[Federal Register Volume 82, Number 201 (Thursday, October 19, 2017)]
[Notices]
[Pages 48733-48734]
[FR Doc No: 2017-22644]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-81872; File No. SR-IEX-2017-20]

Self-Regulatory Organizations; Investors Exchange LLC; Order
Approving Proposed Rule Change To Adopt Rule 14.602 To Describe the
Complimentary Products and Services To Be Made Available to All Listed
Companies

October 13, 2017.

I. Introduction

    On August 10, 2017, the Investors Exchange LLC (``IEX'' 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 Rule 14.602 to describe the complimentary
products and services to be made available to all listed companies. The
proposed rule change was published for comment in the Federal Register
on August 29, 2017.\3\ No comment letters were received in response to
the Notice. This order approves the proposed rule change.
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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. 81469 (August 23,
2017), 82 FR 41077 (``Notice'').
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II. Description of the Proposed Rule Change

    The Exchange has proposed to adopt Rule 14.602 to describe the
complimentary products and services that will be offered to all listed
companies pursuant to a listing program that the Exchange intends to
begin in 2017.\4\
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    \4\ See id. at 41078.
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    In particular, the Exchange has proposed to provide all listed
companies with the same optional complimentary services through access
to IEX Issuer, a market information analytics platform consisting of
access to a team of market professionals and web-based content.\5\ As
described by the Exchange in its proposal, the team of market
professionals will provide market intelligence, fundamental and
technical trading analysis, and real-time market information to all
listed companies.\6\ The Exchange also stated that the web-based
portion of IEX Issuer will provide similar information that will enable
all listed companies to follow their stock's trading, competitors, and
market activity through an online interface.\7\ Further, IEX noted that
IEX Issuer may, from time to time, provide information about products
and services from third-party vendors that IEX determines may be
relevant to listed issuers, without any subsidy or other involvement by
the Exchange for such products and services.\8\ The proposed rule text
states that the Exchange will provide a description of all products and
services available through IEX Issuer on its Web site.\9\
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    \5\ See proposed Rule 14.602.
    \6\ See id.
    \7\ See Notice, supra note 3, at 41078.
    \8\ See proposed Rule 14.602. The provision of any products and
services from a third-party vendor would need to be effected through
arrangements directly between the listed issuer and the third-party
vendor, without any subsidy or other involvement by the Exchange.
See id.
    \9\ See id.
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    The Exchange represented in its proposal that all issuers listed on
the Exchange will have access to services through IEX Issuer on the
same basis and that the Exchange will not be proposing to offer any
additional products and services to listed companies on a tiered or
differentiated basis.\10\
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    \10\ See Notice, supra note 3, at 41078.
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III. Discussion and Commission Findings

    The Commission has carefully reviewed the proposed rule change and
finds that it is consistent with the requirements of Section 6 of the
Act.\11\ Specifically, the Commission finds that the proposal is
consistent with Sections 6(b)(4) \12\ and 6(b)(5) of the Act \13\ in
particular, in that the proposed rule is designed to provide for the
equitable allocation of reasonable dues, fees, and other charges among
Exchange members, issuers, and other persons using the Exchange's
facilities, and is not designed to permit unfair discrimination between
customers, issuers, brokers, or dealers. Moreover, the Commission finds
that the proposed rule change is consistent with Section 6(b)(8) of the
Act \14\ in that it does not impose any burden on competition not
necessary or appropriate in furtherance of the purposes of the Act.
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    \11\ 15 U.S.C. 78f. In approving this proposed rule change, the
Commission has considered the proposed rule's impact on efficiency,
competition, and capital formation. See 15 U.S.C. 78c(f).
    \12\ 15 U.S.C. 78f(b)(4).
    \13\ 15 U.S.C. 78f(b)(5).
    \14\ 15 U.S.C. 78f(b)(8).
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    The Commission believes that the proposed rule change, which would
permit the Exchange to provide complimentary products and services to
all listed companies through IEX Issuer, as described above,\15\ is
appropriate and consistent with the Act. The Commission believes that
by describing in its Rules the products and services available to
listed companies, the Exchange is adding greater transparency to its
rules and the fees applicable to such companies.\16\ This will help to
ensure that individual listed companies are not given specially
negotiated packages of products and services to list or remain listed
that would raise unfair discrimination issues under the Act.
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    \15\ See supra notes 5-7 and accompanying text.
    \16\ The Commission views complimentary products and services
provided by exchanges to listed companies as a discount on the
ultimate listing fees paid by such companies. See, e.g., Securities
Exchange Act Release Nos. 65127 (August 12, 2011), 76 FR 51449
(August 18, 2011) (order approving SR-NYSE-2011-20) and 65963
(December 15, 2011), 76 FR 79262 (December 21, 2011) (order
approving SR-NASDAQ-2011-122).
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    The Commission notes that all listed companies will receive access
to the same services on the same basis without any differentiation and
the Exchange is not proposing to offer any additional products and
services to listed companies on a tiered or differentiated basis.
Accordingly, the Commission believes that the proposed rule change is
consistent with the requirements of the Act and, in particular, that
the products and services are equitably allocated among issuers
consistent with Section 6(b)(4) of the Act, and the rule does not
unfairly discriminate between issuers consistent with Section 6(b)(5)
of the Act.
    As described above, the Exchange will provide all of the products
and services and will separately provide information about additional
products and services available from third-party vendors that IEX
determines may be relevant to listed issuers. As noted by the Exchange
in its proposal, listed companies may elect to purchase products and
services from other vendors, or not to use any such products and
services, rather than accepting the products and services offered by
the Exchange.\17\ The Exchange stated that the provision of any
products and services from a third-party vendor would need to be
effected through arrangements directly between the listed issuer and
the third-party vendor, without any subsidy or other involvement by the
Exchange.\18\ The Exchange further stated that it does not have
exclusive arrangements with third-party vendors with respect to any
optional access to discounted products and services from third-party
vendors.\19\ The Exchange has represented that listed companies will
not be required to accept any discounted products and

services as a condition to listing.\20\ The Commission believes that
these representations should additionally help to ensure that
individual listed companies are not given specially negotiated deals,
through Exchange subsidized discounts on products and services from
third-party vendors, to list or remain listed that would raise unfair
discrimination issues under the Act .
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    \17\ See Notice, supra note 3, at 41079.
    \18\ This representation is also specifically set forth in the
proposed rule text.
    \19\ See Notice, supra note 3, at 41079.
    \20\ See id.
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    The Commission believes that the Exchange is responding to
competitive pressures in the market for listings in making this
proposal. Specifically, the Exchange stated in its proposal that it
expects to face competition as a new entrant in the market for exchange
listings and that it believes the complimentary products and services
that it offers to listed companies will facilitate its ability to
attract and retain listings.\21\ In particular, the Exchange states
that it expects to face significant competition from the New York Stock
Exchange (``NYSE'') and the Nasdaq Stock Market LLC (``Nasdaq'') for
listings, both of which offer complimentary products and services to
listed companies.\22\ Accordingly, the Commission believes that the
proposed rule reflects the current competitive environment for exchange
listings among national securities exchanges, and is appropriate and
consistent with Section 6(b)(8) of the Act.\23\
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    \21\ See id. at 41078.
    \22\ See id. See also Section 907.00 of the NYSE Listed Company
Manual and Nasdaq Rule IM-5900-7.
    \23\ 15 U.S.C. 78f(b)(8).
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IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\24\ that the proposed rule change (SR-IEX-2017-20), be, and hereby
is, approved.
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    \24\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\25\
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    \25\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-22644 Filed 10-18-17; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 82, Number 7 (Wednesday, January 11, 2017)]
[Notices]
[Pages 3366-3372]
[FR Doc No: 2017-00366]

=======================================================================
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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-79742; File No. SR-NYSEArca-2016-173]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
of Proposed Rule Change Relating to the Listing and Trading of the
Shares of the United States 3x Oil Fund and United States -3x Short Oil
Fund Under NYSE Arca Equities Rule 8.200

January 5, 2017.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (the ``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby
given that, on December 23, 2016, NYSE Arca, Inc. (the ``Exchange'' or
``NYSE Arca'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I and II
below, which Items have been prepared by the self-regulatory
organization. The Commission is publishing this notice to solicit
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to list and trade the shares of the following
under NYSE Arca Equities Rule 8.200, Commentary .02 (``Trust Issued
Receipts''): United States 3x Oil Fund and United States -3x Short Oil
Fund. The proposed rule change is available on the Exchange's Web site
at www.nyse.com, at the principal office of the Exchange, and at the
Commission's Public Reference Room.

