[Federal Register Volume 86, Number 12 (Thursday, January 21, 2021)]
[Notices]
[Pages 6385-6389]
[FR Doc No: 2021-01131]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-90910; File No. SR-CboeBZX-2021-005]

Self-Regulatory Organizations; Cboe BZX Exchange, Inc.; Notice of
Filing and Immediate Effectiveness of a Proposed Rule Change Relating
To Amend Its Fees Schedule

January 13, 2021.
    Pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934
(the

``Act''),\1\ and Rule 19b-4 thereunder,\2\ notice is hereby given that
on January 4, 2021, Cboe BZX Exchange, Inc. (the ``Exchange'' or
``BZX'') filed with the Securities and Exchange Commission (the
``Commission'') the proposed rule change as described in Items I, II,
and III 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.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of the
Substance of the Proposed Rule Change

    Cboe BZX Exchange, Inc. (the ``Exchange'' or ``BZX'') is filing
with the Securities and Exchange Commission (``Commission'') a proposed
rule change to amend its Fee Schedule. 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://markets.cboe.com/us/equities/regulation/rule_filings/bzx/), 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 fee schedule for its equity
options platform (``BZX Options'') in connection with its Market Maker
Penny Add Volume Tiers, effective January 4, 2021.
    The Exchange first notes that it operates in a highly competitive
market in which market participants can readily direct order flow to
competing venues if they deem fee levels at a particular venue to be
excessive or incentives to be insufficient. More specifically, the
Exchange is only one of 16 options venues to which market participants
may direct their order flow. Based on publicly available information,
no single options exchange has more than 17% of the market share and
currently the Exchange represents only approximately 8% of the market
share.\3\ Thus, in such a low-concentrated and highly competitive
market, no single options exchange, including the Exchange, possesses
significant pricing power in the execution of option order flow. The
Exchange believes that the ever-shifting market share among the
exchanges from month to month demonstrates that market participants can
shift order flow or discontinue to reduce use of certain categories of
products, in response to fee changes. Accordingly, competitive forces
constrain the Exchange's transaction fees, and market participants can
readily trade on competing venues if they deem pricing levels at those
other venues to be more favorable. The Exchange's fee schedule sets
forth standard rebates and rates applied per contract, which varies
depending on the Member's Capacity (Customer, Firm, Market Maker,
etc.), whether the order adds or removes liquidity, and whether the
order is in Penny or Non-Penny Pilot Securities. Additionally, in
response to the competitive environment, the Exchange also offers
tiered pricing which provides Members opportunities to qualify for
higher rebates or reduced fees where certain volume criteria and
thresholds are met. Tiered pricing provides an incremental incentive
for Members to strive for higher tier levels, which provides
increasingly higher benefits or discounts for satisfying increasingly
more stringent criteria.
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    \3\ See Cboe Global Markets U.S. Options Market Month-to-Date
Volume Summary (December 31, 2020), available at https://markets.cboe.com/us/options/market_statistics/.
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    For example, the Exchange currently offers 12 Market Maker Penny
Add Volume Tiers under footnote 6 of the Fee Schedule which provide
additional rebates between $0.33 and $0.46 per contract for qualifying
Market Maker orders (i.e., that yield fee code PM or XM) \4\ where a
Member meets certain liquidity thresholds. For example, current Tier 12
offers an enhanced rebate of $0.46 per contract for qualifying orders
where a Member has an ADAV \5\ in Market Maker orders greater or equal
to 0.75% of OCV.\6\ The Exchange now proposes to amend the Market Maker
Penny Add Volume Tiers by adding a new Tier 12 (and subsequently
updating current Tier 12 to Tier 13). As proposed, new Tier 12 will
provide an opportunity for a Member to receive an enhanced rebate of
$0.44 per contract for qualifying orders where the Member (1) has a
Step-Up ADAV in Market Maker orders from December 2020 >= 0.05% of
overage [sic] OCV; and (2) is a Lead Market Maker (``LMM'') in at least
85 LMM Securities on BZX Equities.\7\ The Exchange believes the
proposed tier, along with the existing tiers, will continue to provide
an incremental incentive for Members to strive for the highest tier
levels, which provide increasingly higher rebates for such
transactions. Additionally, the Exchange notes that the two prongs of
the proposed criteria are similar to the criteria set forth in other
Market Maker Penny Add Volume tiers. Many of the existing tiers provide
criteria in which a Member must ``step up'' a percentage of ADAV or ADV
\8\ from a certain point in time over OCV or TCV,\9\ and criteria which
measures a Member's participation on the Exchange's equities platform
(``BZX Equities''). Overall, the proposed enhanced rebate and
corresponding criteria is designed to encourage Market Makers
(including LMMs) to increase their order flow on BZX Options and
Equities, which facilitates tighter spreads, signaling increased
activity from other market participants, and thus ultimately
contributes to deeper and more liquid markets and provides greater
execution opportunities on the Exchange to the benefit of all market
participants. The proposed change encourages Members to enroll as LMMs

