However, we believe that this approach would significantly increase the
risk of confidential information inadvertently being made public,
including by filers who complete the single form incorrectly.\156\
---------------------------------------------------------------------------

    \156\ One commenter agreed, stating that 13(f) Confidential
Treatment Requests, including the justifications and related
holdings information, should not be included on or attached to Form
13F, but should be filed as a separate file, which would provide the
best protection against inadvertent publication by either the
Commission or the filer. See PIC Comment Letter.
---------------------------------------------------------------------------

4. Alternative Security Identifier Requirement
    Rather than requiring managers to identify securities on Form 13F
with CUSIP numbers while permitting managers to provide the FIGIs for
those securities as well, we considered permitting managers to identify
securities on Form 13F with either CUSIP numbers or FIGIs. However, we
believe that this alternative could create a burden for some users of
13(f) data. Because 13(f) Securities could be reported using their
CUSIP numbers or their FIGIs under this alternative, any Form 13(f)
data users who wished to use the same security identification code
(i.e., CUSIP number or FIGI) for all 13(f) Securities would be required
to convert any reported CUSIP numbers to FIGIs, or vice versa. Finding
the FIGI associated with a security's CUSIP number can be done for
free, but given the length of many Form 13F filings, some data users
would seek to perform such conversion in bulk on a programmatic basis
rather than manually. Such bulk conversion could be done
programmatically using a free API on the OpenFIGI web page, but data
users that had not already integrated FIGIs into their systems would
incur an initial time burden of preparing the database and creating the
query to leverage the free mapping API. In addition, with respect to
any data users that chose to continue storing CUSIP numbers in their
systems rather than integrate FIGIs, those data users would be subject
to license-based fees and restrictions associated with converting FIGIs
(or other security identifiers such as ticker symbols) to CUSIPs in
bulk. Therefore, we elected to adopt an approach that, allows managers
to provide FIGIs for some or all of their 13(f) Securities, while
continuing to require managers to provide CUSIP numbers for all of
their 13(f) Securities, to avoid this potential burden on some 13(f)
data users.

V. Paperwork Reduction Act

    The rule and form amendments contain ``collections of information''
within the meaning of the Paperwork Reduction Act of 1995
(``PRA'').\157\ We are submitting the proposed collections of
information to the Office of Management and Budget (``OMB'') for review
in accordance with the PRA.\158\ The titles for the collections of
information we are amending are:
---------------------------------------------------------------------------

    \157\ 44 U.S.C. 3501 through 3521.
    \158\ 44 U.S.C. 3507(d) and 5 CFR 1320.11.

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

(i) ``Rule 0-4 under the Investment Advisers Act of 1940, General
Requirements of Papers and Applications'' (OMB Control No. 3235-0633);
(ii) ``Form 13F, Report of Institutional Investment Managers (pursuant
to sec. 13(f) of the Securities Exchange of 1934)'' (OMB Control No.
3235-0006); and, (iii) ``Rule 0-2 and Form ADV-NR under the Investment
Advisers Act of 1940'' (OMB Control No. 3235-0240). We are not amending
the collections of information entitled (i) ``Form ID'' (OMB Control
No. 3235-0328),\159\ or (ii) ``Form ADV'' (OMB Control No. 3235-0049).
An agency may not conduct or sponsor, and a person is not required to
respond to, a collection of information unless it displays a currently
valid OMB control number. We did not receive any comments on the PRA
analysis. We updated some estimates from the proposal to reflect more
recent data.\160\
---------------------------------------------------------------------------

    \159\ The Commission estimates that each year only one applicant
for an order under any provision of the Advisers Act will need to
file a Form ID with the Commission in order to gain access to EDGAR.
Form ID is used to request the assignment of access codes to file on
EDGAR. Any applicant that has made at least one filing with the
Commission via EDGAR since 2002 has been entered into the EDGAR
system by the Commission and will not need to file Form ID in order
to file electronically on EDGAR. However, applicants that have never
made a filing with the Commission via EDGAR will need to file Form
ID. We estimate that only one applicant for an order under any
provision of the Advisers Act will need to file a Form ID with the
Commission each year in order to gain access to EDGAR. Thus, we
believe that the proposed amendments will not impose substantive new
burdens on the overall population of respondents or affect the
current overall cost estimates for Form ID. Therefore, we believe
that the current burden and cost estimates for Form ID remain
appropriate. Accordingly, we are not revising the current burden or
cost estimates for Form ID.
    \160\ See Proposing Release, supra footnote 2.
---------------------------------------------------------------------------

A. Amendments to Rule 0-4

    Rule 0-4 under the Advisers Act prescribes general instructions for
filing papers and applications under the Advisers Act with the
Commission. We are adopting amendments to rule 0-4.\161\ Final rule 0-4
will require that every application for an order under any provision of
the Advisers Act, for which a form with instructions is not
specifically prescribed, and every amendment to such application be
electronically filed pursuant to Regulation S-T. Final rule 0-4 will
eliminate the requirements to have verifications of applications and
statements of fact made in connection with applications notarized and
will eliminate the requirement that applications include proposed
notices as exhibits to applications. In addition, final rule 0-4 will
specify that paper submissions must be addressed to the Secretary of
the Commission, remove the reference to microfilming, and clarify the
wording related to duplicate original copies of paper applications.
---------------------------------------------------------------------------