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

    In its filing with the Commission, the self-regulatory organization
included statements concerning the purpose of, and basis for, the
proposed rule change and discussed any comments it received on the
proposed rule change. The text of those statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant parts of such statements.

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

1. Purpose
    The Exchange proposes to list and trade shares (``Shares'') of the
following under NYSE Arca Equities Rule 8.200, Commentary .02, which
governs the listing and trading of Trust Issued Receipts: United States
3x Oil Fund and United States -3x Short Oil Fund (each a ``Fund'' and,
collectively, the ``Funds'').\4\
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    \4\ Commentary .02 to NYSE Arca Equities Rule 8.200 applies to
Trust Issued Receipts that invest in ``Financial Instruments.'' The
term ``Financial Instruments,'' as defined in Commentary .02(b)(4)
to NYSE Arca Equities Rule 8.200, means any combination of
investments, including cash; securities; options on securities and
indices; futures contracts; options on futures contracts; forward
contracts; equity caps, collars, and floors; and swap agreements.
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    Each Fund is a series of the USCF Funds Trust (the ``Trust''), a
Delaware statutory trust.\5\ The Trust and the Funds are managed and
controlled by United States Commodity Funds LLC (``USCF''). USCF is
registered as a commodity pool operator (``CPO'') with the Commodity
Futures Trading Commission (``CFTC'') and is a member of the National
Futures Association (``NFA'').\6\
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    \5\ The Trust is registered under the Securities Act of 1933.
the Trust filed with the Commission a registration statement on Form
S-1 under the Securities Act of 1933 (15 U.S.C. 77a) (``Securities
Act'') relating to the United States 3x Oil Fund (File No. 333-
214825) and the United States 3x Short Oil Fund (File No. 333-
214881) (each a ``Registration Statement'' and, collectively,
``Registration Statements'') on November 29, 2016 and December 2,
2016, respectively. The description of the operation of the Trust
and the Funds herein is based, in part, on the Registration
Statements.
    \6\ The Commission has previously approved listing of Trust
Issued Receipts based on oil on the American Stock Exchange (now
known as NYSE MKT LLC) and NYSE Arca. See, e.g., Securities Exchange
Act Release Nos. 53582 (March 31, 2006), 71 FR 17510 (April 6, 2006)
(SR-Amex-2005-127) (order approving listing and trading of shares of
United States Oil Fund, LP); 57188 (January 23, 2008), 73 FR 5607
(January 30, 2008) (SR-Amex-2007-70) (order approving listing and
trading of shares of United States Heating Oil Fund, LP and United
States Gasoline Fund, LP); 61881 (April 9, 2010), 75 FR 20028 (April
16, 2010) (SR-NYSEArca-2010-14) (order approving listing and trading
of shares of United States Brent Oil Fund, LP); and 62527 (July 19,
2010), 75 FR 43606 (July 26, 2010) (order approving listing and
trading of shares of United States Commodity Index Fund).
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    In its capacity as the Custodian for the Funds, Brown Brothers
Harriman & Co. (the ``Custodian'') may hold the Funds' Treasuries, cash
and/or cash equivalents pursuant to a custodial agreement. Brown
Brothers Harriman & Co. is also the registrar and transfer agent for
the shares. In addition, in its capacity as Administrator for the
Funds, Brown Brothers Harriman & Co. (the ``Administrator'') performs
certain administrative and accounting services for the Funds and
prepares certain Commission, NFA and CFTC reports on behalf of the
Funds. ALPS Fund Services, Inc. is the ``Marketing Agent'' for the
Funds.
United States 3x Oil Fund
    According to the Registration Statement, the investment objective
of the Fund will be for the daily changes in percentage terms of its
Shares' per Share net asset value (``NAV'') to reflect three times (3x)
the daily change in percentage terms of the price of a specified short-
term futures contract on light, sweet crude oil (the ``Benchmark Oil
Futures Contract'') less the Fund's expenses. To achieve this
objective, USCF will endeavor to have the notional value of the Fund's
aggregate exposure to the Benchmark Oil Futures Contract at the close
of each trading day approximately equal to 300% of the Fund's NAV. The
Fund will seek a return that is 300% of the return of the Benchmark Oil
Futures Contract for a single day and does not seek to achieve its
stated investment objective over a period of time greater than one
day.\7\
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    \7\ According to the Registration Statement, the pursuit of
daily leveraged investment goals means that the return of the Fund
for a period longer than a full trading day may have no resemblance
to 300% of the return of the Benchmark Oil Futures Contract for a
period of longer than a full trading day because the aggregate
return of the Fund is the product of the series of each trading
day's daily returns.
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    The Benchmark Oil Futures Contract is the futures contract on
light, sweet crude oil as traded on the New York Mercantile Exchange
(the ``NYMEX'', which is part of the CME Group, Inc. (``CME'')) that is
the near month contract to expire, except when the near month contract
is within two weeks of expiration, in which case it will be measured by
the futures contract that is the next month contract to expire.
    The Fund will seek to achieve its investment objective by primarily
investing in futures contracts for light, sweet crude oil that are
traded on the NYMEX, ICE Futures-U.S. or other U.S. and foreign
exchanges (collectively, ``Oil Futures Contracts'').
    The Fund will, to a lesser extent and in view of regulatory
requirements and/or market conditions:
    (i) Next invest in (a) cleared swap transactions based on the
Benchmark Futures Contract, (b) non-exchange traded (``over-the-
counter'' or ``OTC''), negotiated swap contracts that are valued based
on the Benchmark Futures Contract, and (c) forward contracts for oil;

