modified by Amendment No.
2, from interested persons and is
approving the proposed rule change, as
modified by Amendment No. 2, on an
accelerated basis.
II. Description of the Proposed Rule
Change, as Modified by Amendment
No. 2
The Exchange is proposing to amend
Section 802.01C of the Manual to
provide that (i) a listed company that
falls below the price criteria set forth
therein and effects a reverse stock split
to regain compliance will not be eligible
for a compliance period in certain
circumstances, and (ii) a listed company
may not effectuate a reverse stock split
if it would result in the company falling
below continued listing requirements.
Section 802.01C of the Manual
(‘‘Section 802.01C’’) provides that a
listed company will be considered to be
below compliance standards if the
average closing price of a security as
reported on the consolidated tape is less
than $1.00 over a consecutive 30
trading-day period (‘‘Price Criteria’’).7
Under Section 802.01C, once the
company is notified that it has fallen
below the Price Criteria, the company
must bring its share price and average
share price back above $1.00 by six
months following receipt of the
notification. A listed company is not
eligible to follow the procedures
outlined in Sections 802.02 and 802.03
of the Manual with respect to this
criteria.8 The company must, however,
6 Amendment No. 2 is available on the
Commission’s website at https://www.sec.gov/
comments/sr-nyse-2024-48/srnyse202448-5544951588362.pdf. As discussed below, the Exchange’s
proposal would prohibit a listed company from
effectuating a reverse stock split if the effectuation
of such reverse stock split results in the company’s
security falling below the continued listing
requirements of Section 802.01A of the Manual. In
Amendment No. 2, the Exchange proposes to adopt
additional rule text to provide that if a company
effectuates a reverse stock split in such
circumstances, the company would not be eligible
to follow the procedures outlined in Sections
802.02 and 802.03 of the Manual and the Exchange
would immediately commence suspension and
delisting procedures with respect to such security
in accordance with Section 804.00 of the Manual.
7 While the term ‘‘Price Criteria’’ is used as a
defined term in Section 802.01C, the current rule
does not actually provide a definition for the term.
The Exchange is now proposing to define the term
in the rule. See Notice, supra note 3, at 83738.
8 Sections 802.02 and 802.03 of the Manual set
forth specific procedures for listed domestic
companies and listed non-U.S. companies that are
identified as being below the Exchange’s continued
listing criteria. In general, Sections 802.02 and
802.03 of the Manual provide that if the Exchange
E:\FR\FM\22JAN1.SGM
Continued
22JAN1
Agencies
[Federal Register Volume 90, Number 13 (Wednesday, January 22, 2025)]
[Notices]
[Page 7715]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-01413]
[[Page 7715]]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 34-102196; File Nos. SR-CboeBZX-2024-124; SR-CboeEDGX-
2024-082; SR-CBOE-2024-056; SR-C2-2024-022]
Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Cboe EDGX
Exchange, Inc.; Cboe Exchange, Inc.; Cboe C2 Exchange, Inc.; Notice of
Withdrawal of Proposed Rule Change To Adopt Cboe Timestamping Service
January 15, 2025.
On December 13, 2024, Cboe BZX Exchange, Inc., Cboe EDGX Exchange,
Inc., Cboe Exchange, Inc., and Cboe C2 Exchange, Inc. (``Exchanges'')
filed with the Securities and Exchange Commission (``Commission''),
pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act'') \1\ and Rule 19b-4 thereunder,\2\ proposed rule changes to
adopt the Cboe Timestamping Service, which is a market data service
comprised of two distinct market data reports. The proposed rule
changes were immediately effective upon filing with the Commission
pursuant to Section 19(b)(3)(A) of the Act.\3\ On January 10, 2025, the
Exchanges withdrew the proposed rule changes (SR-CboeBZX-2024-124; SR-
CboeEDGX-2024-082; SR-CBOE-2024-056; SR-C2-2024-022).
---------------------------------------------------------------------------
\1\ 15 U.S.C.78s(b)(1).
\2\ 17 CFR 240.19b-4.
\3\ 15 U.S.C. 78s(b)(3)(A). A proposed rule change may take
effect upon filing with the Commission if it is designated by the
exchange as ``establishing or changing a due, fee, or other charge
imposed by the self-regulatory organization on any person, whether
or not the person is a member of the self-regulatory organization.''
15 U.S.C. 78s(b)(3)(A)(ii).
For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\4\
---------------------------------------------------------------------------
\4\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------
Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-01413 Filed 1-21-25; 8:45 am]
BILLING CODE 8011-01-P