    \161\ Id.
---------------------------------------------------------------------------

    Respondents to the collection of information are applying for
orders of the Commission under the Advisers Act. The requirements of
rule 0-4 are designed to provide Commission staff with the necessary
information to assess whether granting the orders are necessary and
appropriate, in the public interest and consistent with the protection
of investors and the intended purposes of the Advisers Act. This
collection of information is necessary in order to obtain or retain
benefits. Responses will not be kept confidential.
    Applicants for orders under the Advisers Act file applications as
they deem necessary. Applicants can include registered investment
advisers, affiliated persons of registered investment advisers, and
entities seeking to avoid investment adviser status, among others. The
Commission estimates that it receives seven initial applications per
year submitted under rule 0-4 of the Advisers Act. Although some
applications are submitted on behalf of multiple applicants, these
applicants in the vast majority of cases are related entities and are
treated as a single respondent for purposes of this analysis.
1. Burden Estimate for Rule 0-4
    We estimate the same burdens for rule 0-4 as proposed.\162\ Most of
the work of preparing an application is performed by outside counsel
and, therefore, imposes no time burden on the respondents.\163\
Nevertheless, the Commission continues to estimate one annual internal
burden hour for administrative purposes. We do not believe that the
amendments will change the burden on applicants. Likewise, we do not
believe that the amendments will change the number of such applications
that are filed annually. Therefore, because there will continue to be
no time burden on the respondents, we believe that the one annual
internal burden hour for administrative purposes remains appropriate.
---------------------------------------------------------------------------

    \162\ See Proposing Release, supra footnote 2.
    \163\ For the previously approved estimates, see ICR Reference
No.<PHONE_NUMBER>-002 (conclusion date Mar. 25, 2020), available at
https://www.reginfo.gov/public/do/PRAViewICR?ref_nbr=201908-3235-002.
---------------------------------------------------------------------------

    Although we expect the amendments will decrease the external cost
burden for respondents as a practical matter, our estimated external
cost burden will increase due to using updated data for baseline
costs.\164\ The amendments will eliminate the requirement to notarize
applications. The notary service is typically provided by a secretary
or similar administrative employee of the applicant or the outside
counsel preparing the application. It represents an hour to the
applicant, so elimination of the notarization requirement would reduce
the external cost burden only by a negligible amount. The amendments
will require that paper submissions under rule 0-4 be addressed to the
Secretary of the Commission, remove the reference to microfilming, and
clarify the wording related to duplicate original copies of paper
applications. In the proposal, we discussed that these amendments would
decrease the applicants' burdens, but upon further analysis, we do not
believe that adding the Secretary of the Commission to the address,
removing a reference to microfilming, and clarifying wording concerning
duplicate original copies of paper applications will change any
external cost burdens for applicants.\165\ The amendments will
eliminate the requirement that applicants include proposed notices as
exhibits to applications, which will reduce external costs for
applicants. A proposed notice is a summary of the statements in the
application. Based on staff experience, we believe that preparation of
the proposed notice by outside counsel represents approximately one
percent of the external cost of preparing an application.\166\ We
estimate that the total reduction in the external costs will be
approximately $4,091.\167\ However, as discussed in the table below, we
estimate that the baseline external costs will increase; therefore,
although the amendments will decrease external costs, our estimated
external cost burden will increase, taking into account the increased
baseline. The tables below detail and summarize the annual burden
estimates for final rule 0-4.
---------------------------------------------------------------------------

    \164\ The previously approved annual external cost burden is
$392,500.
    \165\ See Proposing Release, supra footnote 2.
    \166\ See 2008 IC Applications Release, supra footnote 12.
    \167\ The total external cost burden reduction of one percent
would amount to $4,091 given the estimated distribution of all
applications: ($141 x 3) + ($483 x 3) + ($2,219 x 1) = $4,091. See
Table 3.

                                                     Table 3--Annual External Cost Burden Estimates
--------------------------------------------------------------------------------------------------------------------------------------------------------
                                                                   Current        Estimated        Estimated                                 Estimated
                                                                external cost   reduction in     external cost     Number of               external cost
                                       Types of applications     burden per     external cost     burden per     applications               burden per
                                                                 filing \1\          \2\            filing            \3\                   filing type
--------------------------------------------------------------------------------------------------------------------------------------------------------
Advisers Act Exemptive Applications.  Well Precedented            \4\ $14,182          $(141)           $14,041           x            3         $42,123
                                       Applications.
                                      Medium Complexity                48,282           (483)            47,799           x            3         143,397
                                       Applications.
                                      High Complexity                 221,909         (2,219)           219,690           x            1         219,690
                                       Applications.
                                     -------------------------------------------------------------------------------------------------------------------
    Annual external cost burden.....  .......................  ..............  ..............  ................  ............  .........         405,210
--------------------------------------------------------------------------------------------------------------------------------------------------------
Notes:
\1\ Based on conversations with applicants and attorneys, the cost for applications ranges from approximately $14,182 for preparing a well-precedented,
  routine (or otherwise less involved) application, $48,282 for preparing medium complex applications and approximately $221,909 to prepare a complex or
  novel application.
\2\ We estimate that preparing a proposed notice by outside counsel represents approximately one percent of the cost of preparing an application.
\3\ Based on our experience, we estimate that the Commission annually receives three well-precedented applications, three applications of medium
  complexity, and one high complexity application.
\4\ The cost that outside counsel charges applicants depends on the complexity of the issues covered by the application and the time required. Based on
  conversations with applicants and attorneys, the cost for applications ranges from approximately $14,182 for preparing a well-precedented, routine (or
  otherwise less involved) application to approximately $221,909 to prepare a complex or novel application. $48,282 is the median between $14,182 and
  $221,909. We have adjusted these numbers to reflect changes in prices from the previously approved estimates based on the U.S. Bureau of Labor
  Statistic's CPI Inflation calculator. We estimate that the Commission receives one highly complex, time-consuming application annually, three
  applications of medium complexity, and three of the least complex applications subject to rule 0-4. There are no ongoing expenses.