    (ii) followed by investments in futures contracts for other types
of crude oil, diesel-heating oil, gasoline, natural gas, and other
petroleum-based fuels, each of which are traded on the NYMEX, ICE
Futures U.S. or other U.S. and foreign exchanges as well as cleared
swap transactions and OTC swap contracts valued based on the foregoing;
and
    (iii) finally, invest in exchange-traded cash settled options on
Oil Futures Contracts.
    All such other investments are referred to as ``Other Oil-Related
Investments'' and, together with Oil Futures Contracts, are ``Oil
Interests.''
    For the Fund to maintain a consistent 300% return versus the
Benchmark Oil Futures Contract, the Fund's holdings must be rebalanced
on a daily basis by buying additional Oil Interests or selling Oil
Interests that it holds.
    The Fund anticipates that, to the extent it invests in Oil Futures
Contracts other than the Benchmark Oil Futures Contract or Other Oil-
Related Investments, it will enter into various non-exchange-traded
derivative contracts, including swaps and/or forward contracts, to
hedge the short-term price movements of such Oil Futures Contracts (to
the extent necessary) and Other Oil-Related Investments against the
current Benchmark Oil Futures Contract. For example, if the Fund
invested in diesel-heating oil futures contracts, it may also enter
into a swap or forward contract that is valued based on the difference
between the diesel-heating oil futures contract and the Benchmark Oil
Futures Contract.
    USCF currently anticipates that regulatory requirements such as
accountability levels or position limits, and market conditions
including those allowing the Fund to obtain greater liquidity or to
execute transactions with more favorable pricing, could cause the Fund
to invest in Other Oil-Related Investments.
    The Fund will support its investments by holding the amounts of its
margin, collateral and other requirements relating to these obligations
in short-term obligations of the United States of two years or less
(``Treasuries''), cash, and cash equivalents. The Fund may invest in
money market funds, as well as Treasuries with a maturity date of two
years or less, as an investment for assets not used for margin or
collateral in the Oil Interests. The majority of the Fund's assets will
be held in Treasuries, cash and/or cash equivalents with the Custodian.
    The Fund will seek to invest in a combination of Oil Interests such
that the daily changes in its NAV, measured in percentage terms, less
the Fund's expenses, will track three times (3x) the daily changes in
the price of the Benchmark Oil Futures Contract, also measured in
percentage terms. As a specific benchmark, USCF will endeavor to place
the Fund's trades in Oil Interests and otherwise manage the Fund's
investments so that the difference between ``A'' and ``B'' will be
plus/minus 0.30 percent (0.30%) of ``B'', where:
     A is the average daily percentage change in the Fund's per
Share NAV for any period of thirty (30) successive valuation days,
i.e., any New York Stock Exchange (``NYSE'') trading day as of which
the Fund calculates its per Share NAV, less the Fund's expenses; and
     B is three times the average daily percentage change in
the price of the Benchmark Oil Futures Contract over the same period.
    According to the Registration Statement, the design of the Fund's
Benchmark Oil Futures Contract is such that every month it begins by
using the near month contract to expire until the near month contract
is within two weeks of expiration, when, over a four day period, it
transitions to the next month contract to expire as its benchmark
contract and keeps that contract as its benchmark until it becomes the
near month contract and close to expiration. In the event of a crude
oil futures market where near month contracts trade at a higher price
than next month to expire contracts (``backwardation''), then, absent
the impact of the overall movement in crude oil prices, the value of
the benchmark contract would tend to rise as it approaches expiration.
Conversely, in the event of a crude oil futures market where near month
contracts trade at a lower price than next month contracts
(``contango''), then, absent the impact of the overall movement in
crude oil prices, the value of the benchmark contract would tend to
decline as it approaches expiration.
    According to the Registration Statement, USCF believes that market
arbitrage opportunities will cause daily changes in the Fund's Share
price on the Exchange on a percentage basis, to closely track the daily
changes in the Fund's per Share NAV on a percentage basis.
    According to the Registration Statement, the Fund has not limited
the size of its offering and is committed to utilizing substantially
all of its proceeds to purchase Oil Futures Contracts and Other Oil-
Related Investments. If the Fund encounters accountability levels,
position limits, or price fluctuation limits for Oil Futures Contracts
on the NYMEX or ICE Futures U.S., it may then, if permitted under
applicable regulatory requirements, purchase Oil Futures Contracts on
other exchanges that trade listed crude oil futures or invest in Other
Oil-Related Investments to meet its investment objective.
    The Fund will invest in Oil Interests to the fullest extent
possible without being unable to satisfy its current or potential
margin or collateral obligations with respect to its investments in Oil
Interests. In pursuing this objective, the primary focus of USCF will
be the investment in futures contracts and the management of the Fund's
investments in Treasuries, cash and/or cash equivalents for margining
purposes and as collateral.
    On each day during the four-day period, USCF anticipates it will
``roll'' the Fund's positions in Oil Interests by closing, or selling,
a percentage of the Fund's positions in Oil Interests and reinvesting
the proceeds from closing those positions in new Oil Interests that
reflect the change in the Benchmark Oil Futures Contract.
    Approximately 15% to 90% of the Fund's assets will be committed as
margin for commodity futures contracts. However, from time to time, the
percentage of assets committed as margin may be substantially more, or
less, than such range. Ongoing margin and collateral payments will
generally be required for both exchange-traded and OTC contracts based
on changes in the value of the Oil Interests.
United States 3x Short Oil Fund
    According to the Fund's Registration Statement, the investment
objective of the Fund will be for the daily changes in percentage terms
of its shares' per share net asset value (``NAV'') to reflect three
times the inverse (-3x) of the daily change in percentage terms of the
price of the Benchmark Oil Futures Contract, less the Fund's expenses.
To achieve this objective, USCF will endeavor to have the notional
value of the Fund's aggregate short exposure to the Benchmark Oil
Futures Contract at the close of each trading day approximately equal
to the 300% of the Fund's NAV. The Fund will seek a return that is -
300% of the return of the Benchmark Oil Futures Contract for a single
day and does not seek to achieve its stated investment objective over a
period of time greater than one day.\8\
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    \8\ According to the Registration Statement, the pursuit of
daily leveraged investment goals means that the return of the Fund
for a period longer than a full trading day may have no resemblance
to -300% of the return of the Benchmark Oil Futures Contract for a
period of longer than a full trading day because the aggregate
return of the Fund is the product of the series of each trading
day's daily returns.

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    The Fund will seek to achieve its investment objective by primarily
investing in futures contracts for light, sweet crude oil that are
traded on the NYMEX, ICE Futures U.S. or other U.S. and foreign
exchanges (collectively, ``Oil Futures Contracts'').
    The Fund will, to a lesser extent and in view of regulatory
requirements and/or market conditions:
    (i) Next invest in (a) cleared swap transactions based on the
Benchmark Futures Contract, (b) OTC negotiated swap contracts that are
valued based on the Benchmark Futures Contract, and (c) forward
contracts for oil;
    (ii) followed by investments in futures contracts for other types
of crude oil, diesel-heating oil, gasoline, natural gas, and other
petroleum-based fuels, each of which that are traded on the NYMEX, ICE
Futures U.S. or other U.S. and foreign exchanges and as well cleared
swap transactions and OTC swap contracts valued based on the foregoing;
and
    (iii) finally, invest in exchange-traded cash settled options on
Oil Futures Contracts.
    For the Fund to maintain a consistent -300% return versus the
Benchmark Oil Futures Contract, the Fund's holdings must be rebalanced
on a daily basis by buying additional Oil Interests or selling Oil
Interests that it holds.
    The Fund anticipates that to the extent it invests in Oil Futures
Contracts other than and the Benchmark Oil Futures Contract or Other
Oil-Related Investments, it will enter into various non-exchange-traded
derivative contracts, including swaps and/or forward contracts, to
hedge the short-term price movements of such Oil Futures Contracts (to
the extent necessary) and Other Oil-Related Investments against the
current Benchmark Oil Futures Contract. For example, if the Fund
invested in diesel-heating oil futures contracts, it may also enter
into a swap or forward contract that is valued based on the difference
between the diesel-heating oil futures contract and the Benchmark Oil
Futures Contract.
    USCF currently anticipates that regulatory requirements such as
accountability levels or position limits, and market conditions
including those allowing the Fund to obtain greater liquidity or to
execute transactions with more favorable pricing, could cause the Fund
to invest in Other Oil-Related Investments.
    The Fund will support its investments by holding the amounts of its
margin, collateral and other requirements relating to these obligations
in Treasuries, cash, and cash equivalents. The Fund may invest in money
market funds, as well as Treasuries with a maturity date of two years
or less, as an investment for assets not used for margin or collateral
in the Oil Interests. The majority of the Fund's assets will be held in
Treasuries, cash and/or cash equivalents with the Custodian.
    The Fund will seek to invest in a combination of Oil Interests such
that the daily changes in its NAV, measured in percentage terms, less
the Fund's expenses, will track three times the inverse (-3x) of the
daily changes in the price of the Benchmark Oil Futures Contract, also
measured in percentage terms. As a specific benchmark, USCF will
endeavor to place the Fund's trades in Oil Interests and otherwise
manage the Fund's investments so that the difference between ``A'' and
``B'' will be plus/minus 0.30 percent (0.30%) of ``B'', where:
     A is the average daily percentage change in the Fund's per
Share NAV for any period of thirty (30) successive valuation days,
i.e., any NYSE trading day as of which the Fund calculates its per
Share NAV, less the Fund's expenses; and
     B is three times the inverse of the average daily
percentage change in the price of the Benchmark Oil Futures Contract
over the same period.
    The design of the Fund's Benchmark Oil Futures Contract is such
that every month it begins by using the near month contract to expire
until the near month contract is within two months of expiration, when,
over a four-day period, it transitions to the next month contract to
expire as its benchmark contract and keeps that contract as its
benchmark until it becomes the near month contract and close to
expiration. In the event of a crude oil futures market where the near
month contracts trade at a higher price than next month to expire
contracts (``backwardation''), then, absent the impact of the overall
movement in crude oil prices, the value of the benchmark contract would
tend to rise as it approaches expiration. Conversely, in the event of a
crude oil futures market where near month contracts trade at a lower
price than next month contracts (``contango''), then, absent the impact
of the overall movement in crude oil prices, the value of the benchmark
contract would tend to decline as it approaches expiration.
    USCF believes that market arbitrage opportunities will cause daily
changes in the Fund's Share price on the Exchange on a percentage
basis, to closely track the daily changes in the Fund's per Share NAV
on a percentage basis.
    According to the Registration Statement, the Fund has not limited
the size of its offering and is committed to utilizing substantially
all of its proceeds to purchase Oil Futures Contracts and Other Oil-
Related Investments. If the Fund encounters accountability levels,
position limits, or price fluctuation limits for Oil Futures Contracts
on the NYMEX or ICE Futures, it may then, if permitted under applicable
regulatory requirements, purchase Oil Futures Contracts on other
exchanges that trade listed crude oil futures or invest in Other Oil-
Related Investments to meet its investment objective.
    The Fund will invest in Oil Interests to the fullest extent
possible without being unable to satisfy its current or potential
margin or collateral obligations with respect to its investments in Oil
Interests. In pursuing this objective, the primary focus of USCF is the
investment in futures contracts and the management of the Fund's
investments in Treasuries, cash and/or cash equivalents for margining
purposes and as collateral.
    On each day during the four-day period, USCF anticipates it will
``roll'' the Fund's positions in Oil Interests by closing, or selling,
a percentage of the Fund's positions in Oil Interests and reinvesting
the proceeds from closing those positions in new Oil Interests that
reflect the change in the Benchmark Oil Futures Contract.
    Approximately 15% to 90% of the Fund's assets will be committed as
margin for commodity futures contracts. However, from time to time, the
percentage of assets committed as margin may be substantially more, or
less, than such range. Ongoing margin and collateral payments will
generally be required for both exchange-traded and OTC contracts based
on changes in the value of the Oil Interests.
Net Asset Value
    According to the Registration Statements, each Fund's per Share NAV
will be calculated by taking the current market value of its total
assets; subtracting any liabilities; and dividing that total by the
total number of outstanding Shares.
    The Administrator intends to calculate the NAV of each Fund once
each NYSE trading day. The NAV for a normal trading day will be
released after 4:00 p.m. Eastern time. Trading during the Exchange's
Core Trading Session typically closes at 4:00 p.m. Eastern time. The
Administrator will use the