in LMM Securities on the Exchange's equities platform, which enhances
market quality in securities listed on the Exchange's equity platform.
The Exchange notes that LMMs serve a crucial role in providing quotes
and trading opportunities for all market participants, which can lead
to increased volume, enhanced price discovery and transparency, and
more robust markets overall. As such, the proposed tier is designed to
benefits all Members by contributing towards a robust and well-balanced
market ecosystem across the Exchange's options and equities platforms,
offering additional flexibility for all investors to enjoy cost
savings, supporting the quality of price discovery, promoting market
transparency and improving investor protection.
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    \4\ Orders yielding fee code PM are Market Maker orders that add
liquidity in Penny Program Securities and are offered a rebate of
$0.29, and orders yielding fee code XM are Market Maker orders in
XSP options that add liquidity and are offered a rebate of $0.29.
    \5\ ``ADAV'' means average daily added volume calculated as the
number of contracts added, per day.
    \6\ ``OCC Customer Volume'' or ``OCV'' means the total equity
and ETF options volume that clears in the Customer range at the
Options Clearing Corporation (``OCC'') for the month for which the
fees apply, excluding volume on any day that the Exchange
experiences an Exchange System Disruption and on any day with a
scheduled early market close.
    \7\ Pursuant to BZX Equities Rules, the term ``LMM'' means a
Market Maker registered with the Exchange for a particular LMM
Security that has committed to maintain Minimum Performance
Standards in the LMM Security, and the term ``LMM Security'' means a
Listed Security that has an LMM. See Cboe BZX Exchange, Inc. Rule
11.8(e)(1)(B) [sic] and (C) [sic].
    \8\ ``ADV'' means average daily volume calculated as the number
of contracts added or removed, combined, per day.
    \9\ ``TCV'' means total consolidated volume calculated as the
volume reported by all exchanges to the consolidated transaction
reporting plan for the month for which the fees apply, excluding
volume on any day that the Exchange experiences an Exchange System
Disruption and on any day with a scheduled early market close.
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2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent
with the objectives of Section 6 of the Act,\10\ in general, and
furthers the objectives of Section 6(b)(4),\11\ in particular, as it is
designed to provide for the equitable allocation of reasonable dues,
fees and other charges among its Members and issuers and other persons
using its facilities. The Exchange also believes that the proposed rule
change is consistent with the objectives of Section 6(b)(5) \12\
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, and, particularly, is not
designed to permit unfair discrimination between customers, issuers,
brokers, or dealers.
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    \10\ 15 U.S.C. 78f.
    \11\ 15 U.S.C. 78f(b)(4).
    \12\ 15 U.S.C. 78f.(b)(5).
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    As described above, the Exchange operates in a highly competitive
market in which market participants can readily direct order flow to
competing venues if they deem fee levels at a particular venue to be
excessive or incentives to be insufficient. The proposed rule change
reflects a competitive pricing structure designed to incentivize market
participants to direct their order flow to the Exchange, which the
Exchange believes would enhance market quality to the benefit of all
Members.
    In particular, the Exchange believes the proposed tier is
reasonable because it provides an additional opportunity for Members to
receive an enhanced rebate on qualifying orders in a manner that
incentivizes increased Market Maker order flow to the Exchange and LMM
participation on the Exchange's equities platform. The Exchange notes
that volume-based incentives and discounts have been widely adopted by
exchanges,\13\ including the Exchange,\14\ and are reasonable,
equitable and non-discriminatory because they are open to all Members
on an equal basis and provide additional benefits or discounts that are
reasonably related to (i) the value to an exchange's market quality and
(ii) associated higher levels of market activity, such as higher levels
of liquidity provision and/or growth patterns. Additionally, as noted
above, the Exchange operates in a highly competitive market. The
Exchange is only one of several options venues to which market
participants may direct their order flow, and it represents a small
percentage of the overall market. Competing options exchanges offer
similar tiered pricing structures to that of the Exchange, including
schedules of rebates and fees that apply based upon Members achieving
certain volume and/or growth thresholds.
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    \13\ See e.g., NYSE Arca Options Fee Schedule, Market Maker
Penny and SPY Posting Credit Tiers. NYSE Arca also provides various
discounts for its LMMs throughout its fee schedule.
    \14\ See e.g., BZX Options Fee Schedule, Footnote 6, Market
Maker Penny Add Volume Tiers, and Footnote 7, Market Maker Non-Penny
Add Volume Tiers.
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    Moreover, the Exchange believes the proposed additional Market
Maker Penny Add Volume Tier is a reasonable means to encourage Market
Makers to increase their order flow on the Exchange, as well as their
participation in securities on the Exchange's equities platform. More
specifically, the Exchange believes that adopting a tier with
alternative criteria to the existing Market Maker Penny Add Volume
Tiers may encourage those Members who could not previously achieve the
criteria under existing Market Maker Volume Tiers 10 and 11 (which
offer the same enhanced rebate as proposed for new Tier 12) or 12
(proposed to be renumbered to Tier 13) to increase their order flow on
BZX Options and Equities. For example, the proposed tier would provide
an additional rebate opportunity for Market Makers who increase their
ADAV in Market Makers orders over OCV by at least 0.05% from December
2020 and participate as an LMM in at least 85 LMM Securities on BZX
Equities, but do not meet the more stringent criteria under Tier 13
(i.e., current Tier 12) of having an ADAV in Market Maker orders that
is greater than or equal to 0.75% of average OCV (and thus, do not
receive the slightly higher enhanced rebate of $0.46 per contract), or
do not meet all three of the different, yet comparable, prongs of
criteria under Tier 10 or Tier 11 (which provide the same enhanced
rebate of $0.44 per contract). Overall, the proposed tier provides an
alternative opportunity for Members to receive an enhanced rebate, as
is thereby reasonably designed to incentivize Market Makers to grow
their options volume and increase their participation on BZX Equities.
The Exchange notes that increased Market Maker activity (including
LMMs), particularly, facilitates tighter spreads and an increase in
overall liquidity provider activity, both of which signal additional
corresponding increase in order flow from other market participants,
contributing towards a robust, well-balanced market ecosystem. Indeed,
increased overall order flow benefits investors across both the
Exchange's options and equities platforms by continuing to deepen the
Exchange's liquidity pool, potentially providing even greater execution
incentives and opportunities, offering additional flexibility for all
investors to enjoy cost savings, supporting the quality of price
discovery, promoting market transparency and improving investor
protection.
    The Exchange also believes that proposed enhanced rebate is
reasonably based on the difficulty of satisfying the proposed tier's
criteria and ensures the proposed rebate and thresholds appropriately
reflect the incremental difficulty in achieving the existing Market
Maker Penny Add Volume Tiers. As indicated above, the Exchange does not
believe that the proposed enhanced rebate amount represents a
significant departure from the enhanced rebates currently offered under
the Exchange's existing Market Maker Penny Add Volume Tiers. Indeed,
the proposed enhanced rebate amount under new Tier 12 ($0.44) is
incrementally lower than Tier 13 (current Tier 12) ($0.46), which, as
described above, offers slightly more stringent criteria than proposed
Tier 12, but is the same amount as the enhanced rebate offered under
existing Tier 11 (i.e., new Tier 11) ($0.44), the criteria for which
the Exchange believes is comparable to the proposed criteria under
proposed Tier 12.
    The Exchange believes that the proposal represents an equitable
allocation of fees and is not unfairly