            Table 4--Summary of the Annual Number of Responses, Time Burden, and External Cost Burden
----------------------------------------------------------------------------------------------------------------
                                                                                Previously
                           Description                               Requested       approved         Change
----------------------------------------------------------------------------------------------------------------
Responses.......................................................               7               7               0
Time burden (Hours).............................................               1               1               0
External Cost Burden (Dollars)..................................        $405,210        $392,500         $12,710
----------------------------------------------------------------------------------------------------------------

B. Amendment to Form ADV-NR

    Rule 0-2 under the Advisers Act establishes procedures by which a
person may serve process, pleadings, or other papers on a non-resident
investment adviser, or on a non-resident general partner or non-
resident managing agent of an investment adviser. Under rule 0-2,
persons who wish to serve the above-referenced parties may do so by
furnishing the Commission with one copy of the papers that are to be
served along with one copy for each named party. The Secretary will
promptly forward a copy to each named party by registered or certified
mail. If the Secretary certifies that the rule was followed, the
certification constitutes evidence of service of process under rule 0-
2. Non-resident general partners and non-resident managing agents of
both SEC-registered investment advisers and exempt reporting advisers
must file Form ADV-NR to designate the Secretary as the non-resident
general partner's or non-resident managing agent's agent for service of
process.\168\ They must submit Form ADV-NR in connection with the
adviser's initial Form ADV submission or within 30 days of becoming a
non-resident.\169\
---------------------------------------------------------------------------

    \168\ Non-resident investment advisers comply with rule 0-2 by
executing 17 CFR 279.1 (Form ADV). This burden estimate is
incorporated into a separate burden estimate for Form ADV.
    \169\ 17 CFR 279.4, 17 CFR 297.1.
---------------------------------------------------------------------------

    We are adopting amendments to Form ADV-NR as proposed.\170\ The
amendments will require an investment adviser's non-resident general
partners and non-resident managing agents to file Form ADV-NR
electronically through IARD. Form ADV-NR filers will be able to meet
this filing requirement without needing any specialized software or
hardware. No fee will be assessed for filing Form ADV-NR through IARD.
The final rule will require non-resident general partners and non-
resident managing agents to amend their Form ADV-NR within 30 days
whenever any information contained in the form becomes inaccurate by
filing with the Commission a new Form ADV-NR.
---------------------------------------------------------------------------

    \170\ See Proposing Release, supra footnote 2.
---------------------------------------------------------------------------

    The respondents to this information collection are each non-
resident general partner or non-resident managing agent of both SEC-
registered investment advisers and exempt reporting advisers. The
collection of information is mandatory. Responses are not kept
confidential. The collection of information is necessary to provide
appropriate consent to permit the Commission and other parties to bring
actions against non-resident partners and managing agents for
violations of the Federal securities laws and to enable the
commencement of legal and/or regulatory actions against investment
advisers that are doing business in the United States, but are not
residents.
1. Burden Estimate for Form ADV-NR
    We are updating the burden estimates from the proposal to reflect
more recent data.\171\ We continue to estimate that final Form ADV-NR
will require an average of one hour to complete, which is the same as
the previously approved estimate and the proposal.\172\
---------------------------------------------------------------------------

    \171\ See Proposing Release, supra footnote 2.
    \172\ For the previously approved estimates, see ICR Reference
No.<PHONE_NUMBER>-022 (conclusion date Sept. 28, 2020), available at
https://www.reginfo.gov/public/do/PRAViewICR?ref_nbr=202004-3235-022.

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

We are using more recent data to estimate the number of responses as
compared to the previously approved estimates and the proposal.\173\
Taking into account more recent data from 2019 to 2021, the Commission
received an average of 21 Form ADV-NR filings per year, which
represents a decrease of 32 responses from the previously approved 53
responses.\174\ Accordingly, as each response takes an average of one
hour to complete, we estimate that the aggregate annual time burden for
Form ADV-NR will be 21 hours, which represents a decrease of 32 hours
from the previously approved burden of 53 hours.\175\
---------------------------------------------------------------------------

    \173\ See Proposing Release, supra footnote 2 (using data from
2018 through 2020).
    \174\ (53 filings in 2019 + 5 filings in 2020 + 4 filings in
2021 = 62 filings)/3 years = an average of 20.66 filings a year,
rounded to 21 filings a year.
    \175\ (21 annual responses x 1 hour per response = an aggregate
annual time burden of 21 hours.)
---------------------------------------------------------------------------

