[Federal Register Volume 85, Number 209 (Wednesday, October 28, 2020)]
[Notices]
[Page 68323]
[FR Doc No: 2020-23868]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Project No. 9985-033]

Rivers Electric Company, Inc.; Rivers Electric, LLC; Notice of
Application for Transfer of License and Soliciting Comments, Motions To
Intervene, and Protests

    On August 18, 2020, Rivers Electric, LLC (transferee) filed an
application for an after-the-fact transfer of license of the Mill Pond
Hydroelectric Project No. 9985. The project is located on Catskill
Creek, Greene County, New York.
    The applicant seeks Commission approval to transfer the license for
the Mill Pond Hydroelectric Project from Rivers Electric Company, Inc.
(transferor) to the transferee. On June 26, 2020, Rivers Electric
Company, Inc was merged into River Electric, LLC, as a result, Rivers
Electric Company, Inc. is no longer active.
    Applicant's Contacts: Mr. Matthew Wenger, CEO/COO, Rivers Electric,
LLC, c/o Clear Energy Hydro LLC, 18 South Wilcox Street, Castle Rock,
CO 80104, Phone:<PHONE_NUMBER>; Email<EMAIL_ADDRESS>
and Mr. Paul V. Nolan, Esq., 5515 17th Street North, Arlington, VA
22205, Phone:<PHONE_NUMBER> (w),<PHONE_NUMBER> (c), Email:
<EMAIL_ADDRESS>    FERC Contact: Anumzziatta Purchiaroni,<PHONE_NUMBER>,
<EMAIL_ADDRESS>    Deadline for filing comments, motions to intervene, and protests:
30 days from the date that the Commission issues this notice. The
Commission strongly encourages electronic filing. Please file comments,
motions to intervene, and protests using the Commission's eFiling
system at http://www.ferc.gov/docs-filing/efiling.asp. Commenters can
submit brief comments up to 6,000 characters, without prior
registration, using the eComment system at http://www.ferc.gov/docs-filing/ecomment.asp. You must include your name and contact information
at the end of your comments. For assistance, please contact FERC Online
Support at<EMAIL_ADDRESS>(866) 208-3676 (toll free), or
(202) 502-8659 (TTY).
    In lieu of electronic filing, you may submit a paper copy.
Submissions sent via U.S. Postal Service must be addressed to, Kimberly
D. Bose, Secretary, Federal Energy Regulatory Commission, 888 First
Street NE, Room 1A, Washington, DC 20426. Submissions sent via any
other carrier must be addressed to, Kimberly D. Bose, Secretary,
Federal Energy Regulatory Commission, 12225 Wilkins Avenue, Rockville,
Maryland 20852. The first page of any filing should include docket
number P-9985-033. Comments emailed to Commission staff are not
considered part of the Commission record.
    In addition to publishing the full text of this document in the
Federal Register, the Commission provides all interested persons an
opportunity to view and/or print the contents of this document via the
internet through the Commission's Home Page (http://ferc.gov) using the
eLibrary link. Enter the docket number excluding the last three digits
in the docket number field to access the document. At this time, the
Commission has suspended access to the Commission's Public Reference
Room, due to the proclamation declaring a National Emergency concerning
the Novel Coronavirus Disease (COVID-19), issued by the President on
March 13, 2020. For assistance, contact the Federal Energy Regulatory
Commission at<EMAIL_ADDRESS>or call toll-free, (886) 208-
3676 or TYY,<PHONE_NUMBER>.

    Dated: October 22, 2020.
Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2020-23868 Filed 10-27-20; 8:45 am]
BILLING CODE 6717-01-P


[Federal Register Volume 82, Number 165 (Monday, August 28, 2017)]
[Proposed Rules]
[Pages 40739-40740]
[FR Doc No: 2017-17878]

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DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

14 CFR Part 71

[Docket No. FAA-2017-0615; Airspace Docket No. 17-ANM-25]

Proposed Establishment of Class E Airspace; Madras, OR

AGENCY: Federal Aviation Administration (FAA), DOT.

ACTION: Notice of proposed rulemaking (NPRM).

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SUMMARY: This action proposes to establish Class E airspace extending
upward from 700 feet above the surface at Madras Municipal Airport,
Madras, OR, amending the airspace for the safety and management of
instrument flight rules (IFR) operations within the National Airspace
System. The airspace designation was inadvertently removed from FAA
Order 7400.9X on June 20, 2014.

DATES: Comments must be received on or before October 12, 2017.

ADDRESSES: Send comments on this proposal to the U.S. Department of
Transportation, Docket Operations, 1200 New Jersey Avenue SE., West
Building Ground Floor, Room W12-140, Washington, DC 20590; telephone:
1-800-647-5527, or<PHONE_NUMBER>. You must identify FAA Docket No.
FAA-2017-0615; Airspace Docket No. 17-ANM-25, at the beginning of your
comments. You may also submit comments through the Internet at http://www.regulations.gov.
    FAA Order 7400.11A, Airspace Designations and Reporting Points, and
subsequent amendments can be viewed online at http://www.faa.gov/air_traffic/publications/. For further information, you can contact the
Airspace Policy Group, Federal Aviation Administration, 800
Independence Avenue SW., Washington, DC 20591; telephone:<PHONE_NUMBER>.
The Order is also available for inspection at the National Archives and
Records Administration (NARA). For information on the availability of
FAA Order 7400.11A at NARA, call<PHONE_NUMBER>, or go to http://www.archives.gov/federal_register/code_of_federal-regulations/ibr_locations.html.
    FAA Order 7400.11, Airspace Designations and Reporting Points, is
published yearly and effective on September 15.

FOR FURTHER INFORMATION CONTACT: Tom Clark, Federal Aviation
Administration, Operations Support Group, Western Service Center, 1601
Lind Avenue SW., Renton, WA 98057; telephone<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION:

Authority for This Rulemaking

    The FAA's authority to issue rules regarding aviation safety is
found in Title 49 of the United States Code. Subtitle I, Section 106
describes the authority of the FAA Administrator. Subtitle VII,
Aviation Programs, describes in more detail the scope of the agency's
authority. This rulemaking is promulgated under the authority described
in Subtitle VII, Part A, Subpart I, Section 40103. Under that section,
the FAA is charged with prescribing regulations to assign the use of
airspace necessary to ensure the safety of aircraft and the efficient
use of airspace. This regulation is within the scope of that authority
as it would establish Class E airspace extending upward from 700 feet
above the surface for Madras Municipal Airport, Madras, OR.

History

    On April 12, 2007 (72 FR 18383) the FAA revised Class E airspace
extending upward from 700 feet above the surface at Redmond, OR, to
accommodate aircraft using new area navigation (RNAV) global
positioning system (GPS) standard instrument approach procedures at
City-County Airport, Madras, OR. The airspace for City-County Airport
was defined by the Deschutes VORTAC radials. On June 20, 2014 (79 FR
35279) the FAA revised Class E airspace extending upward from 700 feet
above the surface at Roberts Field, Redmond, OR, by removing the
airspace defined by the Deschutes VORTAC. In doing so, the FAA
inadvertently removed the airspace supporting Madras Municipal Airport
(formerly City-County Airport), Madras, OR. This proposal would
establish the amended controlled airspace designated for Madras
Municipal Airport, Madras, OR.

Comments Invited

    Interested parties are invited to participate in this proposed
rulemaking by submitting such written data, views, or arguments, as
they may desire. Comments that provide the factual basis supporting the
views and suggestions presented are particularly helpful in developing
reasoned regulatory decisions on the proposal. Comments are
specifically invited on the overall regulatory, aeronautical, economic,
environmental, and energy-related aspects of the proposal.
Communications should identify both docket numbers and be submitted in
triplicate to the address listed above. Persons wishing the FAA to
acknowledge receipt of their comments on this notice must submit with
those comments a self-addressed, stamped postcard on which the
following statement is made: ``Comments to Docket No. FAA-2017-0615/
Airspace Docket No. 17-ANM-25''. The postcard will be date/time stamped
and returned to the commenter.
    All communications received before the specified closing date for
comments will be considered before taking action on the proposed rule.
The proposal contained in this notice may be changed in light of the
comments received. A report summarizing each substantive public contact
with FAA personnel concerned with this rulemaking will be filed in the
docket.

Availability of NPRMs

    An electronic copy of this document may be downloaded through the
Internet at http://www.regulations.gov. Recently published rulemaking
documents can also be accessed through the FAA's Web page at http://www.faa.gov/air_traffic/publications/airspace_amendments/.
    You may review the public docket containing the proposal, any
comments received, and any final disposition in person in the Dockets
Office (see the ADDRESSES section for the address and phone number)
between 9:00 a.m. and 5:00 p.m., Monday through Friday, except federal
holidays. An informal docket may also be examined during normal
business hours at the Northwest Mountain Regional Office of the Federal
Aviation Administration, Air Traffic Organization, Western Service
Center, Operations Support Group, 1601 Lind Avenue SW., Renton, WA
98057.

Availability and Summary of Documents Proposed for Incorporation by
Reference

    This document proposes to amend FAA Order 7400.11A, Airspace
Designations and Reporting Points, dated August 3, 2016, and effective
September 15, 2016. FAA Order 7400.11A is publicly available as listed
in the ADDRESSES section of this document. FAA Order 7400.11A lists
Class A, B, C, D, and E airspace areas, air traffic service routes, and
reporting points.

The Proposal

    The FAA is proposing an amendment to Title 14 Code of Federal
Regulations (14 CFR) part 71 by establishing Class E airspace extending
upward from 700 feet above the surface at Madras Municipal Airport,
Madras, OR. The

airspace would be established within 4 miles northwest and 3.5 miles
southeast of the 028[deg] bearing from Madras Municipal Airport to 6.5
miles northeast of the airport, and within 4 miles northwest and 3.5
miles southeast of the 208[deg] from the airport to 7.5 miles southwest
of the airport. Additionally, a small segment 2.1 miles wide would
extend from the 180[deg] bearing from the airport to 10.6 miles south
of the airport. This proposal is necessary for the safety and
management of IFR operations at the airport.
    Class E airspace designations are published in paragraph 6005 of
FAA Order 7400.11A, dated August 3, 2016, and effective September 15,
2016, which is incorporated by reference in 14 CFR 71.1. The Class E
airspace designations listed in this document will be published
subsequently in the Order.