discriminatory because it applies uniformly to all Market Makers, in
that all Market Makers have the opportunity to compete for and achieve
the proposed tier and the proposed enhanced rebate will apply
automatically and uniformly to all Market Makers that achieve the
proposed tier's criteria. While the Exchange has no way of knowing
whether this proposed rule change would definitively result in any
particular Market Maker qualifying for the proposed tiers, the Exchange
believes that at least two Market Makers will reasonably be able to
compete for and achieve the proposed criteria in proposed Tier 12;
however, the proposed tiers are open to any Market-Maker that satisfies
the tier's criteria. The Exchange believes the proposed tier could
provide an incentive for other Members to submit additional liquidity
on BZX Options and Equities to qualify for the proposed additional
enhanced rebate. To the extent a Member participates on the Exchange
but not on BZX Equities, the Exchange believes that the proposal is
still reasonable, equitably allocated and non-discriminatory with
respect to such Member based on the overall benefit to the Exchange
resulting from the success of BZX Equities. Particularly, the Exchange
believes such success allows the Exchange to continue to provide and
potentially expand its existing incentive programs to the benefit of
all participants on the Exchange, whether they participate on BZX
Equities or not. The proposed pricing program is also fair and
equitable in that membership in BZX Equities and enrollment as an LMM
is available to all market participants, which would provide them with
access to the benefits on BZX Equities provided by the proposed change,
even where a member of BZX Equities is not necessarily eligible for the
proposed enhanced rebates on the Exchange.
    The Exchange lastly notes that it does not believe the proposed
tier will adversely impact any Member's pricing or ability to qualify
for other tiers. Rather, should a Member not meet the proposed
criteria, the Member will merely not receive the proposed enhanced
rebate, and has 11 alternative choices (including only one with
criteria the Exchange believes is more stringent) to aim to achieve
under the Market Maker Penny Add Volume Tiers. Furthermore, the
proposed enhanced rebate would apply to all Members that meet the
required criteria under the proposed tier.