    In proposing amendments to Form ADV-NR in 2021, the Commission
estimated the monetized cost burden using wage estimates for 2021.\176\
We are updating the estimated monetized cost burden to reflect more
recent wage estimates for 2022.\177\ Form ADV-NR filers will likely use
a combination of compliance clerks and general clerks to complete Form
ADV-NR and file it with the Commission through IARD. The Commission
staff estimates the hourly wage for compliance clerks to be $77 per
hour, and the hourly wage for general clerks to be $68 per hour. For
each burden hour, compliance clerks will perform an estimated 0.75
hours, and general clerks also will perform an estimated 0.25 hours.
Therefore, we estimate the monetized time burden per response to be
$75,\178\ for an aggregate monetized time burden of $1,575.\179\ This
represents a decrease of $2,082 from the previously approved monetized
time burden of $3,657.
---------------------------------------------------------------------------

    \176\ See Proposing Release, supra footnote 2.
    \177\ The Commission's estimates of the relevant wage rates are
based on salary information for the securities industry compiled by
the Securities Industry and Financial Markets Association's Office
Salaries in the Securities Industry 2013. The estimated figures are
modified by firm size, employee benefits, overhead, and adjusted to
account for the effects of inflation. See Securities Industry and
Financial Markets Association, Report on Management & Professional
Earnings in the Securities Industry 2013.
    \178\ (0.75 hours per compliance clerk x $77 an hour) + (0.25
hours per general clerk x $68 an hour) = $74.75, rounded to $75.
    \179\ $75 per adviser x 21 advisers = $1,575.
---------------------------------------------------------------------------

    We continue to estimate that there will be no external cost burden,
as previously approved and as proposed. The amendments will require an
investment adviser's non-resident general partners and non-resident
managing agents to file Form ADV-NR electronically through IARD. Form
ADV-NR filers will be able to meet this filing requirement without
needing any specialized software or hardware. No fee will be assessed
for filing Form ADV-NR through IARD.

 Table 5--Summary of the Aggregate Annual Number of Responses, Time Burden, Monetized Time Burden, and External
                                                   Cost Burden
----------------------------------------------------------------------------------------------------------------
                                                                                Previously
                           Description                               Requested       approved         Change
----------------------------------------------------------------------------------------------------------------
Number of Responses.............................................              21              53            (32)
Time Burden (hours).............................................              21              53            (32)
Monetized Time Burden (Dollars).................................          $1,575          $3,657        $(2,082)
External Cost Burden (Dollars)..................................              $0              $0              $0
----------------------------------------------------------------------------------------------------------------

C. Form ADV and Rule 203-1

    Form ADV is the investment adviser registration form and exempt
reporting adviser reporting form filed electronically with the
Commission pursuant to rules 203-1 (17 CFR 275.203-1), 204-1 (17 CFR
275.204-1) and 204-4 (17 CFR 275.204-4) under the Advisers Act by
advisers registered with the Commission or applying for registration
with the Commission or by exempt reporting advisers filing reports with
the Commission. Rule 203-1 under the Advisers Act requires every person
applying for investment adviser registration with the Commission to
file Form ADV.\180\ The paperwork burdens associated with rules 203-1,
204-1, and 204-4 are included in the approved annual burden associated
with Form ADV and therefore do not entail separate collections of
information. These collections of information are found at 17 CFR
275.203-1, 275.204-1, 275.204-4, and 279.1 (Form ADV itself) and are
mandatory. Responses are not kept confidential.
---------------------------------------------------------------------------

    \180\ Rule 204-4 under the Advisers Act requires certain
investment advisers exempt from registration with the Commission
(``exempt reporting advisers'') to file reports with the Commission
by completing a limited number of items on Form ADV. Rule 204-1
under the Advisers Act requires each registered and exempt reporting
adviser to file amendments to Form ADV at least annually, and
requires advisers to submit electronic filings through IARD.
---------------------------------------------------------------------------

    As proposed, we are adopting amendments to the instructions to Form
ADV and rule 203-1 to require an investment adviser's non-resident
general partner and non-resident managing agents to file Form ADV-NR
electronically through IARD. As discussed above, the collection of
information is necessary for us to obtain appropriate consent to permit
the Commission and other parties to bring actions against non-resident
partners and agents for violations of the Federal securities laws and
to enable the commencement of legal and/or regulatory actions against
investment advisers that are doing business in the United States, but
are not residents.\181\
---------------------------------------------------------------------------

    \181\ See supra section V.B.
---------------------------------------------------------------------------

    We do not believe that the amendments to Form ADV or rule 203-1
will change the burden on investment advisers' application for
registration with the Commission. Likewise, we do not believe that our
proposed amendments will change the number of such registrations that
are filed annually. Therefore, we believe that the currently approved
burden and cost estimates for Form ADV remain appropriate. Accordingly,
we are not

revising the current burden or cost estimates for Form ADV.