NYMEX closing price (determined at the earlier of the close of the
NYMEX or 2:30 p.m. Eastern time) for the contracts traded on the NYMEX,
but calculate or determine the value of all investments of each Fund
using market quotations, if available, or other information customarily
used to determine the fair value of such investments as of the earlier
of the close of the NYSE Arca or 4:00 p.m. Eastern time. Other
information customarily used in determining fair value includes
information consisting of market data in the relevant market supplied
by one or more third parties including, without limitation, relevant
rates, prices, yields, yield curves, volatilities, spreads,
correlations or other market data in the relevant market; or
information of the types described above from internal sources if that
information is of the same type used by a Fund in the regular course of
business for the valuation of similar transactions. The information may
include costs of funding, to the extent costs of funding are not and
would not be a component of the other information being utilized. Third
parties supplying quotations or market data may include, without
limitation, dealers in the relevant markets, end-users of the relevant
product, information vendors, brokers and other sources of market
information. Money market funds will be valued at NAV.
Indicative Fund Value
    In addition, in order to provide updated information relating to a
Fund for use by investors and market professionals, the Exchange will
calculate and disseminate throughout the Exchange's Core Trading
Session of 9:30 a.m. Eastern time to 4:00 p.m. Eastern time on each
trading day an updated ``Indicative Fund Value'' (``IFV''). The IFV
will be calculated by using the prior day's closing NAV per Share of a
Fund as a base and updating that value throughout the trading day to
reflect changes in the most recently reported trade price for the
active light, sweet Oil Futures Contract on the NYMEX.
    The IFV will be disseminated on a per Share basis for each Fund
every 15 seconds during the Exchange's Core Trading Session. The normal
trading hours of the NYMEX are 9:00 a.m. Eastern time to 2:30 p.m.
Eastern time. There will be a gap in time at the end of each day during
which a Fund's Shares are traded on the NYSE Arca, but real-time NYMEX
trading prices for oil futures contracts traded on the NYMEX are not
available. During such gaps in time, the IFV will be calculated based
on the end of day price of such Oil Futures Contracts from the NYMEX's
immediately preceding trading session. In addition, other Oil Futures
Contracts, Other Oil-Related Investments and Treasuries held by a Fund
will be valued by the Administrator, using rates and points received
from client-approved third party vendors and advisor quotes. These
investments will not be included in the IFV.
Creation and Redemption of Shares
    According to the Registration Statements, each Fund intends to
create and redeem Shares in one or more ``Creation Baskets'' or
``Redemption Baskets'' of 50,000 Shares. The creation and redemption of
baskets will be made only in exchange for delivery to a Fund or the
distribution by a Fund of the amount of Treasuries and/or cash
represented by the baskets being created or redeemed, the amount of
which will be equal to the combined NAV of the number of Shares of a
Fund included in the baskets being created or redeemed determined as of
4:00 p.m. Eastern time on the day the order to create or redeem baskets
is properly received.
    Authorized Participants will be the only persons that may place
orders to create and redeem baskets. Authorized Participants must be
(1) registered broker-dealers or other securities market participants,
such as banks and other financial institutions, that are not required
to register as broker-dealers to engage in securities transactions
described below, and (2) Depository Trust Company (``DTC'')
Participants.
Creation Procedures
    On any business day, an Authorized Participant may place an order
with the Marketing Agent to create one or more baskets. For purposes of
processing purchase and redemption orders, a ``business day'' means any
day other than a day when NYSE or any futures exchange upon which a
Benchmark Oil Futures Contract is traded is closed for regular trading.
Purchase orders must be placed by 12:00 p.m. Eastern time or the close
of regular trading on NYSE Arca, whichever is earlier. The day on which
the Marketing Agent receives a valid purchase order is referred to as
the purchase order date.
    By placing a purchase order, an Authorized Participant agrees to
(1) deposit Treasuries, cash, or a combination of Treasuries and cash
with the Custodian of a Fund, and (2) if required by USCF in its sole
discretion, enter into or arrange for a block trade, an exchange for
physical or exchange for swap, or any other OTC transaction (through
itself or a designated acceptable broker) with a Fund for the purchase
of a number and type of futures contracts at the closing settlement
price for such contracts on the purchase order date. If an Authorized
Participant fails to consummate (1) and (2), the order shall be
cancelled.
Determination of Required Deposits
    The total deposit required to create each basket (``Creation Basket
Deposit'') is the amount of Treasuries and/or cash that is in the same
proportion to the total assets of a Fund (net of estimated accrued but
unpaid fees, expenses and other liabilities) on the purchase order date
as the number of Shares to be created under the purchase order is in
proportion to the total number of Shares outstanding on the purchase
order date. The Marketing Agent will publish an estimate of the
Creation Basket Deposit requirements at the beginning of each business
day.
Delivery of Required Deposits
    An Authorized Participant who places a purchase order will be
responsible for transferring to a Fund's account with the Custodian the
required amount of Treasuries and/or cash by noon Eastern time on the
third business day following the purchase order date. Upon receipt of
the deposit amount, the Administrator will direct DTC to credit the
number of baskets ordered to the Authorized Participant's DTC account
on the third business day following the purchase order date.
Redemption Procedures
    According to the Registration Statement, the procedures by which an
Authorized Participant will be able to redeem one or more baskets will
mirror the procedures for the creation of baskets. On any business day,
an Authorized Participant may place an order with the Marketing Agent
to redeem one or more baskets. Redemption orders must be placed by
12:00 p.m. Eastern time or the close of regular trading on NYSE Arca,
whichever is earlier. A redemption order so received will be effective
on the date it is received in satisfactory form by the Marketing Agent
(``Redemption Order Date''). An Authorized Participant may not withdraw
a redemption order.
Determination of Redemption Distribution
    The redemption distribution from a Fund will consist of a transfer
to the redeeming Authorized Participant of an amount of Treasuries and/
or cash that is in the same proportion to the total assets of a Fund
(net of estimated accrued but unpaid fees, expenses and other