Regulatory Notices and Analyses

    The FAA has determined that this proposed regulation only involves
an established body of technical regulations for which frequent and
routine amendments are necessary to keep them operationally current, is
non-controversial and unlikely to result in adverse or negative
comments. It, therefore: (1) Is not a ``significant regulatory action''
under Executive Order 12866; (2) is not a ``significant rule'' under
DOT Regulatory Policies and Procedures (44 FR 11034; February 26,
1979); and (3) does not warrant preparation of a regulatory evaluation
as the anticipated impact is so minimal. Since this is a routine matter
that will only affect air traffic procedures and air navigation, it is
certified that this proposed rule, when promulgated, would not have a
significant economic impact on a substantial number of small entities
under the criteria of the Regulatory Flexibility Act.

Environmental Review

    This proposal will be subject to an environmental analysis in
accordance with FAA Order 1050.1F, ``Environmental Impacts: Policies
and Procedures'' prior to any FAA final regulatory action.

List of Subjects in 14 CFR Part 71

    Airspace, Incorporation by reference, Navigation (air).

The Proposed Amendment

    Accordingly, pursuant to the authority delegated to me, the Federal
Aviation Administration proposes to amend 14 CFR part 71 as follows:

PART 71--DESIGNATION OF CLASS A, B, C, D, AND E AIRSPACE AREAS; AIR
TRAFFIC SERVICE ROUTES; AND REPORTING POINTS

0
1. The authority citation for 14 CFR part 71 continues to read as
follows:

    Authority: 49 U.S.C. 106(f), 106(g), 40103, 40113, 40120; E.O.
10854, 24 FR 9565, 3 CFR, 1959-1963 Comp., p. 389.

Sec.  71.1   [Amended]

0
2. The incorporation by reference in 14 CFR 71.1 of FAA Order 7400.11A,
Airspace Designations and Reporting Points, dated August 3, 2016, and
effective September 15, 2016, is amended as follows:

Paragraph 6005 Class E Airspace Areas Extending Upward From 700
Feet or More Above the Surface of the Earth.

* * * * *

ANM OR E5 Madras, OR [New]

Madras Municipal Airport, OR
    (Lat. 44[deg]40'13'' N., long. 121[deg]09'19'' W.)

    That airspace extending upward from 700 feet above the surface
within 4 miles northwest and 3.5 miles southeast of the 028[deg]
bearing from Madras Municipal Airport extending to 6.5 miles
northeast of the airport, and within 4 miles northwest and 3.5 miles
southeast of the 208[deg] bearing from the airport extending to 7.5
miles southwest of the airport, and within 1.0 miles west and 1.1
miles east of the 180[deg] bearing from the airport extending to
10.6 miles south of the airport.

    Issued in Seattle, Washington, on August 15, 2017.
David G. Parker,
Acting Group Manager, Operations Support Group, Western Service Center.
[FR Doc. 2017-17878 Filed 8-25-17; 8:45 am]
BILLING CODE 4910-13-P


[Federal Register Volume 88, Number 114 (Wednesday, June 14, 2023)]
[Notices]
[Pages 38907-38913]
[FR Doc No: 2023-12758]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-97688; File No. SR-NYSE-2023-12]

Self-Regulatory Organizations; New York Stock Exchange LLC;
Notice of Filing of Amendment No. 1 and Order Granting Accelerated
Approval of a Proposed Rule Change, as Modified by Amendment No. 1, To
Adopt New Section 303A.14 of the NYSE Listed Company Manual To
Establish Listing Standards Related to Recovery of Erroneously Awarded
Incentive-Based Executive Compensation

June 9, 2023.

I. Introduction

    On February 22, 2023, New York Stock Exchange LLC (``NYSE'' or the
``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 adopt new Section 303A.14 of the NYSE Listed
Company Manual (``Manual'') to require issuers to adopt and comply with
a policy providing for the recovery of erroneously awarded incentive-
based compensation received by current or former executive officers as
required by Rule 10D-1 under the Act (``Rule 10D-1''). The proposed
rule change was published for comment in the Federal Register on March
13, 2023.\3\ On April 24, 2023, the Commission extended the time period
within which to approve the proposed rule change, disapprove the
proposed rule change, or institute proceedings to determine whether to
approve or disapprove the proposed rule change.\4\ On June 5, 2023, the
Exchange filed Amendment No. 1 to the proposed rule change, which
replaced and superseded the proposed rule change as originally
filed.\5\ The Commission is publishing this notice to solicit comments
on the proposed rule change, as modified by Amendment No. 1, from
interested persons and is approving the proposed rule change, as
modified by Amendment No. 1, on an accelerated basis.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 97055 (March 7,
2023), 88 FR 15480 (``Notice''). Comments received on the proposed
rule change are available at: https://www.sec.gov/comments/sr-nyse-2023-12/srnyse202312.htm.
    \4\ See Securities Exchange Act Release No. 97354, 88 FR 26371
(April 28, 2023).
    \5\ Amendment No. 1 is available on the Commission's website at
https://www.sec.gov/comments/sr-nyse-2023-12/srnyse202312-199379-399262.pdf. In Amendment No. 1, the Exchange (i) proposes to amend
Section 303A.00 of the Manual to make it clear, consistent with the
language of proposed Section 303A.14 of the Manual (``Section
303A.14''), that all listed issuers listing the following securities
are required to comply with the requirements of Section 303A.14: (a)
closed-end and open-end funds, (b) passive business organizations,
listed derivative or special purpose securities, (c) foreign private
issuers, and (d) issuers listing only preferred or debt securities
on the NYSE (including securities listed under NYSE Rule 5.2(j));
(ii) amends proposed Section 303A.14(b) to provide that the
effective date of Section 303A.14 would be October 2, 2023; and
(iii) amends proposed Section 802.01F of the Manual (Noncompliance
with Section 303A.14 (Erroneously Awarded Compensation)) (``Section
802.01F'') to provide that in the event of any failure by a listed
issuer to comply with any requirement of Section 303A.14, the
Exchange may at its sole discretion provide such issuer with an
initial six-month cure period and an additional six-month cure
period.
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II. Background and Description of the Proposal, as Modified by
Amendment No. 1

    On October 26, 2022, the Commission adopted final Rule 10D-1 \6\ to
implement Section 954 of the Dodd-Frank Wall Street Reform and Consumer
Protection Act of 2010 (``Dodd-Frank Act''), which added Section 10D to
the Act. Section 10D of the Act requires the Commission to adopt rules
directing the national securities exchanges to prohibit the listing of
any security of an issuer that is not in compliance with the
requirements of Section 10D of the Act. Rule 10D-1 requires national
securities exchanges that list securities to establish listing
standards that require each issuer to adopt and comply with a written
executive compensation recovery policy and to provide the disclosures
required by Rule 10D-1 and in the applicable Commission filings.\7\
Under Rule 10D-1, listed companies must recover from current and former
executive officers incentive-based compensation received