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 intramarket or intermarket competition that is not
necessary or appropriate in furtherance of the purposes of the Act.
Rather, as discussed above, the Exchange believes that the proposed
change would encourage the submission of additional liquidity to a
public exchange, thereby promoting market depth, price discovery and
transparency and enhancing order execution opportunities for all
Members. As a result, the Exchange believes that the proposed change
furthers the Commission's goal in adopting Regulation NMS of fostering
competition among orders, which promotes ``more efficient pricing of
individual stocks for all types of orders, large and small.'' \15\
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    \15\ Securities Exchange Act Release No. 51808, 70 FR 37495,
37498-99 (June 29, 2005) (S7-10-04) (Final Rule).
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    The Exchange believes the proposed rule change does not impose any
burden on intramarket competition that is not necessary or appropriate
in furtherance of the purposes of the Act. Particularly, the proposed
change applies uniformly to all Market Makers (including LMMs on BZX
Equities). As described above, the Exchange believes that Market Makers
(including LMMs) provide key liquidity to the Exchange's options and
equities platforms, facilitating tighter spreads, signaling additional
corresponding increase in order flow from other market participants,
and ultimately contributing towards a robust, well-balanced market
ecosystem. To the extent a Member participates on the Exchange but not
on BZX Equities, the Exchange notes that the proposed change can
provide an overall benefit to the Exchange resulting from the success
of BZX Equities. Such success enables the Exchange to continue to
provide and potentially expand its existing incentive programs to the
benefit of all participants on the Exchange, whether they participate
on BZX Equities or not. The proposed pricing program is also fair and
equitable in that membership in BZX Equities is available to all market
participants and registration as an LMM is available equally to all BZX
Equities members.
    Next, the Exchange believes the proposed rule change does not
impose any burden on intermarket competition that is not necessary or
appropriate in furtherance of the purposes of the Act. As previously
discussed, the Exchange operates in a highly competitive market.
Members have numerous alternative venues that they may participate on
and director their order flow, including 15 other options exchanges and
off-exchange venues. Additionally, the Exchange represents a small
percentage of the overall market. Based on publicly available
information, no single options exchange has more than 17% of the market
share.\16\ Therefore, no exchange possesses significant pricing power
in the execution of option order flow. Indeed, participants can readily
choose to send their orders to other exchange and off-exchange venues
if they deem fee levels at those other venues to be more favorable.
Moreover, the Commission has repeatedly expressed its preference for
competition over regulatory intervention in determining prices,
products, and services in the securities markets. Specifically, in
Regulation NMS, the Commission highlighted the importance of market
forces in determining prices and SRO revenues and, also, recognized
that current regulation of the market system ``has been remarkably
successful in promoting market competition in its broader forms that
are most important to investors and listed companies.'' \17\ The fact
that this market is competitive has also long been recognized by the
courts. In NetCoalition v. Securities and Exchange Commission, the D.C.
Circuit stated as follows: ``[n]o one disputes that competition for
order flow is `fierce.' . . . As the SEC explained, `[i]n the U.S.
national market system, buyers and sellers of securities, and the
broker-dealers that act as their order-routing agents, have a wide
range of choices of where to route orders for execution'; [and] `no
exchange can afford to take its market share percentages for granted'
because `no exchange possesses a monopoly, regulatory or otherwise, in
the execution of order flow from broker dealers'. . . .''.\18\
Accordingly, the Exchange does not believe its proposed fee change
imposes any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act.
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    \16\ See supra note 4.
    \17\ See Securities Exchange Act Release No. 51808 (June 9,
2005), 70 FR 37496, 37499 (June 29, 2005).
    \18\ NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. Cir. 2010)
(quoting Securities Exchange Act Release No. 59039 (December 2,
2008), 73 FR 74770, 74782-83 (December 9, 2008) (SR-NYSEArca-2006-
21)).
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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