liabilities) on the date the order to redeem is properly received as
the number of Shares to be redeemed under the redemption order is in
proportion to the total number of Shares outstanding on the date the
order is received. The Marketing Agent will publish an estimate of the
redemption distribution per basket as of the beginning of each business
day.
Suspension or Rejection of Redemption Orders
    USCF may, in its discretion, suspend the right of redemption, or
postpone the redemption settlement date, (1) for any period during
which NYSE Arca or any of the futures exchanges upon which a Benchmark
Oil Futures Contract is traded is closed other than customary weekend
or holiday closings, or trading on NYSE Arca or such futures exchanges
is suspended or restricted, (2) for any period during which an
emergency exists as a result of which delivery, disposal or evaluation
of Treasuries is not reasonably practicable, or (3) for such other
period as USCF determines to be necessary for the protection of the
shareholders. For example, USCF may determine that it is necessary to
suspend redemptions to allow for the orderly liquidation of a Fund's
assets at an appropriate value to fund a redemption. If USCF has
difficulty liquidating a Fund's positions, e.g., because of a market
disruption event in the futures markets or an unanticipated delay in
the liquidation of a position in an over the counter contract, it may
be appropriate to suspend redemptions until such time as such
circumstances are rectified.
Availability of Information
    The NAV for the Funds' Shares will be disseminated daily to all
market participants at the same time. The Exchange will make available
on its Web site daily trading volume of each of the Shares, closing
prices of such Shares, and number of Shares outstanding. The intraday,
closing prices, and settlement prices of the Oil Futures Contracts will
be readily available from the applicable futures exchange Web sites,
automated quotation systems, published or other public sources, or
major market data vendors.
    Complete real-time data for the Oil Futures Contracts is available
by subscription through on-line information services. ICE Futures U.S.
and NYMEX also provide delayed futures information on current and past
trading sessions and market news free of charge on their respective Web
sites. Quotation and last-sale information regarding the Shares will be
disseminated through the facilities of the Consolidated Tape
Association (``CTA''). The IFV will be available through on-line
information services.
    In addition, the Funds' Web site, www.uscfinvestments.com, will
display the applicable end of day closing NAV. The daily holdings of
each Fund will be available on the Funds' Web site. Each Fund's total
portfolio composition will be disclosed each business day that the NYSE
Arca is open for trading, on the Funds' Web site. The Web site
disclosure of portfolio holdings will be made daily and will include,
as applicable, (i) the composite value of the total portfolio, (ii) the
name, percentage weighting, and value of Oil Interests, (iii) the name
and value of each Treasury security and cash equivalent, and (iv) the
amount of cash held in each Fund's portfolio. The Funds' Web site will
be publicly accessible at no charge.
Trading Halts
    With respect to trading halts, the Exchange may consider all
relevant factors in exercising its discretion to halt or suspend
trading in the Shares of a Fund.\9\ Trading in Shares of a Fund will be
halted if the circuit breaker parameters in NYSE Arca Equities Rule
7.12 have been reached. Trading also may be halted because of market
conditions or for reasons that, in the view of the Exchange, make
trading in the Shares of a Fund inadvisable.
---------------------------------------------------------------------------

    \9\ See NYSE Arca Equities Rule 7.12.
---------------------------------------------------------------------------

    The Exchange may halt trading during the day in which an
interruption to the dissemination of the IFV or the value of the
Benchmark Oil Futures Contract occurs. If the interruption to the
dissemination of the IFV, or the value of the Benchmark Oil Futures
Contract persists past the trading day in which it occurred, the
Exchange will halt trading no later than the beginning of the trading
day following the interruption. In addition, if the Exchange becomes
aware that the NAV with respect to the Shares is not disseminated to
all market participants at the same time, it will halt trading in the
Shares until such time as the NAV is available to all market
participants.
Trading Rules
    The Exchange deems the Shares to be equity securities, thus
rendering trading in the Shares subject to the Exchange's existing
rules governing the trading of equity securities. Shares will trade on
the NYSE Arca Marketplace from 4 a.m. to 8 p.m. E.T. in accordance with
NYSE Arca Equities Rule 7.34 (Early, Core, and Late Trading Sessions).
The Exchange has appropriate rules to facilitate transactions in the
Shares during all trading sessions. As provided in NYSE Arca Equities
Rule 7.6, the minimum price variation (``MPV'') for quoting and entry
of orders in equity securities traded on the NYSE Arca Marketplace is
$0.01, with the exception of securities that are priced less than $1.00
for which the MPV for order entry is $0.0001.
    The Shares will conform to the initial and continued listing
criteria under NYSE Arca Equities Rule 8.200. The trading of the Shares
will be subject to NYSE Arca Equities Rule 8.200, Commentary .02(e),
which sets forth certain restrictions on Equity Trading Permit
(``ETP'') Holders acting as registered Market Makers in Trust Issued
Receipts to facilitate surveillance. The Exchange represents that, for
initial and/or continued listing, the Funds will be in compliance with
Rule 10A-3 \10\ under the Act, as provided by NYSE Arca Equities Rule
5.3. A minimum of 100,000 Shares will be outstanding at the
commencement of trading on the Exchange.
---------------------------------------------------------------------------

    \10\ 17 CFR 240.10A-3.
---------------------------------------------------------------------------

Surveillance
    The Exchange represents that trading in the Shares will be subject
to the existing trading surveillances administered by the Exchange, as
well as cross-market surveillances administered by the Financial
Industry Regulatory Authority (``FINRA'') on behalf of the Exchange,
which are designed to detect violations of Exchange rules and
applicable federal securities laws.\11\ The Exchange represents that
these procedures are adequate to properly monitor Exchange trading of
the Shares of the Funds in all trading sessions and to deter and detect
violations of Exchange rules and federal securities laws applicable to
trading on the Exchange.
---------------------------------------------------------------------------

    \11\ FINRA conducts cross-market surveillances on behalf of the
Exchange pursuant to a regulatory services agreement. The Exchange
is responsible for FINRA's performance under this regulatory
services agreement.
---------------------------------------------------------------------------

    The surveillances referred to above generally focus on detecting
securities trading outside their normal patterns, which could be
indicative of manipulative or other violative activity. When such
situations are detected, surveillance analysis follows and
investigations are opened, where appropriate, to review the behavior of
all relevant parties for all relevant trading violations.
    The Exchange or FINRA, on behalf of the Exchange, or both, will

communicate as needed regarding trading in the Shares and certain Oil
Futures Contracts with other markets and other entities that are
members of the ISG, and the Exchange or FINRA, on behalf of the
Exchange, or both, may obtain trading information regarding trading in
the Shares and certain Oil Futures Contracts from such markets and
other entities. In addition, the Exchange may obtain information
regarding trading in the Shares and certain Oil Futures Contracts from
markets and other entities that are members of ISG or with which the
Exchange has in place a comprehensive surveillance sharing agreement
(``CSSA'').\12\
---------------------------------------------------------------------------

    \12\ For a list of the current members of ISG, see
www.isgportal.org. The Exchange notes that not all components of the
Funds may trade on markets that are members of ISG or with which the
Exchange has in place a CSSA,
---------------------------------------------------------------------------

    Not more than 10% of the net assets of a Fund in the aggregate
invested in futures contracts shall consist of futures contracts whose
principal market is not a member of the ISG or is a market with which
the Exchange does not have a comprehensive surveillance sharing
agreement.
    In addition, the Exchange also has a general policy prohibiting the
distribution of material, non-public information by its employees.
    All statements and representations made in this filing regarding
(a) the description of the portfolios, or (b) limitations on portfolio
holdings or reference assets shall constitute continued listing
requirements for listing the Shares on the Exchange.
    The issuer has represented to the Exchange that it will advise the
Exchange of any failure by a Fund to comply with the continued listing
requirements, and, pursuant to its obligations under Section 19(g)(1)
of the Act, the Exchange will monitor for compliance with the continued
listing requirements. If a Fund is not in compliance with the
applicable listing requirements, the Exchange will commence delisting
procedures under NYSE Arca Equities Rule 5.5(m).
Information Bulletin
    Prior to the commencement of trading, the Exchange will inform its
ETP Holders in an Information Bulletin of the special characteristics
and risks associated with trading the Shares. Specifically, the
Information Bulletin will discuss the following: (1) The risks involved
in trading the Shares during the Opening and Late Trading Sessions when
an updated IFV will not be calculated or publicly disseminated; (2) the
procedures for purchases and redemptions of Shares in Creation Baskets
and Redemption Baskets (and that Shares are not individually
redeemable); (3) NYSE Arca Equities Rule 9.2(a), which imposes a duty
of due diligence on its ETP Holders to learn the essential facts
relating to every customer prior to trading the Shares; (4) how
information regarding the IFV is disseminated; (5) that a static IFV
will be disseminated, between the close of trading on the CME and the
close of the NYSE Arca Core Trading Session; (6) the requirement that
ETP Holders deliver a prospectus to investors purchasing newly issued
Shares prior to or concurrently with the confirmation of a transaction;
and (7) trading information.
    In addition, the Information Bulletin will advise ETP Holders,
prior to the commencement of trading, of the prospectus delivery
requirements applicable to a Fund. The Exchange notes that investors
purchasing Shares directly from a Fund will receive a prospectus. ETP
Holders purchasing Shares from a Fund for resale to investors will
deliver a prospectus to such investors. The Information Bulletin will
also discuss any exemptive, no-action, and interpretive relief granted
by the Commission from any rules under the Act. In addition, the
Information Bulletin will reference that a Fund is subject to various
fees and expenses described in the Registration Statement. The
Information Bulletin will also reference that the CFTC has regulatory
jurisdiction over the trading of Oil Futures Contracts traded on U.S.
markets.
    The Information Bulletin will also disclose the trading hours of
the Shares and that the NAV for the Shares will be calculated after
4:00 p.m. E.T. each trading day. The Information Bulletin will disclose
that information about the Shares will be publicly available on the
Funds' Web site.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the
requirement under Section 6(b)(5) \13\ that an exchange have rules that
are 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, in general, to protect investors and the public interest.
---------------------------------------------------------------------------