during the three completed fiscal years preceding the date on which the
issuer is required to prepare an accounting restatement.
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    \6\ 17 CFR 240.10D-1.
    \7\ See Securities Exchange Act Release No. 96159, 87 FR 73076
(November 28, 2022) (``Adopting Release''). Rule 10D-1 requires such
exchange listing rules to be effective no later than one year after
November 28, 2022. Rule 10D-1 further requires that each listed
issuer: (i) adopt the required recovery policy no later than 60 days
following the effective date of the listing standard; (ii) comply
with the recovery policy for all incentive-based compensation
received by executive officers on or after the effective date of the
applicable listing standard; and (iii) provide the required
disclosures on or after the effective date of the listing standard.
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    As required by Rule 10D-1, the Exchange proposes to adopt Section
303A.14 entitled ``Erroneously Awarded Compensation.'' Proposed Section
303A.14 (the ``Rule'') mirrors the text of Rule 10D-1. Specifically,
proposed Section 303A.14 would require NYSE listed issuers to adopt a
recovery policy that complies with the requirements of the Rule
(``recovery policy''), comply with their recovery policy, and provide
the required disclosures in the applicable Commission filing.\8\
Proposed Section 303A.14 would prohibit the initial or continued
listing of any security of an issuer that is not in compliance with the
requirements of any portion of the rule.\9\
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    \8\ See proposed Section 303A.14(b) and (c).
    \9\ See proposed Section 303A.14(a).
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    Specifically, proposed Section 303A.14(c)(1) would require each
issuer, for initial and continued listing, to adopt and comply with a
written recovery policy providing that the issuer will recover
reasonably promptly the amount of erroneously awarded incentive-based
compensation in the event that the issuer is required to prepare an
accounting restatement due to the material noncompliance of the issuer
with any financial reporting requirement under the securities laws,
including any required accounting restatement to correct an error in
previously issued financial statements that is material to the
previously issued financial statements, or that would result in a
material misstatement if the error were corrected in the current period
or left uncorrected in the current period.
    The issuer's recovery policy must apply to all incentive-based
compensation received by a person: (A) after beginning service as an
executive officer; (B) who served as an executive officer at any time
during the performance period for that incentive-based compensation;
(C) while the issuer has a class of securities listed on a national
securities exchange or a national securities association; and (D)
during the three completed fiscal years immediately preceding the date
that the issuer is required to prepare an accounting restatement as
described in paragraph (c)(1) of the Rule.\10\ An issuer's obligation
to recover erroneously awarded compensation is not dependent on if or
when the restated financial statements are filed.
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    \10\ See proposed Section 303A.14(c)(1)(i). In addition to these
last three completed fiscal years, the recovery policy must apply to
any transition period (that results from a change in the issuer's
fiscal year) within or immediately following those three completed
fiscal years. However, a transition period between the last day of
the issuer's previous fiscal year end and the first day of its new
fiscal year that comprises a period of nine to 12 months would be
deemed a completed fiscal year.
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    For purposes of determining the relevant recovery period, the date
that an issuer is required to prepare an accounting restatement as
described in paragraph (c)(1) of the Rule is the earlier to occur of:
(A) the date the issuer's board of directors, a committee of the board
of directors, or the officer or officers of the issuer authorized to
take such action if board action is not required, concludes, or
reasonably should have concluded, that the issuer is required to
prepare an accounting restatement as described in paragraph (c)(1) of
the Rule; or (B) the date a court, regulator, or other legally
authorized body directs the issuer to prepare an accounting restatement
as described in paragraph (c)(1) of the Rule.\11\
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    \11\ See proposed Section 303A.14(c)(1)(ii).
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    The amount of incentive-based compensation that must be subject to
the issuer's recovery policy (``erroneously awarded compensation'') is
the amount of incentive-based compensation received that exceeds the
amount of incentive-based compensation that otherwise would have been
received had it been determined based on the restated amounts, and must
be computed without regard to any taxes paid. For incentive-based
compensation based on stock price or total shareholder return, where
the amount of erroneously awarded compensation is not subject to
mathematical recalculation directly from the information in an
accounting restatement: (A) the amount must be based on a reasonable
estimate of the effect of the accounting restatement on the stock price
or total shareholder return upon which the incentive-based compensation
was received; and (B) the issuer must maintain documentation of the
determination of that reasonable estimate and provide such
documentation to the Exchange.\12\
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    \12\ See proposed Section 303A.14(c)(1)(iii).
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    The issuer must recover erroneously awarded compensation in
compliance with its recovery policy except to the extent that one of
the conditions set forth below is met, and the issuer's committee of
independent directors responsible for executive compensation decisions,
or in the absence of such a committee, a majority of the independent
directors serving on the board, has made a determination that recovery
would be impracticable.
     The direct expense paid to a third party to assist in
enforcing the policy would exceed the amount to be recovered. Before
concluding that it would be impracticable to recover any amount of
erroneously awarded compensation based on expense of enforcement, the
issuer must make a reasonable attempt to recover such erroneously
awarded compensation, document such reasonable attempt(s) to recover,
and provide that documentation to the Exchange.
     Recovery would violate home country law where that law was
adopted prior to November 28, 2022. Before concluding that it would be
impracticable to recover any amount of erroneously awarded compensation
based on violation of home country law, the issuer must obtain an
opinion of home country counsel, acceptable to the Exchange, that
recovery would result in such a violation, and must provide such
opinion to the Exchange.
     Recovery would likely cause an otherwise tax-qualified
retirement plan, under which benefits are broadly available to
employees of the registrant, to fail to meet the requirements of 26
U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and regulations thereunder.\13\
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    \13\ See proposed Section 303A.14(c)(1)(iv).
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    The issuer is prohibited from indemnifying any executive officer or
former executive officer against the loss of erroneously awarded
compensation.\14\
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    \14\ See proposed Section 303A.14(c)(1)(v).
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    Proposed Section 303A.14(c)(2) would require that each issuer file
all disclosures with respect to such recovery policy in accordance with
the requirements of the federal securities laws, including the
disclosure required by the applicable Commission filings.
    Proposed Section 303A.14(d) would provide that the requirements of
the Rule do not apply to the listing of: (1) a security futures product
cleared by a clearing agency that is registered pursuant to section 17A
of the Act (15 U.S.C. 78q-1) or that is exempt from the registration
requirements of section 17A(b)(7)(A) (15 U.S.C. 78q-1(b)(7)(A)); (2) a
standardized option, as defined in 17 CFR 240.9b-1(a)(4), issued by a
clearing agency that is registered pursuant to section 17A of the Act
(15 U.S.C. 78q-1); (3) any security issued by a unit investment trust,
as defined in 15 U.S.C. 80a-4(2); and (4) any security issued by a
management company, as defined in 15 U.S.C. 80a-4(3), that is
registered under Section 8 of the Investment Company Act of 1940 (15
U.S.C. 80a-8), if such management company has not awarded incentive-

based compensation to any executive officer of the company in any of
the last three fiscal years, or in the case of a company that has been
listed for less than three fiscal years, since the listing of the
company.
    Proposed Section 303A.14(e) would provide that, unless the context
otherwise requires, the following definitions apply for purposes of the
Rule:
     Executive Officer. An executive officer is the issuer's
president, principal financial officer, principal accounting officer
(or if there is no such accounting officer, the controller), any vice-
president of the issuer in charge of a principal business unit,
division, or function (such as sales, administration, or finance), any
other officer who performs a policy-making function, or any other
person who performs similar policy-making functions for the issuer.
Executive officers of the issuer's parent(s) or subsidiaries are deemed
executive officers of the issuer if they perform such policy making
functions for the issuer. In addition, when the issuer is a limited
partnership, officers or employees of the general partner(s) who
perform policy-making functions for the limited partnership are deemed
officers of the limited partnership. When the issuer is a trust,
officers, or employees of the trustee(s) who perform policy-making
functions for the trust are deemed officers of the trust. Policy-making
function is not intended to include policy-making functions that are
not significant. Identification of an executive officer for purposes of
the Rule would include at a minimum executive officers identified
pursuant to 17 CFR 229.401(b).
     Financial reporting measures. Financial reporting measures
are measures that are determined and presented in accordance with the
accounting principles used in preparing the issuer's financial
statements, and any measures that are derived wholly or in part from
such measures. Stock price and total shareholder return are also
financial reporting measures. A financial reporting measure need not be
presented within the financial statements or included in a filing with
the Commission.
     Incentive-based compensation. Incentive-based compensation
is any compensation that is granted, earned, or vested based wholly or
in part upon the attainment of a financial reporting measure.
     Received. Incentive-based compensation is deemed received
in the issuer's fiscal period during which the financial reporting
measure specified in the incentive-based compensation award is
attained, even if the payment or grant of the incentive-based
compensation occurs after the end of that period.
    Proposed Section 303A.14(b) would provide that the effective date
of the Rule (``effective date'') is October 2, 2023 and that each
listed issuer must (i) adopt the recovery policy no later than 60 days
following the effective date; (ii) comply with its recovery policy for
all incentive-based compensation received (as such term is defined in
proposed Section 303A.14(e)) by executive officers on or after the
effective date; \15\ and (iii) provide the required disclosures in the
applicable Commission filings required on or after the effective
date.\16\
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    \15\ As described above, a NYSE listed issuer would have to
comply with its recovery policy for all incentive-based compensation
received by executive officers on or after the effective date of the
applicable listing standard (i.e., Section 303A.14). Incentive-based
compensation that is the subject of a compensation contract or
arrangement that existed prior to the effective date of Rule 10D-1
would still be subject to recovery under the Exchange's rule if such
compensation was received on or after the effective date of Section
303A.14, as required by Rule 10D-1. See Adopting Release, supra note
7, and also definitions of ``incentive based compensation'' and
``received'' in proposed Section 303A.14(e).
    \16\ See Amendment No. 1, supra note 5, at 5-6. In support of
proposing an effective date of October 2, 2023, the Exchange states
it believes this is consistent with Section 10D ``and the goal of
implementing the proposed rule promptly while also being consistent
with the expectations of listed issuer that the proposed rules would
take effect a year after the adoption of Rule 10D-1 based on the
issuers' understanding of a statement made . . . in the Rule 10D-1
Adopting Release.'' See id.
---------------------------------------------------------------------------

    The Exchange also proposes additional clarifying changes to Section
303A.00 of the Manual (Introduction; Preferred and Debt Listings)
(``Section 303A.00'') to make clear, consistent with the language of
proposed Section 303A.14, that all listed issuers listing the following
securities are required to comply with the requirements of Section
303A.14: (i) closed-end and open-end funds; (ii) passive business
organization, listed derivative or special purpose securities; (iii)
foreign private issuers; and (iv) issuers listing only preferred or
debt securities on the NYSE (including securities listed under NYSE
Rule 5.2(j)).\17\
---------------------------------------------------------------------------

    \17\ See id. at 12.
---------------------------------------------------------------------------

    The Exchange states that the proposed new requirements described
above are consistent with the protection of investors and the public
interest because they further the goal of ensuring the accuracy of the
financial disclosure of listed issuers and may improve the overall
quality and reliability of financial reporting as well as provide
clarification by conforming the text of Section 303A.00 to the
requirements of proposed Section 303A.14.\18\
---------------------------------------------------------------------------

    \18\ See id. at 12-13.
---------------------------------------------------------------------------

    As described above, Rule 10D-1 requires national securities
exchanges to prohibit the initial or continued listing of any security
of an issuer not in compliance with its rules adopted to comply with
Rule 10D-1. The Exchange proposes therefore to require that a listed
issuer will be subject to delisting in the event of any failure by such
listed issuer to comply with any requirement of Section 303A.14,
including the requirement to adopt a recovery policy that complies with
the applicable listing standard, disclose the policy in accordance with
Commission rules or comply with its recovery policy. The Exchange
states that the proposed delisting process that sets forth procedures
that would apply if an issuer failed to comply with Section 303A.14 is
closely modeled on the provisions with respect to late filings set
forth in Section 802.01E of the Manual.\19\ Specifically, the Exchange
proposes to adopt proposed Section 802.01F of the Manual (Noncompliance
with Section 303A.14 (Erroneously Awarded Compensation)) to provide
that a listed issuer that is out of compliance with the Rule \20\ and
fails to regain compliance within any cure period provided by the
Exchange (as further described below) would have its listed securities
immediately suspended and the