    The foregoing rule change has become effective pursuant to Section
19(b)(3)(A) of the Act \19\ and paragraph (f) of Rule 19b-4 \20\
thereunder. 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 necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act. If the Commission
takes such action, the Commission will institute proceedings to
determine whether the proposed rule change should be approved or
disapproved.
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    \19\ 15 U.S.C. 78s(b)(3)(A).
    \20\ 17 CFR 240.19b-4(f).
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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-CboeBZX-2021-005 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-CboeBZX-2021-005. 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-CboeBZX-2021-005 and should be submitted
on or before February 11, 2021.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\21\
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    \21\ 17 CFR 200.30-3(a)(12).
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J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-01131 Filed 1-19-21; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register: September 17, 2008 (Volume 73, Number 181)]
[Notices]
[Page 53911-53912]
[DOCID:fr17se08-145]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-58509; File No. SR-NASDAQ-2008-025]

Self-Regulatory Organizations; The NASDAQ Stock Market LLC; Order
Approving Proposed Rule Change, as Modified by Amendment No. 2 Thereto,
To Establish a System for the Purchase of Equity Value Indicator
Securities

 September 10, 2008.

I. Introduction

    On March 20, 2008, The NASDAQ Stock Market LLC, (``Nasdaq'' or
``Exchange''), filed with the Securities and Exchange Commission
(``Commission''), pursuant to Section 19(b)(1) of the Securities Act of
1934 (``Exchange Act'') \1\ and Rule 19b-4 thereunder,\2\ a proposed
rule change to establish an Equity Value Indicator (``EVI'') Cross. On
July 23, 2008, the Nasdaq filed Amendment No. 1 to the proposed rule
change. On July 30, 2008, Nasdaq withdrew Amendment No. 1 and filed
Amendment No. 2 to the proposed rule change.\3\ On August 7, 2008, the
proposed rule change, as modified by Amendment No. 2, was published for
comment in the Federal Register.\4\ The Commission received no comments
on the proposed rule change. This order approves the proposed rule
change, as modified by Amendment No. 2.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ Amendment No. 2 replaced the original filing in its
entirety.
    \4\ See Securities Exchange Act Release No. 58275 (July 31,
2008), 73 FR 46129.
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II. Background