    \13\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change is designed to
prevent fraudulent and manipulative acts and practices in that the
Shares will be listed and traded on the Exchange pursuant to the
initial and continued listing criteria in NYSE Arca Equities Rule
8.200. The Exchange has in place surveillance procedures that are
adequate to properly monitor trading in the Shares of the Funds in all
trading sessions and to deter and detect violations of Exchange rules
and applicable federal securities laws. The Exchange or FINRA, on
behalf of the Exchange, or both, will communicate as needed regarding
trading in the Shares, and certain Oil Futures Contracts with other
markets and other entities that are members of the ISG, and the
Exchange or FINRA, on behalf of the Exchange, or both, may obtain
trading information regarding trading in the Shares and certain Oil
Futures Contracts from such markets and other entities. In addition,
the Exchange may obtain information regarding trading in the Shares and
certain Oil Futures Contracts from markets and other entities that are
members of ISG or with which the Exchange has in place a comprehensive
surveillance sharing agreement. Not more than 10% of the net assets of
a Fund in the aggregate invested in futures contracts shall consist of
futures contracts whose principal market is not a member of the ISG or
is a market with which the Exchange does not have a comprehensive
surveillance sharing agreement. The Exchange will make available on its
Web site daily trading volume of each of the Shares, closing prices of
such Shares, and number of Shares outstanding. The intraday, closing
prices, and settlement prices of the Oil Futures Contracts will be
readily available from the applicable exchange Web site, automated
quotation systems, published or other public sources, or on-line
information services.
    Complete real-time data for the Oil Futures Contracts is available
by subscription from on-line information services. ICE Futures U.S. and
NYMEX also provide delayed futures information on current and past
trading sessions and market news free of charge on their Web sites.
Information regarding exchange-traded cash-settled options and cleared
swap contracts will be available from the applicable exchanges and
major market data vendors. Quotation and last-sale information
regarding the Shares will be disseminated through the facilities of the
CTA. In addition, the Funds' Web site, will display the applicable end
of day closing NAV. Each Fund's total portfolio composition will be
disclosed each business day that the NYSE Arca is open for trading, on
the Funds' Web site. The Web site disclosure of portfolio

holdings will be made daily and will include, as applicable, (i) the
composite value of the total portfolio, (ii) the name, percentage
weighting, and value of each Benchmark Oil Futures Contract, (iii) the
name and value of each Treasury security and cash equivalent, and (iv)
the amount of cash held in each Fund's portfolio.
    Moreover, prior to the commencement of trading, the Exchange will
inform its Equity Trading Permit Holders in an Information Bulletin of
the special characteristics and risks associated with trading the
Shares. Trading in Shares of a Fund will be halted if the circuit
breaker parameters in NYSE Arca Equities Rule 7.12 have been reached or
because of market conditions or for reasons that, in the view of the
Exchange, make trading in the Shares inadvisable.
    The proposed rule change is designed to perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest in that it will facilitate the listing and trading of
additional types of Trust Issued Receipts based on oil prices that will
enhance competition among market participants, to the benefit of
investors and the marketplace. As noted above, the Exchange has in
place surveillance procedures that are adequate to properly monitor
trading in the Shares in all trading sessions and to deter and detect
violations of Exchange rules and applicable federal securities laws.

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

    The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purpose of the Act. The Exchange notes that the
proposed rule change will facilitate the listing and trading of
additional types of Trust Issued Receipts based on oil prices and that
will enhance competition among market participants, to the benefit of
investors and the marketplace.

C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

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

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

    Within 45 days of the date of publication of this notice in the
Federal Register or within such longer period up to 90 days (i) as the
Commission may designate if it finds such longer period to be
appropriate and publishes its reasons for so finding or (ii) as to
which the self-regulatory organization consents, the Commission will:
(a) By order approve or disapprove such proposed rule change; or (b)
institute proceedings to determine whether the proposed rule change
should be disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:

Electronic Comments

     Use the Commission's Internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-NYSEArca-2016-173 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-NYSEArca-2016-173. 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 Web site (http://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 Web site 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
10:00 a.m. and 3:00 p.m. Copies of such filing will also be available
for inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File Number SR-NYSEArca-2016-173 and should
be submitted on or before February 1, 2017.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\14\
---------------------------------------------------------------------------

    \14\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2017-00366 Filed 1-10-17; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 85, Number 53 (Wednesday, March 18, 2020)]
[Notices]
[Pages 15523-15525]
[FR Doc No: 2020-05558]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-88372; File No. SR-CBOE-2020-017]

Self-Regulatory Organizations; Cboe Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change To Amend
Its Rules Related to the Automated Improvement Mechanism and Complex
Automated Improvement Mechanism

March 12, 2020.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on March 10, 2020, Cboe Exchange, Inc. (the ``Exchange'' or ``Cboe
Options'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I and
II below, which Items have been prepared by the Exchange. The
Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    Cboe Exchange, Inc. (the ``Exchange'' or ``Cboe Options'') proposes
to amend its rules related to the Automated Improvement Mechanism and
Complex Automated Improvement Mechanism. The text of the proposed rule
change is provided in Exhibit 5.
    The text of the proposed rule change is also available on the
Exchange's website (http://www.cboe.com/AboutCBOE/CBOELegalRegulatoryHome.aspx), at the Exchange's Office of the
Secretary, and at the Commission's Public Reference Room.

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

    In its filing with the Commission, the Exchange included statements
concerning the purpose of and basis for

the proposed rule change and discussed any comments it received on the
proposed rule change. The text of these statements may be examined at
the places specified in Item IV below. The Exchange has prepared
summaries, set forth in sections A, B, and C below, of the most
significant aspects of such statements.

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

1. Purpose
    The Exchange proposes to amend its rules related to the Automated
Improvement Mechanism (``AIM'') and Complex Automated Improvement
Mechanism (``C-AIM'') to (1) allow auction periods to be set on a
class-by-class basis and (2) increase the maximum allowable duration of
the respective auction periods.
    By way of background, Rule 5.37 contains the requirements
applicable to the execution of orders using AIM and Rule 5.38 contains
the requirements applicable to the execution of complex orders using C-
AIM. AIM and C-AIM allow the Exchange's Trading Permit Holders
(``TPHs'') to electronically cross orders on the Exchange's System.
Specifically, AIM and C-AIM allow TPHs to designate certain orders for
price improvement and submit such orders into AIM and C-AIM with a
matching facilitated or solicited contra order. Once the order is
properly submitted, the Exchange commences an auction by sending a
message to all TPHs who have elected to receive AIM and C-AIM auction
notification messages. Pursuant to current Rules 5.37(c)(3) and
5.38(c)(3), orders entered into AIM and C-AIM, respectively, are
exposed for a period of time (the ``AIM Auction Period'' and ``C-AIM''
Auction Period'', respectively) that may be determined by the Exchange
and which may be no less than 100 milliseconds and no more than one
second.
    The Exchange first proposes to provide in Rules 5.37(c)(3) and
5.38(c)(3) that the Exchange may determine the duration of the AIM and
C-AIM Auction Periods on a ``class-by-class basis'' to provide the
Exchange additional flexibility. The Exchange notes that trading
characteristics, market models, and investor base may differ between
options classes and that such differences may necessitate different
auction periods be set for certain classes. The Exchange believes the
proposed rule change ensures the Exchange to can appropriately address
these differences. Moreover, the Exchange notes that the Exchange is
able to set the duration of an auction period on a class-by-class basis
for another auction mechanism under its rules (i.e., the Complex Order
Auction (``COA'').\3\
---------------------------------------------------------------------------