D. Amendments to Form 13F

    In our most recent PRA submission for Form 13F, we estimated a
total hour burden of 67,242 hours, with an internal cost burden of
$13,733,909, and an external cost burden of $4,846,374.\182\ The table
below summarizes the initial and ongoing annual burden estimates
associated with amendments to Form 13F related to the requirements for
managers to provide additional identifying information and the
technical amendments to Form 13F discussed above.\183\ We continue to
believe that our amendments to Form 13F will not pose additional
external cost burdens. We also continue to believe that our amendments
to the process for filing 13(f) Confidential Treatment Requests will
not change the burden of filing Form 13F Reports with the
Commission.\184\
---------------------------------------------------------------------------

    \182\ This estimate is based on the last time the rule's
information collection was submitted for PRA renewal in 2022. This
renewal included revisions to the baseline of the PRA burdens
associated with Form 13F that were discussed in the Proposing
Release. See Proposing Release supra footnote 2, at nn.184-187 and
accompanying text. We received no comments on these revisions.
    \183\ See supra section II.C.2. In a change from the proposal,
the final rules include an amendment to Form 13F that will allow
managers to disclose, for any security reported on Form 13F, the
security's FIGI in addition to its CUSIP number. Because this
amendment will be optional, managers are unlikely to choose to
disclose a FIGI if it will significantly increase the burdens
associated with filing Form 13F. However, for PRA purposes, we
assume that this optional requirement will initially impose 0.5
hours of burdens for a senior programmer and compliance clerk to
make this optional disclosure on Form 13F. We do not believe that
this optional disclosure will impose any ongoing burdens, nor do we
believe it will impose additional external costs associated with
complying with Form 13F.
    \184\ See Proposing Release supra footnote 2, at n.187. We
received no comments on this aspect of the Proposing Release.
---------------------------------------------------------------------------

BILLING CODE 8011-01-P

[GRAPHIC] [TIFF OMITTED] TR30JN22.032

[GRAPHIC] [TIFF OMITTED] TR30JN22.033

BILLING CODE 8011-01-C

VI. Regulatory Flexibility Act Certification

    The Commission certified, pursuant to Section 605(b) of the
Regulatory Flexibility Act \185\ (``RFA''), that, if adopted, the
proposed amendments to rules 11, 100, 101, 102, and 201 of Regulation
S-T \186\ rule 0-4 under the Advisers Act \187\ relating to the
electronic filing of applications for orders under the Advisers Act and
the Investment Company Act; rule 203-1,\188\ Form ADV-NR and the
instructions to Form ADV under the Advisers Act \189\ relating to the
electronic filing of Form ADV-NR; amendments to rule 0-2 under the
Investment Company Act; \190\ and amendments to rule 24b-2 under the
Exchange Act, Form 13F and rules 101(a)(1)(xxii) and 101(d) of
Regulation S-T relating to the requirement that managers electronically
file requests for 13(f) Confidential Treatment Requests, along with
other amendments to Form 13F,\191\ would not have a significant
economic impact on a substantial number of small entities. We included
this certification in Section V of the Proposing Release. Although we
requested written comments regarding this certification, no commenters
responded to this request. We are adopting the final rules as proposed
with one change to Form 13F that will allow managers to disclose, for
any security reported on Form 13F, the security's FIGI. We do not
believe that this change, which as discussed above will not impose any
costs on managers, alters the basis upon which the certification in the
Proposing Release was made. Accordingly, we certify that the final
rules will not have a significant economic impact on a substantial
number of small entities.
---------------------------------------------------------------------------

    \185\ 5 U.S.C. 605(b).
    \186\ 17 CFR 232.11, 232.100, 232.101, 232.102, and 232.201.
    \187\ 17 CFR 275.0-4. For the purposes of the Advisers Act and
the RFA, an investment adviser generally is a small entity if it:
(i) has assets under management having a total value of less than
$25 million; (ii) did not have total assets of $5 million or more on
the last day of its most recent fiscal year; and (iii) does not
control, is not controlled by, and is not under common control with
another investment adviser that has assets under management of $25
million or more, or any person (other than a natural person) that
had $5 million or more on the last day of its most recent fiscal
year. 17 CFR 275.0-7(a).
    \188\ 17 CFR 274.203-1.
    \189\ 17 CFR 279.4; 17 CFR 279.1.
    \190\ 17 CFR 270.0-2. For purposes of the Investment Company Act
and the RFA, an investment company is a small entity if it, together
with other investment companies in the same group of related
investment companies, has net assets of $50 million or less as of
the end of its most recent fiscal year. 17 CFR 270.0-10(a).
    \191\ The definition of the term ``small entity'' in rule 0-10
under the Exchange Act does not explicitly reference investment
advisers or other investment managers. However, rule 0-10 provides
that the Commission may ``otherwise define'' small entities for
purposes of a particular rulemaking proceeding. For purposes of the
proposed amendments relating to managers electronically filing
requests for 13(f) Confidential Treatment Requests and the other
amendments to Form 13F, the Commission is defining small entity by
using the definition of small entity under rule 0-7(a) under the
Advisers Act as more appropriate to the functions of managers. See
supra footnote 184.
---------------------------------------------------------------------------

VII. Statutory Authority

    The Commission is adopting amendments to rules and forms under the
rulemaking authority set forth in sections 3, 12, 13(f), 14, 15(d),
23(a), 35A, and 36 of the Exchange Act [15 U.S.C. 78c, 78l, 78m(f),
78n, 78o(d), 78w(a), 78ll, and 78mm]; sections 8, 30, 31, and 38 of the
Investment Company Act [15 U.S.C. 80a-8, 80a-29, 80a-30, and 80a-37];
and sections 203, 204, 206A, 210, and 211 of the Advisers Act [15
U.S.C. 80b-3, 80b-4, 80b-6a, 80b-10, and 80b-11].