    Nasdaq has proposed to establish a system that will allow its
members to purchase ``EVI Securities,'' which Nasdaq anticipates will
entitle holders thereof to specified payments based on the exercise of
stock options previously granted to employees of the issuer. This
system--designated by Nasdaq the ``EVI Cross''--is designed to generate
a market-based value of employee stock options for purposes of FASB
Statement of Financial Accounting Standards No. 123(R). EVI Securities
will represent a payment obligation of the issuer, but will not
represent any direct ownership interest in the issuing company or in
the associated employee stock options. The issuer will make available
to the public the number of EVI Securities available in the EVI Cross,
the limit price (if any), and the terms and features of its EVI
Securities, such as how payments are calculated, maturity dates, and
form of payment.
    Nasdaq is not proposing to list or provide a secondary market for
EVI Securities. An issuer will be able to sell, and Nasdaq members will
be able to buy, EVI Securities in a single auction. Nasdaq members
would access the EVI Cross system through existing interfaces for order
entry, although the EVI Cross system will be separate from the Nasdaq
Market Center execution system. The EVI Cross system is modeled on the
technology used for Nasdaq's existing crossing mechanisms such as its
Opening and Closing Crosses, the Nasdaq Crossing Network, and its Halt
Cross. Nasdaq anticipates that an issuer, if it chose to use the EVI
Cross, would do so on the first trading day following the grant of
employee stock options.
    To initiate an auction, a Nasdaq member authorized to act on behalf
of the issuer of EVI Securities would enter an order specifying a
quantity of EVI Securities to sell; a limit price is optional. After 4
p.m. on the day of the auction, the sell order could not be modified
but could be cancelled as late as 4:45 p.m. On the day of the auction,
any Nasdaq member could submit a limit order to buy with a designated
size. Beginning at 4 p.m. and periodically thereafter, Nasdaq would
disseminate information about the anticipated execution price, which is
the single highest price at which the maximum amount of interest could
be paired. Based on this information, prospective buyers could submit
new orders and potentially increase the anticipated execution price.
Executions would occur at 5 p.m., unless the system extends the auction
process because the anticipated execution price changes by a designated
amount in the minute before the designated time of execution. If the
remaining size of the sell order cannot fill all the buy orders at the
execution price, allocations would be made based on time priority. All
executions would be reported to the National Securities Clearing
Corporation and disseminated via a data feed.
    Nasdaq would charge an issuer tiered fees depending on the total
value of the EVI offering. The fee would be 2 percent of the first
$10,000,000 of the total value of an EVI offering. If the value of the
EVI offering is above $10,000,000, Nasdaq would charge an additional
fee of 1.5 percent of the value of the EVI offering above $10,000,000.
The total fees, however, would not exceed $1,500,000. Nasdaq would not
assess a fee if the EVI Cross is not carried out. Nasdaq members would
be required to establish a new port for connectivity to access the EVI
Cross system. However, Nasdaq

would not assess a fee for that port, and Nasdaq has not proposed to
assess any transaction fees for purchases of EVI Securities.

III. Discussion

    After careful review, the Commission finds that the proposed rule
change is consistent with the requirements of the Act and the rules and
regulations thereunder applicable to a national securities exchange.\5\
In particular, the Commission finds that the proposed rule change is
consistent with Section 6(b)(5) of the Act,\6\ which requires, among
other things, 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; and, in general, to protect investors and the public
interest; and are not designed to permit unfair discrimination between
customers, issuers, brokers, or dealers. The proposal offers a
potentially useful service to issuers and does not appear to raise any
issue under the Exchange Act.
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    \5\ 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).
    \6\ 15 U.S.C. 78f(b)(5).
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    The Commission believes that the proposed trading rules are
consistent with the Act and notes that they are based on those of
Nasdaq's crossing platforms that have previously been approved by the
Commission.\7\ The Commission finds that the proposed fees for the EVI
Cross are consistent with Section 6(b)(4) of the Act,\8\ which requires
that the rules of an exchange provide for the equitable allocation of
reasonable dues, fees, and other charges among its members and issuers
and other persons using its facilities. The Commission notes that an
issuer will not be charged a fee unless an auction is carried out, and
that Nasdaq has not proposed any transaction fees on members that
purchase EVI Securities in an auction.
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    \7\ See, e.g., Securities Exchange Act Release No. 50405
(September 16, 2004), 69 FR 57118 (September 23, 2004) (SR-NASD-
2007-071) (approving Nasdaq's Opening Cross); Securities Exchange
Act Release No. 49406 (March 11, 2004), 69 FR 12879 (March 18, 2004)
(SR-NASD-2003-173) (approving Nasdaq's Closing Cross); Securities
Exchange Act Release No. 53687 (April 20, 2006), 71 FR 24878 (April
27, 2006) (SR-NASD-2006-015) (approving the Nasdaq Halt Cross);
Securities Exchange Act Release No. 54101 (July 5, 2006), 71 FR
39382 (July 12, 2006) (SR-NASD-2005-140) (approving the Nasdaq
Crossing Network).
    \8\ 15 U.S.C. 78f(b)(4).
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    This order addresses only whether Nasdaq's rules and fees relating
to the EVI Cross are consistent with the Act. The Commission is
offering no opinion here as to whether prices of EVI Securities derived
from auctions conducted pursuant to this proposal may be employed to
value employee stock options consistent with FASB Statement of
Financial Accounting Standards No. 123(R), or whether the offering of
any particular EVI Securities is consistent with the federal securities
laws.

IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\9\ that the proposed rule change (SR-NASDAQ-2008-025), as modified
by Amendment No. 2, be, and hereby is, approved.
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    \9\ 15 U.S.C. 78s(b)(2).
    \10\ 17 CFR 200.30-3(a)(12).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\10\
Florence E. Harmon,
Acting Secretary.
[FR Doc. E8-21705 Filed 9-16-08; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register Volume 78, Number 117 (Tuesday, June 18, 2013)]
[Notices]
[Pages 36558-36559]
[FR Doc No: 2013-14490]

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DEPARTMENT OF HOMELAND SECURITY

Federal Emergency Management Agency

[Internal Agency Docket No. FEMA-4117-DR; [Docket ID FEMA-2013-0001]

Oklahoma; Amendment No. 4 to Notice of a Major Disaster
Declaration

AGENCY: Federal Emergency Management Agency, DHS.

ACTION: Notice.

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SUMMARY: This notice amends the notice of a major disaster for the
State of Oklahoma (FEMA-4117-DR), dated May 20, 2013, and related
determinations.

DATES: Effective Date: June 11, 2013.

FOR FURTHER INFORMATION CONTACT: Dean Webster, Office of Response and
Recovery, Federal Emergency Management Agency, 500 C Street SW.,
Washington, DC 20472,<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION: Notice is hereby given that the incident
type for this disaster has been expanded to include flooding.

(The following Catalog of Federal Domestic Assistance Numbers (CFDA)
are to be used for reporting and drawing funds: 97.030, Community
Disaster Loans; 97.031, Cora Brown Fund; 97.032, Crisis Counseling;
97.033, Disaster Legal Services; 97.034, Disaster Unemployment
Assistance (DUA); 97.046, Fire Management Assistance Grant; 97.048,
Disaster Housing Assistance to Individuals and Households In
Presidential Declared Disaster Areas; 97.049, Presidential Declared
Disaster Assistance--Disaster Housing Operations for Individuals and
Households; 97.050, Presidential Declared Disaster Assistance to
Individuals and Households--Other Needs; 97.036, Disaster Grants--
Public Assistance (Presidentially Declared Disasters); 97.039,
Hazard Mitigation Grant.

W. Craig Fugate,
Administrator, Federal Emergency Management Agency.
[FR Doc. 2013-14490 Filed 6-17-13; 8:45 am]
BILLING CODE 9111-23-P


[Federal Register Volume 83, Number 101 (Thursday, May 24, 2018)]
[Notices]
[Page 24101]
[FR Doc No: 2018-11155]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Docket No. EL18-118-000]

Trans Bay Cable LLC; Notice of Filing

    Take notice that on May 14, 2018, Trans Bay Cable LLC submitted a
response to the March 15, 2018 Show Cause Order.\1\
---------------------------------------------------------------------------