    \3\ See Rule 5.33(d)(3).
---------------------------------------------------------------------------

    The Exchange next proposes to amend the maximum allowable duration
of the AIM and C-AIM Auction Periods. As indicated above, the AIM and
C-AIM Auction Periods may not be less than 100 milliseconds or more
than one second. The Exchange believes that it is in TPHs' best
interest to minimize the response timer to a time frame that continues
to allow adequate time for the TPHs to respond to a AIM or C-AIM
auction message, as both the order being exposed and the TPHs
responding are subject to market risk during the response timer period.
Indeed, the Exchange notes its timer is currently set at the minimum
100 milliseconds. However, the Exchange also notes that there may be
instances which require a longer auction period. For example, during
times of extreme market volatility, TPHs may require additional time to
submit their responses and/or such market volatility may result in a
significant increase in message traffic, which could potentially result
in a delay of processing of AIM and C-AIM auction responses. In such
instances, the Exchange believes an auction period of the current
maximum of 1 second may be inadequate. As such, to ensure participants
can respond to, and the system can process, AIM and C-AIM auction
responses in a sufficient amount of time, the Exchange proposes to
increase the maximum AIM and C-AIM Auction Period duration from 1
second to 3 seconds (i.e., 3000 milliseconds). The Exchange notes the
proposed maximum is the same as the maximum allowed for the auction
period for COA.\4\
---------------------------------------------------------------------------

    \4\ Id.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes the proposed rule change is consistent with
the Securities Exchange Act of 1934 (the ``Act'') and the rules and
regulations thereunder applicable to the Exchange and, in particular,
the requirements of Section 6(b) of the Act.\5\ Specifically, the
Exchange believes the proposed rule change is consistent with the
Section 6(b)(5) \6\ requirements that the rules of an exchange be
designed to prevent fraudulent and manipulative acts and practices, to
promote just and equitable principles of trade, to foster cooperation
and coordination with persons engaged in regulating, clearing,
settling, processing information with respect to, and facilitating
transactions in securities, to remove impediments to and perfect the
mechanism of a free and open market and a national market system, and,
in general, to protect investors and the public interest. Additionally,
the Exchange believes the proposed rule change is consistent with the
Section 6(b)(5) \7\ requirement that the rules of an exchange not be
designed to permit unfair discrimination between customers, issuers,
brokers, or dealers.
---------------------------------------------------------------------------

    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(5).
    \7\ Id.
---------------------------------------------------------------------------

    The proposed rule change to allow the Exchange to set the AIM and
C-AIM Auction Period on a class-by-class basis provides the Exchange
the flexibility to set the duration of the auction periods to address
the specific characteristics of a class and its market, thereby
protecting investors by removing impediments to and perfecting the
mechanisms of a free and open market and a national market system.
Additionally, the Exchange notes that it has flexibility to set times
on a class-by-class basis under its rules for another auction
mechanism, COA.\8\
---------------------------------------------------------------------------

    \8\ See Rule 5.33(d)(3).
---------------------------------------------------------------------------

    The Exchange believes the proposal to increase the maximum AIM and
C-AIM Auction Period from 1 second to 3 seconds promotes just and
equitable principles of trade and removes impediments to a free and
open market because it allows the Exchange to provide increased time
for Trading Permit Holders participating in a AIM or C-AIM auction to
submit auction responses and have such responses processed by the
Exchange in a timely manner, which could encourage competition among
participants, thereby enhancing the potential for price improvement for
orders in AIM and C-AIM to the benefit of investors and public
interest. The Exchange believes the proposed rule change is not
unfairly discriminatory because it establishes a maximum auction period
applicable to all Exchange participants participating in AIM or C-AIM.
The Exchange also notes the proposed maximum timer is the same as the
timer allowed by the Exchange for another auction mechanism, COA.\9\
---------------------------------------------------------------------------

    \9\ Id.
---------------------------------------------------------------------------

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

    The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. The

proposed rule changes are not intended as a competitive filing. Rather,
the proposed rule change to allow the auction periods to be set on a
class-by-class basis is designed to provide the Exchange flexibility so
that it may address specific needs and characteristics of each class
with respect to the AIM and C-AIM Auction Periods. The proposed change
to increase the maximum AIM and C-AIM Auction Periods is also not
designed to address any aspect of competition, but instead would
continue to provide market participants with sufficient time to
respond, compete, and provide price improvement for orders entered into
AIM or C-AIM. The proposed rule change merely increases the auction
period maximum (which matches a maximum already allowed for COA) to
provide the Exchange further flexibility to ensure Trading Permit
Holders have sufficient time to submit, and the Exchange has sufficient
time to process, AIM and C-AIM responses. The proposed rule change also
offers the same auction period to all TPHs and would not impose a
competitive burden on any particular participant.

C. Self-Regulatory Organization's Statement on Comments on the Proposed
Rule Change Received From Members, Participants, or Others

    The Exchange neither solicited nor received comments on the
proposed rule change.

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

    Because the foregoing proposed rule change does not: (i)
Significantly affect the protection of investors or the public
interest; (ii) impose any significant burden on competition; and (iii)
become operative for 30 days from the date on which it was filed, or
such shorter time as the Commission may designate, it has become
effective pursuant to Section 19(b)(3)(A)(iii) of the Act \10\ and
subparagraph (f)(6) of Rule 19b-4 thereunder.\11\
---------------------------------------------------------------------------

    \10\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \11\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
requires a self-regulatory organization to give the Commission
written notice of its intent to file the proposed rule change at
least five business days prior to the date of filing of the proposed
rule change, or such shorter time as designated by the Commission.
The Commission has waived the five-day prefiling requirement in this
case.
---------------------------------------------------------------------------

    A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the
Act \12\ normally does not become operative for 30 days after the date
of its filing. However, Rule 19b-4(f)(6)(iii) \13\ permits the
Commission to designate a shorter time if such action is consistent
with the protection of investors and the public interest. The Exchange
has asked the Commission to waive the 30-day operative delay so that
the proposal may become operative immediately upon filing. The
Commission believes that waiving the 30-day operative delay is
consistent with the protection of investors and the public interest.
The Exchange represents that waiver of the operative delay would add
rule text that was omitted from the post-migration Rulebook and
reinstate a maximum Response Time Interval that was in place pre-
migration. The Exchange states that in times of extreme market
volatility, there may be increased message traffic which could
potentially result in a delay of processing of COA responses, and the
proposed change would help ensure that participants can respond to (and
the exchange's systems can process) COA responses in a sufficient
amount of time. The Commission notes that the proposed rule change does
not present any unique or novel regulatory issues. Accordingly, the
Commission hereby waives the operative delay and designates the
proposal operative upon filing.\14\
---------------------------------------------------------------------------

    \12\ 17 CFR 240.19b-4(f)(6).
    \13\ 17 CFR 240.19b-4(f)(6)(iii).
    \14\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of the proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is: (i)
Necessary or appropriate in the public interest; (ii) for the
protection of investors; or (iii) otherwise in furtherance of the
purposes of the Act. If the Commission takes such action, the
Commission shall institute proceedings to determine whether the
proposed rule should be approved or disapproved.

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning the foregoing, including whether the proposed rule
change is consistent with the Act. Comments may be submitted by any of
the following methods:

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to<EMAIL_ADDRESS>Please include
File Number SR-CBOE-2020-017 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-CBOE-2020-017. 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 (http://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 10:00 a.m. and
3:00 p.m. Copies of the filing also will be available for inspection
and copying at the principal office of the Exchange. All comments
received will be posted without change. Persons submitting comments are
cautioned that we do not redact or edit personal identifying
information from comment submissions. You should submit only
information that you wish to make available publicly. All submissions
should refer to File Number SR-CBOE-2020-017 and should be submitted on
or before April 8, 2020.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\15\
---------------------------------------------------------------------------

    \15\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2020-05558 Filed 3-17-20; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 82, Number 107 (Tuesday, June 6, 2017)]
[Notices]
[Pages 26220-26222]
[FR Doc No: 2017-11647]

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DEPARTMENT OF TRANSPORTATION

Federal Motor Carrier Safety Administration

[Docket No. FMCSA-2012-0032]

Commercial Driver's License Standards: Application for Exemption;
Daimler Trucks North America (Daimler)

AGENCY: Federal Motor Carrier Safety Administration (FMCSA), DOT.