Exchange would immediately commence delisting procedures with respect
to all such listed securities.\21\ Proposed Section 802.01F(c) would
provide that the Exchange may afford a listed issuer that fails to
comply with any of the requirements of the Rule an initial six-month
period to cure the deficiency.\22\ If the issuer fails to cure the
delinquency within the initial cure period, the Exchange may either
afford the issuer up to an additional six months to cure the deficiency
or, if the Exchange determines that an additional cure period is not
appropriate,\23\ commence suspension and delisting procedures in
accordance with Section 804.00 of the Manual.\24\ Notwithstanding the
foregoing, the Exchange may in its sole discretion decide (i) not to
afford a listed issuer any initial cure period or additional cure
period, or (ii) at any time during such cure period, to truncate the
cure period and immediately commence suspension and delisting
procedures if the listed issuer is subject to delisting pursuant to any
other provision of the Manual, including if the Exchange believes, in
the Exchange's sole discretion, that continued listing and trading of a
listed issuer's securities on the Exchange is inadvisable or
unwarranted.\25\ In determining whether an initial or additional cure
period is appropriate, or whether either such period should be
truncated, the Exchange will consider the likelihood that the
delinquency can be cured during such period.\26\ The Exchange may also
commence suspension and delisting procedures without affording any cure
period at all or at any time during the initial or additional cure
period if the Exchange believes, in the Exchange's sole discretion,
that it is advisable to do so on the basis of an analysis of all
relevant factors.\27\ In no event would the Exchange continue to trade
a listed issuer's securities if that listed issuer has failed to cure
its delinquency with the Rule on the date that is twelve months after
the date the Exchange notified the issuer of the delinquency.\28\
---------------------------------------------------------------------------

    \19\ See id. at 13. NYSE's original filing included provisions
establishing cure periods to be applied in the event of a listed
issuer's failure to adopt a recovery policy within the required time
period, but did not establish cure periods for other incidents of
noncompliance with Section 303A.14. Amendment No. 1 revised these
cure period provisions so that they are now applicable to all
incidents of noncompliance with Section 303A.14 and not just delayed
adoption of recovery policies. See id. at 4 n.4. The Exchange states
that it believes the compliance procedures, as amended, ``are
appropriately rigorous and are consistent with the public interest
and the interests of investors.'' See id. at 13.
    \20\ Proposed Section 802.01F(b) provides that a listed issuer
will be deemed to be below standards in the event of any failure by
such listed issuer to comply with any requirement of the Rule. The
listed issuer would be required to notify the Exchange in writing
within five days of any type of delinquency. When the Exchange
determines that a delinquency has occurred, it will promptly send
written notification to a listed issuer of the procedures set forth
in the rule and, within five days of the date of receipt of such
notification, the listed issuer will be required to (i) contact the
Exchange to discuss the status of resolution of the delinquency and
(ii) issue a press release disclosing the occurrence of the
delinquency, the reason for the delinquency and, if known, the
anticipated date the delinquency will be cured. If the listed issuer
has not issued the required press release within five days of the
date of the delinquency notification, the Exchange will issue a
press release stating that the issuer has incurred a delinquency and
providing a description thereof. See proposed Section 802.01F(b).
    \21\ See proposed Sections 303A.14(a) and (d). Such listed
issuer would not be eligible to follow the procedures outlined in
Sections 802.02 and 802.03 of the Manual with respect to such a
delisting determination, and any such listed issuer would be subject
to delisting procedures as set forth in Section 804.00 of the
Manual. Section 804.00 of the Manual (Procedure for Delisting)
provides that an issuer subject to a delisting determination has a
right to a review of the determination by a committee of the Board
of Directors of the Exchange, provided a written request for such a
review is filed with the Secretary of the Exchange within ten
business days after receiving written notice of the delisting. See
Section 804.00 of the Manual.
    \22\ During such six-month period, the Exchange would monitor
the listed issuer and the status of resolution of the delinquency
until the delinquency is cured. See proposed Section 802.01F(c).
    \23\ In determining whether an additional cure period is
appropriate, the Exchange will consider the likelihood that the
delinquency can be cured during the additional cure period. See
proposed Section 802.01F(d).
    \24\ An issuer would not be eligible to follow the procedures
outlined in Sections 802.02 and 802.03 of the Manual. See proposed
Section 802.01F(c).
    \25\ See id.
    \26\ See id.
    \27\ See id.
    \28\ See proposed Section 802.01F(d).
---------------------------------------------------------------------------

III. Discussion and Commission Findings

    After careful review, the Commission finds that the proposed rule
change, as modified by Amendment No. 1, is consistent with the
requirements of the Act and the rules and regulations thereunder
applicable to a national securities exchange.\29\ In particular, the
Commission finds that the proposed rule change is consistent with the
requirements of Section 6(b) of the Act.\30\ Specifically, the
Commission finds that the proposed rule change is consistent with
Section 6(b)(5) of the Act,\31\ which requires, among other things,
that the rules of a national securities exchange be designed to prevent
fraudulent and manipulative acts and practices, to promote just and
equitable principles of trade, 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 are not
designed to permit unfair discrimination between customers, issuers,
brokers, or dealers. In addition, the Commission finds that the
proposed rule change is consistent with Section 6(b)(7) of the Act,\32\
which requires, among other things, that the rules of a national
securities exchange provide a fair procedure for the prohibition or
limitation by the exchange of any person with respect to access to
services offered by the exchange. The proposed rule change, as modified
by Amendment No. 1, is also consistent with Section 10D of the Act \33\
and Rule 10D-1 thereunder, as further described below.\34\
---------------------------------------------------------------------------

    \29\ 15 U.S.C. 78f(b). In approving this proposed rule change,
the Commission has considered the proposed rule change's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
    \30\ 15 U.S.C. 78f(b).
    \31\ 15 U.S.C. 78f(b)(5).
    \32\ 15 U.S.C. 78(b)(7).
    \33\ 15 U.S.C. 78j-4.
    \34\ 17 CFR 240.10D-1.
---------------------------------------------------------------------------

    The development and enforcement of meaningful listing standards for
a national securities exchange is of substantial importance to
financial markets and the investing public. Meaningful listing
standards are especially important given investor expectations
regarding the nature of companies that have achieved an exchange
listing for their securities, and the role of an exchange in overseeing
its market and assuring compliance with its listing standards.\35\ The
corporate governance standards embodied in the listing rules of
national securities exchanges, in particular, play an important role in
assuring that companies listed for trading on the exchanges' markets
observe good governance practices, including a fair approach and
greater accountability for the recovery of erroneously awarded
compensation.\36\
---------------------------------------------------------------------------

    \35\ See, e.g., Securities Exchange Release Nos. 65708 (November
8, 2011), 76 FR 70799 70802 (November 15, 2011) (SR-NASDAQ-2011-
073); 63607 (December 23, 2010), 75 FR 82420, 82422 (December 30,
2010) (SR-NASDAQ-2010-137); 57785 (May 6, 2008), 73 FR 27597, 27599
(May 13, 2008) (SR-NYSE-2008-17); and 93256 (October 4, 2021), 86 FR
56338 (October 8, 2021) (SR-NASDAQ-2021-007).
    \36\ See, e.g., Securities Exchange Release No. 68639 (January
11, 2013), 78 FR 4570, 4579 (January 22, 2013) (SR-NYSE-2012-49)
(stating, in connection with the modification of exchange rules for
compensation committees of listed issuers to comply with Rule 10C-1
of the Act, that corporate governance listing standards ``play an
important role in assuring that companies listed for trading on the
exchanges' markets observe good governance practices, including a
reasoned, fair, and impartial approach for determining the
compensation of corporate executives'' and stating that the proposal
would foster ``greater transparency, accountability and
objectivity'' in oversight of compensation practices.).
---------------------------------------------------------------------------

    In enacting Section 10D of the Act,\37\ Congress resolved to
require national securities exchanges to establish listing standards to
require listed issuers to develop and comply with a policy to recover
incentive-based compensation erroneously awarded on the basis of
financial information that requires an accounting restatement.\38\ In
October

2022, as required by this legislation, the Commission adopted Rule 10D-
1 under the Act, which directs the national securities exchanges to
establish listing standards that require issuers to: (i) develop and
comply with written policies for recovery of incentive-based
compensation based on financial information required to be reported
under the securities laws, applicable to the issuers' executive
officers, during the three completed fiscal years immediately preceding
the date that the issuer is required to prepare an accounting
restatement; and (ii) disclose those compensation recovery policies in
accordance with Commission rules. In response, the Exchange has filed
the proposed rule change, which includes rules intended to comply with
the requirements of Rule 10D-1.
---------------------------------------------------------------------------

    \37\ Public Law 111-203, sec. 954, 124 Stat. 1376, 1904 (2010)
(codified at 15 U.S.C. 78j-4).
    \38\ As a part of the Dodd-Frank Act legislative process, in a
2010 report, the Senate Committee on Banking, Housing and Urban
Affairs stated that it is ``unfair to shareholders for corporations
to allow executive officers to retain compensation that they were
awarded erroneously.'' See Report of the Senate Committee on
Banking, Housing, and Urban Affairs, S. 3217, Report No. 111-176 at
135-36 (Apr. 30, 2010) (``Senate Report'') at 135. See also Adopting
Release, supra note 7, 87 FR at 73077 (citing to the Senate Report)
(``The language and legislative history of the Dodd-Frank Act make
clear that Section 10D is premised on the notion that an executive
officer should not retain incentive-based compensation that, had the
issuer's accounting been correct in the first instance, would not
have been received by the executive officer, regardless of any fault
of the executive officer for the accounting errors. The Senate
Report also indicates that shareholders should not `have to embark
on costly legal expenses to recoup their losses' and that
`executives must return monies that should belong to the
shareholders.' '').
---------------------------------------------------------------------------