List of Subjects

17 CFR Part 232

    Reporting and recordkeeping requirements, Securities.

17 CFR Parts 240 and 249

    Reporting and recordkeeping requirements, Securities.

17 CFR Part 270

    Investment companies, Reporting and recordkeeping requirements,
Securities.

17 CFR Part 275

    Investment advisers, Reporting and recordkeeping requirements,
Securities.

17 CFR Part 279

    Investment advisers, Reporting and recordkeeping requirements,
Securities.

Text of Rule and Form Amendments

    In accordance with the foregoing, the Commission amends title 17,
chapter II of the Code of Federal Regulations:

PART 232--REGULATION S-T--GENERAL RULES AND REGULATIONS FOR
ELECTRONIC FILINGS

0
1. The general authority citation for part 232 is revised to read as
follows:

    Authority:  15 U.S.C. 77c, 77f, 77g, 77h, 77j, 77s(a), 77z-3,
77sss(a), 78c(b), 78l, 78m, 78n, 78o(d), 78w(a), 78ll, 80a-6(c),
80a-8, 80a-29, 80a-30, 80a-37, 80b-4, 80b-6a, 80b-10, 80b-11, 7201
et seq.; and 18 U.S.C. 1350, unless otherwise noted.
* * * * *

0
2. Amend Sec.  232.11 by adding a definition for ``Investment Advisers
Act'' in alphabetical order to read as follows:

Sec.  232.11   Definitions of terms used in this part.

* * * * *
    Investment Advisers Act. The term Investment Advisers Act means the
Investment Advisers Act of 1940.
* * * * *

Sec.  232.100   [Amended]

0
3. Amend Sec.  232.100 in paragraph (b) by removing the term
``Registrants'' and adding in its place ``Persons or entities''.

0
4. Amend Sec.  232.101 by:
0
a. Revising paragraph (a)(1)(iv);
0
b. Removing the period at the end of paragraph (a)(1)(xxi) and adding
in its place a semicolon;
0
c. Adding paragraphs (a)(1)(xxii) and (xxiii); and
0
d. Revising paragraph (d).
    The revisions and additions read as follows:

Sec.  232.101   Mandated electronic submissions and exceptions.

    (a) * * *
    (1) * * *
    (iv) Documents filed with the Commission pursuant to sections 8,
17, 20, 23(c), 24(b), 24(e), 24(f), and 30 of the Investment Company
Act (15 U.S.C. 80a-8, 80a-17, 80a-20, 80a-23(c), 80a-24(b), 80a-24(e),
80a-24(f), and 80a-29) and any application for an order under any
section of the Investment Company Act (15 U.S.C. 80a-1 et seq.). The
filing of an application for an order under any section of the
Investment Company Act must be made on EDGAR as required by the EDGAR
Filer Manual, as defined in Sec.  232.11 (Rule 11 of Regulation S-T).
Notwithstanding Sec.  232.104 (Rule 104 of Regulation S-T), the
documents filed or furnished under this paragraph will be considered as
officially filed with or furnished to, as applicable, the Commission;
* * * * *
    (xxii) Confidential treatment requests filed with the Commission
pursuant to section 13(f) of the Exchange Act (15 U.S.C. 78m(f)) and
the rules and regulations thereunder, including Form 13F (17 CFR
249.325). The filings must be made on EDGAR in the format required by
the EDGAR Filer Manual, as defined in Sec.  232.11 (Rule 11 of
Regulation S-T). Notwithstanding Sec.  232.104 (Rule 104 of Regulation
S-T), the documents filed or furnished under this paragraph will be
considered as officially filed with or furnished to, as applicable, the
Commission; and
    (xxiii) Any application for an order under any section of the
Investment Advisers Act (15 U.S.C. 80b-1 et seq.). The filings must be
made on EDGAR in the format required by the EDGAR Filer Manual, as
defined in Sec.  232.11 (Rule 11 of Regulation S-T). Notwithstanding
Sec.  232.104 (Rule 104 of Regulation S-T), the documents filed or
furnished under this paragraph will be considered as officially filed
with or furnished to, as applicable, the Commission.
* * * * *
    (d) All documents, including any information with respect to which
confidential treatment is requested, filed pursuant to section 13(n)
(15 U.S.C. 78m(n)) and section 13(f) (15 U.S.C. 78m(f)) of the Exchange
Act and the rules and regulations thereunder shall be filed in
electronic format.

Sec.  232.102   [Amended]

0
5. Amend Sec.  232.102 in paragraph (a) introductory text by adding the
phrase ``, Rule 0-6 under the Advisers Act (Sec.  275.0-6 of this
chapter)'' after ``Rule 0-4 under the Investment Company Act (Sec.
270.0-4 of this chapter),''

0
6. Amend Sec.  232.201 by revising paragraph (a) introductory text to
read as follows:

Sec.  232.201   Temporary hardship exemption.