ACTION: Notice of final disposition; grant of application for
exemption.

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

SUMMARY: FMCSA announces its decision to grant Daimler Trucks North
America's (Daimler) application for an exemption to allow a Daimler
employee to drive commercial motor vehicles (CMV) in the United States
without having a commercial driver's license (CDL) issued by one of the
States. The driver, Martin Zeilinger, will test-drive

Daimler vehicles on U.S. roads to better understand product
requirements for these vehicles in ``real world'' environments and
verify results. He holds a valid German commercial license but lacks
the U.S. residency necessary to obtain a CDL issued by one of the
States. FMCSA believes that the process for obtaining a German
commercial license is comparable to or as effective as the U.S. CDL
requirements and ensures that this driver will likely achieve a level
of safety that is equivalent to or greater than the level of safety
that would be obtained in the absence of the exemption.

DATES: This exemption is effective June 6, 2017 and expires June 6,
2022.

FOR FURTHER INFORMATION CONTACT: Mr. Thomas Yager, Chief, FMCSA Driver
and Carrier Operations Division; Office of Carrier, Driver and Vehicle
Safety Standards; Telephone:<PHONE_NUMBER>. Email<EMAIL_ADDRESS>If you
have questions on viewing or submitting material to the docket, contact
Docket Services, telephone<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION:

I. Public Participation

Viewing Comments and Documents

    To view comments, as well as documents mentioned in this preamble
as being available in the docket, go to www.regulations.gov and insert
the docket number, ``FMCSA-2012-0032'' in the ``Keyword'' box and click
``Search.'' Next, click the ``Open Docket Folder'' button and choose
the document to review. If you do not have access to the Internet, you
may view the docket online by visiting the Docket Management Facility
in Room W12-140 on the ground floor of the DOT West Building, 1200 New
Jersey Avenue SE., Washington, DC 20590, between 9 a.m. and 5 p.m.,
e.t., Monday through Friday, except Federal holidays.

II. Legal Basis

    FMCSA has authority under 49 U.S.C. 31136(e) and 31315 to grant
exemptions from the Federal Motor Carrier Safety Regulations. FMCSA
must publish a notice of each exemption request in the Federal Register
(49 CFR 381.315(a)). The Agency must provide the public an opportunity
to inspect the information relevant to the application, including any
safety analyses that have been conducted. The Agency must also provide
an opportunity for public comment on the request.
    The Agency reviews the safety analyses and the public comments, and
determines whether granting the exemption would likely achieve a level
of safety equivalent to, or greater than, the level that would be
achieved by the current regulation (49 CFR 381.305). The decision of
the Agency must be published in the Federal Register (49 CFR
381.315(b)) with the reason for the grant or denial, and, if granted,
the specific person or class of persons receiving the exemption, and
the regulatory provision or provisions from which exemption is granted.
The notice must also specify the effective period of the exemption (up
to 5 years), and explain the terms and conditions of the exemption. The
exemption may be renewed (49 CFR 381.300(b)).

III. Daimler Application for Exemption

    Daimler has applied for an exemption renewal for one of its
engineers from 49 CFR 383.23, which prescribes licensing requirements
for drivers operating CMVs in interstate or intrastate commerce. This
driver, Martin Zeilinger, holds a valid German commercial license but
is unable to obtain a CDL in any of the U.S. States due to residency
requirements. A copy of the application is in Docket No. FMCSA-2012-
0032.
    FMCSA initially granted an exemption to Mr. Zeilinger on March 27,
2015 (80 FR 16511). This exemption was effective March 27, 2015, and
expired March 27, 2017. Detailed information about the qualifications
and experience of Mr. Zeilinger was provided by Daimler in its original
application, a copy of which is in the docket.
    The exemption renewal would allow Mr. Zeilinger to operate CMVs in
interstate or intrastate commerce to support Daimler field tests
designed to meet future vehicle safety and environmental requirements
and to develop improved safety and emission technologies. According to
Daimler, Mr. Zeilinger will typically drive for no more than 6 hours
per day for 2 consecutive days, and 10 percent of the test driving will
be on two-lane State highways, while 90 percent will be on interstate
highways. The driving will consist of no more than 200 miles per day,
for a total of 400 miles during a two-day period on a quarterly basis.
He will in all cases be accompanied by a holder of a U.S. CDL who is
familiar with the routes to be traveled. Daimler requests that the
exemption cover the maximum allowable duration of 5 years.
    Daimler has explained in prior exemption requests that the German
knowledge and skills tests and training program ensure that Daimler's
drivers operating under the exemption will achieve a level of safety
that is equivalent to, or greater than, the level of safety obtained by
complying with the U.S. requirement for a CDL.

IV. Method To Ensure an Equivalent or Greater Level of Safety

    FMCSA has previously determined that the process for obtaining a
German commercial license is comparable to, or as effective as, the
requirements of part 383, and adequately assesses the driver's ability
to operate CMVs in the U.S. Since 2012, FMCSA has granted Daimler
drivers similar exemptions [May 25, 2012 (77 FR 31422); July 22, 2014
(79 FR 42626); March 27, 2015 (80 FR 16511); October 5, 2015 (80 FR
60220); December 7, 2015 (80 FR 76059); December 21, 2015 (80 FR
79410); July 12, 2016 (81 FR 45217); July 25, 2016 (81 FR 48496)].

V. Public Comments

    On March 22, 2017, FMCSA published notice of this application and
requested public comments (82 FR 14791). One respondent opposed the
requested exemption. Mr. Michael Millard wrote, ``I feel five years is
sufficient for Martin Zeilinger to obtain a US CDL. Please deny Daimler
Trucks North America's request.''

VI. FMCSA Decision

    Based upon the merits of this application, including Mr.
Zeilinger's extensive driving experience and safety record, FMCSA has
concluded that the exemption would likely achieve a level of safety
that is equivalent to or greater than the level that would be achieved
absent such exemption, in accordance with Sec.  381.305(a).

VII. Terms and Conditions for the Exemption

    FMCSA grants Daimler and Martin Zeilinger an exemption from the CDL
requirement in 49 CFR 383.23 to allow Mr. Zeilinger to drive CMVs in
this country without a U.S. State-issued CDL, subject to the following
terms and conditions: (1) The driver and carrier must comply with all
other applicable provisions of the FMCSRs (49 CFR parts 350-399); (2)
the driver must be in possession of the exemption document and a valid
German commercial license; (3) the driver must be employed by and
operate the CMV within the scope of his duties for Daimler; (4) at all
times while operating a CMV under this exemption, the driver must be
accompanied by a holder of a U.S. CDL who is familiar with the routes
traveled; (5) Daimler must notify FMCSA in writing within 5 business
days of any accident, as defined in 49 CFR 390.5, involving this
driver; and (6) Daimler must notify FMCSA in writing if this driver is

convicted of a disqualifying offense under Sec.  383.51 or Sec.  391.15
of the FMCSRs.
    In accordance with 49 U.S.C. 31315 and 31136(e), the exemption will
be valid for 5 years unless revoked earlier by the FMCSA. The exemption
will be revoked if: (1) Mr. Zeilinger fails to comply with the terms
and conditions of the exemption; (2) the exemption results in a lower
level of safety than was maintained before it was granted; or (3)
continuation of the exemption would be inconsistent with the goals and
objectives of 49 U.S.C. 31315 and 31136.

VIII. Preemption

    In accordance with 49 U.S.C. 31315(d), as implemented by 49 CFR
381.600, during the period this exemption is in effect, no State shall
enforce any law or regulation applicable to interstate or intrastate
commerce that conflicts with or is inconsistent with this exemption
with respect to a firm or person operating under the exemption.

    Issued on: May 26, 2017.
Daphne Y. Jefferson,
Deputy Administrator.
[FR Doc. 2017-11647 Filed 6-5-17; 8:45 am]
 BILLING CODE 4910-EX-P