    The Exchange's proposed Section 303A.14 incorporates the
requirements of Rule 10D-1. The Commission believes that the Exchange's
proposal will foster greater fairness, accountability, and transparency
to shareholders of listed issuers by advancing the recovery of
incentive-based compensation that was erroneously awarded on the basis
of financial information that requires an accounting restatement,
consistent with Section 10D of the Act \39\ and Rule 10D-1
thereunder,\40\ and will therefore further the protection of investors
consistent with Section 6(b)(5) of the Act.\41\ In addition, as the
Commission stated in the Adopting Release, the recovery requirements
may provide executive officers with an increased incentive to take
steps to reduce the likelihood of inadvertent misreporting and will
reduce the financial benefits to executive officers who choose to
pursue impermissible accounting methods, which can further discourage
such behavior.\42\ The Commission believes that these benefits of the
Exchange's new rules on the recovery of erroneously awarded
compensation will protect investors and the public interest as required
under Section 6(b)(5) of the Act.
---------------------------------------------------------------------------

    \39\ 15 U.S.C. 78j-4.
    \40\ 17 CFR 240.10D-1.
    \41\ 15 U.S.C. 78f(b)(5).
    \42\ See Adopting Release, supra note 7, 87 FR at 73077. See
also Amendment No. 1, supra note 5, at 12-13, agreeing with the
Commission's statement on the benefits of the recovery policy.
---------------------------------------------------------------------------

    Rule 10D-1 and proposed Section 303A.14 require that a listed
issuer recover the amount of erroneously awarded incentive-based
compensation ``reasonably promptly.'' One commenter requested NYSE
include guidance in its proposed listing standards regarding what the
exchange will consider in evaluating whether an issuer is pursuing
recovery ``reasonably promptly'' under its policy and provided a non-
exclusive list of factors the Exchange could consider and set forth in
its rules.\43\ As discussed above, NYSE's proposed rule mirrors the
language in Rule 10D-1 and such guidance is not included in the rule
text of Rule 10D-1. The Adopting Release stated that whether an issuer
is acting reasonably promptly ``will depend on the particular facts and
circumstances applicable to that issuer'' and ``the final rules do not
restrict exchanges from adopting more prescriptive approaches to the
timing and method of recovery under their rules in compliance with
Section 19(b) of the Exchange Act . . .'' \44\ Rule 10D-1 also does not
compel the exchanges to adopt a more prescriptive approach to the
timing and method of recovery. In its proposal, NYSE stated that ``the
issuer's obligation to recover erroneously awarded incentive-based
compensation reasonably promptly will be assessed on a holistic basis
with respect to each such accounting restatement prepared by the
issuer'' and that ``[i]n evaluating whether an issuer is recovering
erroneously awarded incentive-based compensation reasonably promptly,
the Exchange will consider whether the issuer is pursuing an
appropriate balance of cost and speed in determining the appropriate
means to seek recovery, and whether the issuer is securing recovery
through means that are appropriate based on the particular facts and
circumstances of each executive officer that owes a recoverable
amount.'' \45\ The Commission believes this guidance provided by the
Exchange is consistent with the Commission's statements regarding when
an issuer is acting ``reasonably promptly'' as expressed in the
Adopting Release, with Rule 10D-1 and with the Act.\46\
---------------------------------------------------------------------------

    \43\ See Letter to Vanessa Countryman, Secretary, Commission,
from Wilson Sonsini Goodrich & Rosati, dated April 4, 2024 [sic]
(``Wilson Sonsini Letter''), at 4.
    \44\ See Adopting Release, supra note 7, 87 FR at 73104. For
example, the Commission stated that after the exchanges have
observed issuer performance they can use any resulting data to
assess the need for further guidelines to ensure prompt and
effective recovery. See id.
    \45\ See Amendment No. 1, supra note 5, at 5.
    \46\ See Adopting Release, supra note 7, 87 FR 73104.
---------------------------------------------------------------------------

    Rule 10D-1 requires issuers subject to the listing standards to
adopt a recovery policy no later than 60 days following the date on
which the applicable listing standards become effective and to comply
with their recovery policy, and provide the required disclosures, on or
after the effective date. The Commission received comment letters
requesting the Commission not approve the proposal before November 28,
2023, citing burdens to issuers, including with respect to assessing
the impact of the new listing standards on their existing executive
compensation programs, developing and implementing compliant policies,
and obtaining board (and in some cases shareholder) approval.\47\
Commenters stated that listed issuers anticipated an effective date of
November 28, 2023 based on the language in Rule 10D-1 requiring that
the new listing standards become effective by no later than one year
following the publication of the final rules in the Federal
Register.\48\ One commenter stated that the Adopting Release stated
that ``issuers will have more than a year from the date the final rules
are published in the Federal Register to prepare and adopt compliant
recovery policies.'' \49\ The Exchange, in Amendment No. 1, is
proposing that the effective date of Section 303A.14 be October 2,
2023.\50\ The Exchange believes that setting this date as the effective
date will ensure that issuers have more than a year from the date Rule
10D-1 was published in the Federal Register to adopt recovery
policies.\51\ This is consistent with language in Rule 10D-1 and the
Adopting Release, while also ensuring

prompt implementation of this proposed rule.
---------------------------------------------------------------------------

    \47\ See, e.g., Wilson Sonsini Letter at 5; Letter to Vanessa
Countryman, Secretary, Commission, from Davis Polk Wardwell LLP et
al., submitted on behalf of 39 law firms, dated April 3, 2023
(``Davis Polk Letter''); Letter to Vanessa Countryman, Secretary,
Commission, from C. Edward Allen, Vice President, Policy & Advocacy,
and Christina Maguire, President & CEO, Society for Corporate
Governance, dated April 3, 2023 (``Society Letter''); Letter to
Vanessa Countryman, Secretary, Commission, from American Securities
Association, Business Roundtable, Center On Executive Compensation,
National Association of Manufacturers, and U.S. Chamber of Commerce,
dated April 3, 2023 (``ASA Letter'').
    \48\ See, e.g., Society Letter at 1; ASA Letter at 2.
    \49\ See Davis Polk Letter at 1 n.1 (citing to Adopting Release,
supra note 7, 87 FR at 73111).
    \50\ See Amendment No. 1, supra note 5, amending proposed
Section 303A.14(b).
    \51\ Listed issuers will need to have their recovery policy in
place no later than 60 days following the effective date of October
2, 2023, which would be more than a year after publication of Rule
10D-1 in the Federal Register. Listed issuers will also have to
comply with their recovery policy for all incentive-based
compensation received by executive officers on or after the
effective date of October 2, 2023, and provide the required
disclosures in the applicable Commission filings on or after the
effective date of October 2, 2023. See Adopting Release, supra note
7, and also definitions of ``incentive based compensation'' and
``received'' in proposed Section 303A.14(e). See also supra notes
15-16 and accompanying text.
---------------------------------------------------------------------------

    With respect to a listed issuer that fails to comply with proposed
Section 303A.14, the Exchange has proposed delisting procedures that
are closely modeled on its current procedures applicable to listed
issuers subject to a filing delinquency set forth in Section 802.01E of
the Manual.\52\ The Commission believes that these procedures, as
modified by Amendment No. 1, for listed issuers out of compliance with
proposed Section 303A.14, which are consistent with the procedures for
filing delinquencies, adequately meet the mandate of Rule 10D-1 and are
consistent with investor protection and the public interest, since they
give a listed issuer a reasonable time period to cure non-compliance
with these important requirements before they will be delisted while
helping to ensure that listed issuers that are non-compliant will not
remain listed for an inappropriate amount of time.\53\ Additionally,
the proposed delisting process, including the cure period and the right
to a review of a delisting determination by a committee of the Board of
Directors of the Exchange, is consistent with Section 6(b)(7) of the
Act in that it provides a fair procedure for the review of delisting
determinations based on violations of the Exchange's rules for
recovering erroneous compensation.
---------------------------------------------------------------------------

    \52\ See supra notes 19-28 and accompanying text.
    \53\ The Exchange originally proposed that if an issuer was non-
compliant with any of the provisions of the Rule (except for a
delayed adoption of a recovery policy), the Exchange would
immediately suspend and commence delisting procedures with respect
to such issuer's listed securities. See Notice, supra note 3, at
15482. One commenter stated that the Exchange's proposal should be
amended to allow issuers a period of time to submit a plan of
compliance and to cure any failure to comply with the listing
standards before being delisted. See Wilson Sonsini Letter, at 2-3.
Another commenter also criticized the Exchange's proposed delisting
procedure and stated its concern that ``in knowing that immediate
suspension will be the outcome for noncompliance under the NYSE
[p]roposal, NYSE staff would be more likely to determine that the
required recovery of erroneously awarded compensation was performed
`reasonably promptly' even when most investors would conclude
otherwise.'' See Letter to Vanessa Countryman, Secretary,
Commission, from Jeffrey P. Mahoney, General Counsel, Council of
Institutional Investors, dated April 3, 2023, at 4. As discussed
above, Amendment No. 1 amended the Exchange's proposed delisting
provisions to provide to that in the event of any failure by a
listed issuer to comply with any requirement of Section 303A.14, the
Exchange may provide such issuer with an initial six-month cure
period and an additional six-month cure period. See Amendment No. 1,
supra note 5. The Commission believes that Amendment No. 1
appropriately addresses these commenters' concerns.
---------------------------------------------------------------------------

IV. Solicitation of Comments on Amendment No. 1 to the Proposed Rule
Change

    Interested persons are invited to submit written data, views, and
arguments concerning whether the proposed rule change, as modified by
Amendment No. 1, is consistent with the Exchange 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-2023-12 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-2023-12. 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-2023-12, and should be
submitted on or before July 5, 2023.