    \1\ Alcoa Power Generation, Inc.--Long Sault Division, et al.,
162 FERC ] 61,224 (2018) (Show Cause Order).
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    Any person desiring to intervene or to protest this filing must
file in accordance with Rules 211 and 214 of the Commission's Rules of
Practice and Procedure (18 CFR 385.211, 385.214). Protests will be
considered by the Commission in determining the appropriate action to
be taken, but will not serve to make protestants parties to the
proceeding. Any person wishing to become a party must file a notice of
intervention or motion to intervene, as appropriate. Such notices,
motions, or protests must be filed on or before the comment date.
Anyone filing a motion to intervene or protest must serve a copy of
that document on the Applicant.
    The Commission encourages electronic submission of protests and
interventions in lieu of paper using the ``eFiling'' link at http://www.ferc.gov. Persons unable to file electronically should submit an
original and 5 copies of the protest or intervention to the Federal
Energy Regulatory Commission, 888 First Street NE, Washington, DC
20426.
    This filing is accessible on-line at http://www.ferc.gov, using the
``eLibrary'' link and is available for review in the Commission's
Public Reference Room in Washington, DC. There is an ``eSubscription''
link on the website that enables subscribers to receive email
notification when a document is added to a subscribed docket(s). For
assistance with any FERC Online service, please email
[email protected], or call<PHONE_NUMBER> (toll free). For
TTY, call<PHONE_NUMBER>.
    Comment Date: 5:00 p.m. Eastern time on June 4, 2018.

    Dated: May 18, 2018.
Kimberly D. Bose,
Secretary.
[FR Doc. 2018-11155 Filed 5-23-18; 8:45 am]
 BILLING CODE 6717-01-P


[Federal Register Volume 86, Number 234 (Thursday, December 9, 2021)]
[Notices]
[Page 70159]
[FR Doc No: 2021-26622]

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SECURITIES AND EXCHANGE COMMISSION

[Investment Company Act Release No. 34433; 812-15278]

Bridge Builder Trust, et al.

December 3, 2021.
AGENCY: Securities and Exchange Commission (``Commission'').

ACTION: Notice.

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    Notice of an application under Section 6(c) of the Investment
Company Act of 1940 (``Act'') for an exemption from Section 15(c) of
the Act.

Summary of Application:  The requested exemption would permit a Trust's
board of trustees (the ``Board'') to approve new sub-advisory
agreements and material amendments to existing sub-advisory agreements
without complying with the in-person meeting requirement of Section
15(c) of the Act.

Applicants:  Bridge Builder Trust, Edward Jones Money Market Fund,
Olive Street Investment Advisers, LLC, Passport Research, LTD.

Filing Dates:  The application was filed on October 29, 2021.

Hearing or Notification of Hearing:  An order granting the requested
relief will be issued unless the Commission orders a hearing.
Interested persons may request a hearing on any application by emailing
the SEC's Secretary at [email protected] and serving the
relevant applicant with a copy of the request by email, if an email
address is listed for the relevant applicant below, or personally or by
mail, if a physical address is listed for the relevant applicant below.
    Hearing requests should be received by the Commission by 5:30 p.m.
on December 28, 2021, and should be accompanied by proof of service on
applicants, in the form of an affidavit or, for lawyers, a certificate
of service. Pursuant to rule 0-5 under the Act, hearing requests should
state the nature of the writer's interest, any facts bearing upon the
desirability of a hearing on the matter, the reason for the request,
and the issues contested. Persons who wish to be notified of a hearing
may request notification by emailing the Commission's Secretary.

ADDRESSES: The Commission: [email protected]. Applicants: Sean
Graber, Esq., [email protected]; and
[email protected].

FOR FURTHER INFORMATION CONTACT: Lisa Reid Ragen, Branch Chief, at
(202) 551-6825 (Division of Investment Management, Chief Counsel's
Office).

SUPPLEMENTARY INFORMATION: For Applicants' representations, legal
analysis, and condition, please refer to Applicants' application, dated
October 29, 2021, which may be obtained via the Commission's website by
searching for the file number, using the Company name box, at http://www.sec.gov/search/search.htm, or by calling<PHONE_NUMBER>.

    For the Commission, by the Division of Investment Management,
under delegated authority.
J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-26622 Filed 12-8-21; 8:45 am]
BILLING CODE 8011-01-P