    (a) If an electronic filer experiences unanticipated technical
difficulties preventing the timely preparation and submission of an
electronic filing, other than a Form 3 (Sec.  249.103 of this chapter),
a Form 4 (Sec.  249.104 of this chapter), a Form 5 (Sec.  249.105 of
this chapter), a Form ID (Sec. Sec.  239.63, 249.446, 269.7 and 274.402
of this chapter), a Form TA-1 (Sec.  249.100 of this chapter), a Form
TA-2 (Sec.  249.102 of this chapter), a Form TA-W (Sec.  249.101 of
this chapter), a Form D (Sec.  239.500 of this chapter), an application
for an order under any section of the Investment Company Act of 1940
(15 U.S.C. 80a-1 et seq.), an application for an order under any
section of the Investment Advisers Act of 1940 (15 U.S.C. 80b-1 et
seq.), an Interactive Data File (as defined in Sec.  232.11), or an
Asset Data File (as defined in Sec.  232.11), the electronic filer may
file the subject filing, under cover of Form TH (Sec. Sec.  239.65,
249.447, 269.10 and 274.404 of this chapter), in paper format no later
than one business day after the date on which the filing was to be
made.
* * * * *

PART 240--GENERAL RULES AND REGULATIONS, SECURITIES EXCHANGE ACT OF
1934

0
7. The general authority citation for part 240 continues to read as
follows:

    Authority:  15 U.S.C. 77c, 77d, 77g, 77j, 77s, 77z-2, 77z-3,
77eee, 77ggg, 77nnn, 77sss, 77ttt, 78c, 78c-3, 78c-5, 78d, 78e, 78f,
78g, 78i, 78j, 78j-1, 78k, 78k-1, 78l, 78m, 78n, 78n-1, 78o, 78o-4,
78o-10, 78p, 78q, 78q-1, 78s, 78u-5, 78w, 78x, 78ll, 78mm, 80a-20,
80a-23, 80a-29, 80a-37, 80b-3, 80b-4, 80b-11, 7201 et seq. and 8302;
7 U.S.C. 2(c)(2)(E); 12 U.S.C. 5221(e)(3); 18 U.S.C. 1350; Pub. L.
111-203, 939A, 124 Stat. 1376 (2010); and Pub. L. 112-106, sec. 503
and 602, 126 Stat. 326 (2012), unless otherwise noted.
* * * * *

0
8. Amend Sec.  240.24b-2 by:
0
a. Removing the preliminary note;
0
b. Adding introductory text;
0
c. Removing the phrase ``paragraphs (g) and (h)'' and adding in its
place ``paragraphs (g) through (i)'' in paragraph (b) introductory
text; and
0
d. Adding paragraph (i).
    The additions read as follows:

Sec.  240.24b-2   Nondisclosure of information filed with the
Commission and with any exchange.

    Except as otherwise provided in this rule, confidential treatment
requests shall be submitted in paper format only, whether or not the
filer is required to submit a filing in electronic format.
* * * * *
    (i) An institutional investment manager shall omit the confidential
portion from the material publicly filed in electronic format pursuant
to section 13(f) of the Act (15 U.S.C. 78m(f)) and the rules and
regulations thereunder. The institutional investment manager shall
indicate in the appropriate place in the material publicly filed that
the confidential portion has been so omitted and filed separately with
the Commission. In lieu of the procedures described in paragraph (b) of
this section, an institutional investment manager shall request
confidential treatment electronically pursuant to section 13(f) of the
Act (15 U.S.C. 78m(f)) and the rules and regulations thereunder.

PART 249--FORMS, SECURITIES EXCHANGE ACT OF 1934

0
9. The general authority citation for part 249 continues to read as
follows:

    Authority:  15 U.S.C. 78a et seq. and 7201 et seq.; 12 U.S.C.
5461 et seq.; and 18 U.S.C. 1350; Sec. 953(b), Pub. L. 111-203, 124
Stat. 1904; Sec. 102(a)(3), Pub. L. 112-106, 126 Stat. 309 (2012),
Sec. 107, Pub. L. 112-106, 126 Stat. 313 (2012), Sec. 72001, Pub. L.
114-94, 129 Stat. 1312 (2015), and secs. 2 and 3 Pub. L. 116-222,
134 Stat. 1063 (2020), unless otherwise noted.
* * * * *

    Note:  The text of Form 13F does not, and these amendments will
not, appear in the Code of Federal Regulations.

0
10. Revise Form 13F (referenced in Sec.  249.325) to read as follows:
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BILLING CODE 8011-01-C

PART 270--RULES AND REGULATIONS, INVESTMENT COMPANY ACT OF 1940

0
11. The general authority citation for part 270 continues to read as
follows:

    Authority:  15 U.S.C. 80a-1 et seq., 80a-34(d), 80a-37, 80a-39,
and Pub. L. 111-203, sec. 939A, 124 Stat. 1376 (2010), unless
otherwise noted.
* * * * *

Sec.  270.0-2   [Amended]

0
12. Amend Sec.  270.0-2 by:
0
a. Adding the phrase ``Secretary of the'' after ``be delivered through
the mails or otherwise to the'' in the first sentence in paragraph (a);
and
0
b. Removing the fifth sentence in paragraph (b).