V. Accelerated Approval of Proposed Rule Change, as Modified by
Amendment No. 1

    The Commission finds good cause to approve the proposed rule
change, as modified by Amendment No. 1, prior to the thirtieth day
after the date of publication of notice of the filing of Amendment No.
1 in the Federal Register. In Amendment No. 1, the Exchange amended the
proposal to (i) add a clarifying amendment to Section 303A.00 to make
it clear that, consistent with the language of proposed Section
303A.14, all listed issuers listing the following securities are
required to comply with the requirements of Section 303A.14: (a)
closed-end and open-end funds, (b) passive business organization,
listed derivative or special purpose securities, (c) foreign private
issuers, and (d) issuers listing only preferred or debt securities on
the NYSE; (ii) propose that the effective date of Section 303A.14 be
October 2, 2023; and (iii) allow the Exchange, in its sole discretion,
to provide a listed issuer that fails to comply with any requirement of
Section 303A.14 an initial six-month cure period and an additional six-
month cure period.\54\
---------------------------------------------------------------------------

    \54\ See Amendment No. 1, supra note 5.
---------------------------------------------------------------------------

    The changes in Amendment No. 1 provide greater clarity to the
proposal. The changes to Section 303A.00 will ensure that the
requirements of that section of the Manual conform to the requirements
of proposed Section 303A.14. The change to the effective date of the
listing standards is consistent with Rule 10D-1 and language in the
Adopting Release and is responsive to comments stating that listed
issuers anticipated an effective date of November 28, 2023. The change
to the delisting procedures is responsive to comments recommending NYSE
allow a listed issuer to cure any failure to comply with Section
303A.14 before being delisted, rather than only providing a cure period
for non-compliance with adoption of a recovery policy, as originally
proposed. The cure periods for non-compliance being proposed by NYSE
are similar to those that exist under NYSE's rules for the late filing
of annual and quarterly reports that the Commission has previously
approved as consistent with the Act.\55\ The amended proposal also
provides for a cure period for any violations of Section 303A.14
similar to the approach taken by Nasdaq in its proposal to adopt rules
to comply with

Rule 10D-1.\56\ Nasdaq's proposal has also been approved by the
Commission as consistent the Act.\57\ Accordingly, the Commission finds
good cause, pursuant to Section 19(b)(2) of the Exchange Act,\58\ to
approve the proposed rule change, as modified by Amendment No. 1, on an
accelerated basis.
---------------------------------------------------------------------------

    \55\ See Section 804.01E of the Manual.
    \56\ See Securities Exchange Act Release No. 97060 (March 7,
2023), 88 FR 15500 (March 13, 2023) (SR-Nasdaq-2023-005).
    \57\ See Notice of Filing of Amendment No. 1 and Order Granting
Accelerated Approval of a Proposed Rule Change to Establish Listing
Standards Related to Recovery of Erroneously Awarded Executive
Compensation (June 9, 2023) (SR-Nasdaq-2023-005).
    \58\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------

VI. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\59\ that the proposed rule change (SR-NYSE-2023-12), as modified
by Amendment No. 1, be, and hereby is, approved on an accelerated
basis.
---------------------------------------------------------------------------

    \59\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\60\
---------------------------------------------------------------------------

    \60\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-12758 Filed 6-13-23; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 82, Number 176 (Wednesday, September 13, 2017)]
[Rules and Regulations]
[Pages 42943-42945]
[FR Doc No: 2017-19404]

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DEPARTMENT OF HOMELAND SECURITY

Coast Guard

33 CFR Part 165

[Docket No. USCG-2017-0304]
RIN 1625-AA00

Safety Zone; L4D Optic Ground Wire Crossing, St. Clair River, St.
Clair, MI

AGENCY: Coast Guard, DHS.

ACTION: Temporary final rule.

-----------------------------------------------------------------------

SUMMARY: The Coast Guard is establishing a temporary safety zone for
navigable waters within a 2000-foot portion of the St. Clair River in
the vicinity of St. Clair, MI. This zone is necessary to protect
vessels from potential hazards associated with the L4D Optic Ground
Wire Crossing.

DATES: This temporary final rule is effective from 7 a.m. on September
12, 2017 through 7 p.m. September 13, 2017.

ADDRESSES: To view documents mentioned in this preamble as being
available in the docket, go to http://www.regulations.gov, type USCG-
2017-0304 in the ``SEARCH'' box and click ``SEARCH.'' Click on Open
Docket Folder on the line associated with this rule.

FOR FURTHER INFORMATION CONTACT: If you have questions on this
temporary rule, call or email Tracy Girard, Prevention Department,
Sector Detroit, Coast Guard; telephone<PHONE_NUMBER>, or email
<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION:

I. Table of Abbreviations

CFR Code of Federal Regulations
DHS Department of Homeland Security
FR Federal Register
NPRM Notice of Proposed Rulemaking
Sec.  Section
U.S.C. United States Code

II. Background Information and Regulatory History

    The Coast Guard is issuing this temporary rule without prior notice
and opportunity to comment pursuant to authority under section 4(a) of
the Administrative Procedure Act (APA) (5 U.S.C. 553(b)). This
provision authorizes an agency to issue a rule without prior notice and
opportunity to comment when the agency for good cause finds that those
procedures are ``impracticable, unnecessary, or contrary to the public
interest.'' Under 5 U.S.C. 553(b)(B), the Coast Guard finds that good
cause exists for not publishing a notice of proposed rulemaking (NPRM)
with respect to this rule because doing so would be impracticable. The
Coast Guard did not receive the final details of this project until
there was insufficient time remaining before the event to publish an
NPRM. Thus, delaying the effective date of this rule to wait for a
comment period to run would be impracticable because it would inhibit
the Coast Guard's ability to protect participants, mariners and vessels
from the hazards associated with this event. We are issuing this rule
under 5 U.S.C. 553(d)(3), the Coast Guard finds that good cause exists
for making it effective less than 30 days after publication in the
Federal Register for the same reason noted above.

III. Legal Authority and Need for Rule

    The Coast Guard is issuing this rule under authority in 33 U.S.C.
1231. The Captain of the Port Detroit (COTP) has determined that
potential hazard associated with this project will be a safety concern
to anyone within a 2000-foot area of the LD4 Ground Wire. This rule is
needed to protect personnel, vessels, and the marine environment in the
navigable waters within the safety zone while the project is being
conducted.

IV. Discussion of the Rule

    This rule establishes a safety zone from 7 a.m. on September 12,
2017 through 7 p.m. on September 13, 2017. A safety zone is established
to include all U.S. navigable waters of the St. Clair river, St. Clair,
MI, between the following two lines from bank-to-the U.S./Canadian
border: The first line is drawn directly across the channel from
position 42[deg]46.139' N., 082[deg]28.233' W. (NAD 83); the second
line, to the south, is drawn directly across the channel from position
42[deg]45.799' N., 082[deg]28.251' W. (NAD 83). This regulated area
will be enforced during a one hour period of time between 7 a.m.
through 7 p.m. on September 12, 2017. In the event of inclement weather
the regulated area will be enforced during a one hour period of time
between 7 a.m. through 7 p.m. on September 13, 2017. No vessel or
person will be permitted to enter the safety zone without obtaining
permission from the COTP or a designated representative.

V. Regulatory Analyses

    We developed this rule after considering numerous statutes and
executive orders related to rulemaking. Below we summarize our analyses
based on these statutes and executive orders.

A. Regulatory Planning and Review

    Executive Orders 12866 and 13563 direct agencies to assess the
costs and benefits of available regulatory alternatives and, if
regulation is necessary, to select regulatory approaches that maximize
net benefits. Executive Order 13563 emphasizes the importance of
quantifying both costs and benefits, of reducing costs, of harmonizing
rules, and of promoting flexibility. This rule has not been designated
a ``significant regulatory action,'' under Executive Order 12866.
Accordingly, it has not been reviewed by the Office of Management and
Budget.
    This regulatory action determination is based on the size,
location, duration, and time-of-year of the safety zone. Recreational
vessel traffic will be able to safely transit around this safety zone
with the exception of a one hour time frame between 7 a.m. to 7 p.m.
during which the optic ground wire will cross the river on September 12
or 13, 2017. Commercial traffic shall not be impeded. Moreover, the
Coast Guard will issue Broadcast Notice to Mariners via VHF-FM marine
channel 16 about the zone and the rule allows vessels to seek
permission to enter the zone.

B. Impact on Small Entities

    The Regulatory Flexibility Act of 1980, 5 U.S.C. 601-612, as
amended, requires Federal agencies to consider the potential impact of
regulations on small entities during rulemaking. The term ``small
entities'' comprises small businesses, not-for-profit organizations
that are independently owned and operated and are not dominant in their
fields, and governmental jurisdictions with populations of less than
50,000. The Coast Guard certifies under 5 U.S.C. 605(b) that this rule
will not have a significant economic impact on a substantial number of
small entities.
    While some owners or operators of vessels intending to transit the
safety zone may be small entities, for the reasons stated in section
V.A above, this rule will not have a significant economic impact on any
vessel owner or operator.
    Under section 213(a) of the Small Business Regulatory Enforcement
Fairness Act of 1996 (Pub. L. 104-121), we want to assist small
entities in understanding this rule. If the rule would affect your
small business, organization, or governmental jurisdiction and you have
questions concerning its provisions or options for compliance, please
contact the person listed in the FOR FURTHER INFORMATION CONTACT
section.
    Small businesses may send comments on the actions of Federal
employees who enforce, or otherwise determine compliance with, Federal
regulations to the Small Business and Agriculture Regulatory
Enforcement Ombudsman and the Regional Small Business Regulatory
Fairness Boards. The Ombudsman evaluates these actions annually and
rates each agency's responsiveness to small business. If you wish to
comment on actions by employees of the Coast Guard, call 1-888-REG-FAIR
(1-888-734-3247). The Coast Guard will not retaliate against small
entities that question or complain about this rule or any policy or
action of the Coast Guard.

C. Collection of Information

    This rule will not call for a new collection of information under
the Paperwork Reduction Act of 1995 (44 U.S.C. 3501-3520).

D. Federalism and Indian Tribal Governments

    A rule has implications for federalism under Executive Order 13132,
Federalism, if it has a substantial direct effect on the States, on the
relationship between the national government and the States, or on the
distribution of power and responsibilities among the various levels of
government. We have analyzed this rule under that Order and have
determined that it is consistent with the fundamental federalism
principles and preemption requirements described in Executive Order
13132.
    Also, this rule does not have tribal implications under Executive
Order 13175, Consultation and Coordination with Indian Tribal
Governments, because it does not have a substantial direct effect on
one or more Indian tribes, on the relationship between the Federal
Government and Indian tribes, or on the distribution of power and
responsibilities between the Federal Government and Indian tribes. If
you believe this rule has implications for federalism or Indian tribes,
please contact the person listed in the FOR FURTHER INFORMATION CONTACT
section above.

E. Unfunded Mandates Reform Act

    The Unfunded Mandates Reform Act of 1995 (2 U.S.C. 1531-1538)
requires Federal agencies to assess the effects of their discretionary
regulatory actions. In particular, the Act addresses actions that may
result in the expenditure by a State, local, or tribal government, in
the aggregate, or by the private sector of $100,000,000 (adjusted for
inflation) or more in any one year. Though this rule will not result in
such expenditure, we do discuss the effects of this rule elsewhere in
this preamble.

F. Environment

    We have analyzed this rule under Department of Homeland Security
Management Directive 023-01 and Commandant Instruction M16475.lD, which
guide the Coast Guard in complying with the National Environmental
Policy Act of 1969(42 U.S.C. 4321-4370f), and have determined that this
action is one of a category of actions that do not individually or
cumulatively have a significant effect on the human environment. This
rule involves a safety zone lasting 36 hours that will prohibit entry
within 2000-feet of the project site. It is categorically excluded
under section 2.B.2, figure 2-1, paragraph 34(g) of the Instruction. A
Record of Environmental Consideration (REC) supporting this
determination is available in the docket where indicated in the
ADDRESSES section of this preamble.

G. Protest Activities

    The Coast Guard respects the First Amendment rights of protesters.
Protesters are asked to contact the person listed in the FOR FURTHER
INFORMATION CONTACT section to coordinate protest activities so that
your message can be received without jeopardizing the safety or
security of people, places or vessels.

List of Subjects in 33 CFR Part 165

    Harbors, Marine safety, Navigation (water), Reporting and record
keeping requirements, Security measures, Waterways.

    For the reasons discussed in the preamble, the Coast Guard amends
33 CFR part 165 as follows:

PART 165--REGULATED NAVIGATION AREAS AND LIMITED ACCESS AREAS

0
1. The authority citation for part 165 continues to read as follows:

    Authority: 33 U.S.C. 1231; 50 U.S.C. 191; 33 CFR 1.05-1, 6.04-1,
6.04-6, and 160.5; Department of Homeland Security Delegation No.
0170.1.

0
2. Add Sec.  165.T09-0304 to read as follows:

Sec.  165.T09-0304   Safety Zone; LD4 Optic Ground Wire Crossing, St.
Clair River; St. Clair, MI.

    (a) Location. A safety zone is established to include all U.S.
navigable waters of the St. Clair river, St. Clair, MI, between the
following two lines from bank-to-the U.S./Canadian border: The first
line is drawn directly across the channel from position 42[deg]46.139'
N., 082[deg]28.233' W. (NAD 83); the second line, to the south, is
drawn directly across the channel from position 42[deg]45.799' N.,
082[deg]28.251' W. (NAD 83).
    (b) Enforcement period. The regulated area described in paragraph
(a) will be enforced during a one hour period of time between 7 a.m.
through 7 p.m. on September 12, 2017. In the event of inclement weather
the regulated area will be enforced during a one hour period of time
between 7 a.m. through 7 p.m. on September 13, 2017.
    (c) Regulations. (1) No recreational vessel or person may enter,
transit through, or anchor within the safety zone unless authorized by
the Captain of the Port Detroit, or his on-scene representative.
    (2) The safety zone is closed to all recreational traffic, except
as may be permitted by the Captain of the Port Detroit or his on-scene
representative. The safety zone shall not impede the safe navigation of
commercial vessels.
    (3) The ``on-scene representative'' of the Captain of the Port
Detroit is any Coast Guard commissioned, warrant or petty officer or a
Federal, State, or local law enforcement officer designated by or
assisting the Captain of the Port Detroit to act on his behalf.
    (4) Vessel operators shall contact the Captain of the Port Detroit
or his on-scene representative to obtain permission to enter or operate
within the safety zone. The Captain of the Port Detroit or his on-scene
representative may be contacted via VHF Channel 16 or at<PHONE_NUMBER>.
Vessel operators given permission to enter or operate in the regulated
area must comply with all directions given to them by the Captain of
the Port Detroit or his on-scene representative.

    Dated: September 7, 2017.
Jeffrey W. Novak,
Captain, U.S. Coast Guard, Captain of the Port, Detroit.
[FR Doc. 2017-19404 Filed 9-12-17; 8:45 am]
 BILLING CODE 9110-04-P


[Federal Register Volume 83, Number 151 (Monday, August 6, 2018)]
[Notices]
[Page 38300]
[FR Doc No: 2018-16748]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

Combined Notice of Filings

    Take notice that the Commission has received the following Natural
Gas Pipeline Rate and Refund Report filings:

Filings Instituting Proceedings

    Docket Numbers: RP18-1000-000.
    Applicants: Transcontinental Gas Pipe Line Company, LLC.
    Description: Compliance filing Refund Report--Texas Eastern OFO
Penalty Sharing (Rate Schedule S-2).
    Filed Date: 7/30/18.
    Accession Number: 20180730-5065.
    Comments Due: 5 p.m. ET 8/13/18.

    Docket Numbers: RP18-1001-000.
    Applicants: Transcontinental Gas Pipe Line Company, LLC.
    Description: Sec.  4(d) Rate Filing: Rate Schedule S-2 Tracker
Filing--EPC eff 8/1/2018 to be effective 8/1/2018.
    Filed Date: 7/30/18.
    Accession Number: 20180730-5068.
    Comments Due: 5 p.m. ET 8/13/18.

    Docket Numbers: RP18-1002-000.
    Applicants: Transcontinental Gas Pipe Line Company, LLC.
    Description: Sec.  4(d) Rate Filing: Non-Conforming--Philadelphia
Gas Works--FT, PSFT to be effective 9/1/2018.
    Filed Date: 7/30/18.
    Accession Number: 20180730-5088.
    Comments Due: 5 p.m. ET 8/13/18.

    Docket Numbers: RP18-1003-000.
    Applicants: Dominion Energy Transmission, Inc.
    Description: Sec.  4(d) Rate Filing: DETI--July 30, 2018
Nonconforming Service Agreement to be effective 8/30/2018.
    Filed Date: 7/30/18.
    Accession Number: 20180730-5131.
    Comments Due: 5 p.m. ET 8/13/18.

    Docket Numbers: RP18-1004-000.
    Applicants: Transcontinental Gas Pipe Line Company, LLC.
    Description: Sec.  4(d) Rate Filing: Non-Conforming--Rivervale--
Tennessee, PSEG to be effective 9/1/2018.
    Filed Date: 7/30/18.
    Accession Number: 20180730-5196.
    Comments Due: 5 p.m. ET 8/13/18.

    The filings are accessible in the Commission's eLibrary system by
clicking on the links or querying the docket number.
    Any person desiring to intervene or protest in any of the above
proceedings must file in accordance with Rules 211 and 214 of the
Commission's Regulations (18 CFR 385.211 and 385.214) on or before 5:00
p.m. Eastern time on the specified comment date. Protests may be
considered, but intervention is necessary to become a party to the
proceeding.
    eFiling is encouraged. More detailed information relating to filing
requirements, interventions, protests, service, and qualifying
facilities filings can be found at: http://www.ferc.gov/docs-filing/efiling/filing-req.pdf. For other information, call<PHONE_NUMBER>
(toll free). For TTY, call<PHONE_NUMBER>.

    Dated: July 31, 2018.
Nathaniel J. Davis, Sr.,
Deputy Secretary.
[FR Doc. 2018-16748 Filed 8-3-18; 8:45 am]
 BILLING CODE 6717-01-P


[Federal Register Volume 80, Number 173 (Tuesday, September 8, 2015)]
[Notices]
[Pages 53792-53793]
[FR Doc No: 2015-22514]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. CP15-546-000]

Colorado Interstate Gas Company, L.L.C.; Wyoming Interstate
Company, L.L.C.; Notice of Application

    Take notice that on August 24, 2015, Colorado Interstate Gas
Company, L.L.C. (CIG) and Wyoming Interstate Company, L.L.C. (WIC),
jointly filed an application pursuant to section 7(b) of the Natural
Gas Act (NGA) and Part 157 of the Commission's Regulations, for
approval to abandon, by sale and in place, CIG's Powder River Lateral
Pipeline and associated metering facilities located in Converse County
and Albany County, Wyoming. Also, the applicants request the
Commission's approval the termination of an associated Powder River
Lateral capacity lease agreement between CIG and WIC. The filing may
also be viewed on the web at http://www.ferc.gov using the ``eLibrary''
link. Enter the docket number excluding the last three digits in the
docket number field to access the document. For assistance, contact
FERC at<EMAIL_ADDRESS>or call toll-free,<PHONE_NUMBER> or
TYY,<PHONE_NUMBER>.
    Any questions regarding this application should be directed to
Francisco Tarin, Director, Regulatory Affairs, Colorado Interstate Gas
Company, L.L.C., P.O. Box 1087, Colorado Springs, Colorado, 80944,
telephone<PHONE_NUMBER>, fax<PHONE_NUMBER>; or Mark A. Minich,
Assistant General Counsel, Colorado Interstate Gas Company, L.L.C.,
P.O. Box 1087, Colorado Springs, Colorado, 80944, telephone (719) 520-
4416, fax<PHONE_NUMBER>.
    CIG requests the approval of an abandonment buy sale to Copano
Pipelines/Rocky Mountain LLC (CP/RM) of its approximate 100-mile Powder
River Lateral Pipeline (Line No. 72A) located in Converse County and
Albany County, Wyoming. CIG also proposes to abandon in place of its
Powder River Meter Station, North Platte Meter Station, Glenrock Meter
Station, and a farm tap located on Line No. 72A. In addition, CIG and
WIC request an approval the termination of the CIG/WIC capacity lease
agreement currently in effect for capacity on Line No. 72A and through
WIC's Laramie Jumper Compressor Station.
    Pursuant to Section 157.9 of the Commission's rules, 18 CFR 157.9,
within 90 days of this Notice the Commission staff will either:
complete its environmental assessment (EA) and place it into the
Commission's public record (eLibrary) for this proceeding, or issue a
Notice of Schedule for Environmental Review. If a Notice of Schedule
for Environmental Review is issued, it will indicate, among other
milestones, the anticipated date for the Commission staff's issuance of
the final environmental impact statement (FEIS) or EA for this
proposal. The filing of the EA in the Commission's public record for
this proceeding or the issuance of a Notice of Schedule will serve to
notify federal and state agencies of the timing for the completion of
all necessary reviews, and the subsequent need to complete all federal
authorizations within 90 days of the date of issuance of the Commission
staff's FEIS or EA.
    There are two ways to become involved in the Commission's review of
this project. First, any person wishing to obtain legal status by
becoming a party to the proceedings for this project should, on or
before the comment date stated below, file with the Federal Energy
Regulatory Commission, 888 First Street NE., Washington, DC 20426, a
motion to intervene in accordance with the requirements of the
Commission's Rules of Practice and Procedure (18 CFR 385.214 or
385.211) and the Regulations under the NGA (18 CFR 157.10). A person
obtaining party status will be placed on the service list maintained by
the Secretary of the Commission and will receive copies of all
documents filed by the applicant and by all other parties. A party must
submit 5 copies of filings made with the Commission and must mail a
copy to the applicant and to every other party in the proceeding. Only
parties to the proceeding can ask for court review of Commission orders
in the proceeding.
    However, a person does not have to intervene in order to have
comments considered. The second way to participate is by filing with
the Secretary of the Commission, as soon as

possible, an original and two copies of comments in support of or in
opposition to this project. The Commission will consider these comments
in determining the appropriate action to be taken, but the filing of a
comment alone will not serve to make the filer a party to the
proceeding. The Commission's rules require that persons filing comments
in opposition to the project provide copies of their protests only to
the party or parties directly involved in the protest.
    Persons who wish to comment only on the environmental review of
this project should submit an original and two copies of their comments
to the Secretary of the Commission. Environmental commenters will be
placed on the Commission's environmental mailing list, will receive
copies of the environmental documents, and will be notified of meetings
associated with the Commission's environmental review process.
Environmental commenters will not be required to serve copies of filed
documents on all other parties. However, the non-party commenters will
not receive copies of all documents filed by other parties or issued by
the Commission (except for the mailing of environmental documents
issued by the Commission) and will not have the right to seek court
review of the Commission's final order.
    Motions to intervene, protests and comments may be filed
electronically via the internet in lieu of paper; see, 18 CFR
385.2001(a)(1)(iii) and the instructions on the Commission's Web site
under the ``e-Filing'' link. The Commission strongly encourages
electronic filings.
    Comment Date: 5:00 p.m. Eastern Time on September 22, 2015.

    Dated: September 1, 2015.
Kimberly D. Bose,
Secretary.
[FR Doc. 2015-22514 Filed 9-4-15; 8:45 am]
 BILLING CODE 6717-01-P


[Federal Register Volume 85, Number 134 (Monday, July 13, 2020)]
[Notices]
[Pages 41998-41999]
[FR Doc No: 2020-14981]

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DEPARTMENT OF HEALTH AND HUMAN SERVICES

Food and Drug Administration

[Docket No. FDA-2019-N-3708]

InvaGen Pharmaceuticals, Inc.; Withdrawal of Approval of an
Abbreviated New Drug Application for Trandolapril Tablets

AGENCY: Food and Drug Administration, HHS.

ACTION: Notice.

-----------------------------------------------------------------------

SUMMARY: The Food and Drug Administration's (FDA or Agency) Center for
Drug Evaluation and Research (CDER) is withdrawing approval of an
abbreviated new drug application (ANDA) for trandolapril tablets. The
basis for the withdrawal is that the holder of the ANDA has repeatedly
failed to submit the required data to support a finding of
bioequivalence for this ANDA. The holder of the ANDA has waived its
opportunity for a hearing.

DATES: Withdrawal of approval is applicable July 13, 2020.

FOR FURTHER INFORMATION CONTACT: Jennifer Forde, Center for Drug
Evaluation and Research, Food and Drug Administration, 10903 New
Hampshire Ave., Bldg. 51, Rm. 6228, Silver Spring, MD 20993-0002, 301-
348-3035.

SUPPLEMENTARY INFORMATION: FDA's Office of Generic Drugs (OGD) approved
ANDA 078320, held by InvaGen Pharmaceuticals, Inc. (InvaGen), for a
generic version of trandolapril tablets, 1 milligram (mg), 2 mg, and 4
mg, under the requirements of section 505(j) of the Federal Food, Drug,
and Cosmetic Act (FD&C Act) (21 U.S.C. 355(j)) and FDA's implementing
regulations. OGD approved ANDA 078320 on June 12, 2007. In a notice
published in the Federal Register of October 28, 2019 (84 FR 57736),
CDER notified InvaGen of CDER's proposal to issue an order, under
section 505(e) of the FD&C Act and Sec.  314.150 (21 CFR 314.150),
withdrawing approval of ANDA 078320 and all amendments and supplements
to it on the grounds that InvaGen has failed to submit the required
bioequivalence data necessary to demonstrate the bioequivalence of its
drug product. In its October 28, 2019, notice of opportunity for a
hearing (NOOH), CDER provided InvaGen with an opportunity to request a
hearing to show why approval of ANDA 078320 should not be withdrawn.
    As noted in the October 28, 2019, NOOH, FDA issued a letter to
InvaGen on August 9, 2011, regarding ANDA 078320 because this drug
product application was supported by bioequivalence studies with the
bioanalytical analysis conducted by Cetero Research at the Houston, TX,
site between April 1, 2005, and June 15, 2010. As FDA noted in its
August 9, 2011, correspondence, inspection findings regarding Cetero
Research's bioequivalence studies raised significant concerns about the
validity of the reported results of the analytical studies conducted
between April 2005 and June 2010 in support of drug applications, and
as such, steps needed to be taken to demonstrate the bioequivalence of
InvaGen's drug product approved under ANDA 078320. FDA informed InvaGen
that ANDA 078320 needed to be supplemented by conducting new
bioequivalence studies or re-assaying the samples from the original
bioequivalence study. FDA recommended to InvaGen that the results of
the requested bioequivalence studies or re-assays be submitted to ANDA
078320 within 6 months of the date of the August 9, 2011, letter.
    Although the October 28, 2019, NOOH states that FDA did not receive
a response from InvaGen to the August 9, 2011, letter from FDA, upon
further review, additional correspondence between InvaGen and FDA has
been identified. In a letter to FDA dated August 12, 2011, InvaGen
requested a 6-month extension for submitting bioequivalence study data
for ANDA 078320. On September 21, 2011, FDA issued a letter to InvaGen
acknowledging InvaGen's August 12, 2011, request for an extension. In a
letter to FDA dated September 6, 2012, InvaGen requested an additional
6-month extension to submit bioequivalence study data; and in a letter
to FDA dated October 4, 2012,

InvaGen requested that FDA consider and grant InvaGen's request for an
extension. On October 23, 2012, FDA issued a letter to InvaGen granting
InvaGen an extension until March 2013 to submit bioequivalence study
data. InvaGen has not submitted the bioequivalence study data.
    The additional correspondence noted above that was not identified
in the October 28, 2019, NOOH does not alter the underlying basis of
the October 28, 2019, NOOH. In the absence of information showing
bioequivalence between the generic drug at issue and the reference
listed drug (RLD), there is no basis for concluding that the Agency's
finding of safety and efficacy supporting approval of the RLD can be
used as a basis to support approval of the generic drug. Section 505(e)
of the FD&C Act provides FDA the authority to withdraw approval of an
ANDA in these circumstances.
    In correspondence dated November 7, 2019, InvaGen requested
withdrawal of the approval of ANDA 078320 under Sec.  314.150(d).
Because this application withdrawal is effectuated through the NOOH
process (see 84 FR 57736), InvaGen's request to withdraw approval under
Sec.  314.150(d) is moot. In the November 7, 2019, correspondence,
InvaGen also waived its opportunity for a hearing under Sec.
314.150(a).
    FDA finds that InvaGen has repeatedly failed to submit the required
data to support a finding of bioequivalence for ANDA 078320. In
addition, under 21 CFR 314.200, FDA finds that InvaGen has waived any
contentions concerning the legal status of the drug product. Therefore,
under section 505(e) of the FD&C Act, approval of ANDA 078320, and all
amendments and supplements thereto, is withdrawn (see DATES).
Introduction or delivery for introduction of this drug product into
interstate commerce without an approved application is illegal and
subject to regulatory action (see sections 505(a) and 301(d) of the
FD&C Act (21 U.S.C. 355(a), 331(d))).

    Dated: July 7, 2020.
Lowell J. Schiller,
Principal Associate Commissioner for Policy.
[FR Doc. 2020-14981 Filed 7-10-20; 8:45 am]
BILLING CODE 4164-01-P