PART 275--RULES AND REGULATIONS, INVESTMENT ADVISERS ACT OF 1940

0
13. The general authority citation for part 275 continues to read as
follows:

    Authority:  15 U.S.C. 80b-2(a)(11)(G), 80b-2(a)(11)(H), 80b-
2(a)(17), 80b-3, 80b-4, 80b-4a, 80b-6(4), 80b-6a, and 80b-11, unless
otherwise noted.
* * * * *

0
14. Amend Sec.  275.0-4 by:

0
a. Adding the phrase ``Secretary of the'' after ``be delivered through
the mails or otherwise to the'' in the first sentence in paragraph
(a)(1);
0
b. Revising paragraphs (b) and (d);
0
c. Removing and reserving paragraph (g); and
0
d. Revising paragraph (i).
    The revisions read as follows:

Sec.  275.0-4   General requirements of papers and applications.

* * * * *
    (b) Formal specifications respecting applications. Every
application for an order under any provision of the Act, for which a
form with instructions is not specifically prescribed, and every
amendment to such application, shall be filed electronically pursuant
to 17 CFR part 232 (Regulation S-T). Any filings made in paper,
including filings made pursuant to a hardship exemption under
Regulation S-T, shall be filed in quintuplicate. One copy shall be
signed by the applicant, but the other four copies may have facsimile
or typed signatures. Such applications shall be on paper no larger than
8\1/2\ x 11 inches in size. To the extent that the reduction of larger
documents would render them illegible, those documents may be filed on
paper larger than 8\1/2\ x 11 inches in size. The left margin should be
at least 1\1/2\ inches wide and, if the application is bound, it should
be bound on the left side. All typewritten or printed matter (including
deficits in financial statements) should be set forth in black so as to
permit photocopying.
* * * * *
    (d) Verification of applications and statements of fact. Every
application for an order under any provision of the Act, for which a
form with instructions is not specifically prescribed, and every
amendment to such application, and every statement of fact formally
filed in support of, or in opposition to, any application or
declaration shall be verified by the person executing the same. An
instrument executed on behalf of a corporation shall be verified in
substantially the following form, but suitable changes may be made in
such form for other kinds of companies and for individuals:
    The undersigned states that he or she has duly executed the
attached dated , 20__, for and on behalf of (Name of company); that he
or she is the (Title of officer) of such company; and that all action
by stockholders, directors, and other bodies necessary to authorize the
undersigned to execute and file such instrument has been taken. The
undersigned further states that he or she is familiar with such
instrument, and the contents thereof, and that the facts therein set
forth are true to the best of his or her knowledge, information and
belief.
    (Signature)
* * * * *
    (i) The manually signed original (or in the case of duplicate
originals, one duplicate original) of all registrations, applications,
statements, reports, or other documents filed under the Investment
Advisers Act of 1940, as amended, shall be numbered sequentially (in
addition to any internal numbering which otherwise may be present) by
handwritten, typed, printed, or other legible form of notation from the
facing page of the document through the last page of that document and
any exhibits or attachments thereto. Further, the total number of pages
contained in a numbered original shall be set forth on the first page
of the document.

0
15. Amend Sec.  275.203-1 by adding paragraph (d) to read as follows:

Sec.  275.203-1   Application for investment adviser registration.

* * * * *
    (d) Form ADV-NR--(1) General Requirements. Each non-resident, as
defined in 17 CFR 275.0-2(b)(2) (Rule 0-2(b)(2)), general partner or a
non-resident managing agent, as defined in 17 CFR 275.0-2(b)(2) (Rule
0-2(b)(1)), of any investment adviser registered, or applying for
registration with, the Commission must submit Form ADV-NR (17 CFR
279.4). Form ADV-NR must be completed in connection with the adviser's
initial registration with the Commission. If a person becomes a non-
resident general partner or a non-resident managing agent after the
date the adviser files its initial registration with the Commission,
the person must file Form ADV-NR with the Commission within 30 days of
becoming a non-resident general partner or a non-resident managing
agent. If a person serves as a general partner or managing agent for
multiple advisers, they must submit a separate Form ADV-NR for each
adviser.
    (2) When an amendment is required. Each non-resident general
partner or a non-resident managing agent of any investment adviser must
amend its Form ADV-NR within 30 days whenever any information contained
in the form becomes inaccurate by filing with the Commission a new Form
ADV-NR.
    (3) Electronic filing. Form ADV-NR (and any amendments to Form ADV-
NR) must be filed electronically through the Investment Adviser
Registration Depository (IARD), unless a hardship exemption under 17
CFR 275.203-3 (Rule 203-3) has been granted.
    (4) When filed. Each Form ADV-NR is considered filed with the
Commission upon acceptance by the IARD.
    (5) Filing fees. No fee shall be assessed for filing Form ADV-NR
through IARD.
    (6) Form ADV-NR is a report. Each Form ADV-NR (and any amendment to
Form ADV-NR) required to be filed under this rule is a ``report''
within the meaning of sections 204 and 207 of the Act.

PART 279--FORMS PRESCRIBED UNDER THE INVESTMENT ADVISERS ACT OF
1940

0
16. The authority citation for part 279 continues to read as follows:

    Authority:  The Investment Advisers Act of 1940, 15 U.S.C. 80b-
1, et seq., Pub. L. 111-203, 124 Stat. 137617.

0
17. In Form ADV (referenced in Sec.  279.1):
0
a. Amend the instructions to the form by revising the section entitled
``Who is required to file Form ADV-NR?''; and
0
b. Amend the instructions to the form by adding a section entitled
``How is Form ADV-NR filed?''.
    The revision and addition read as follows:

    Note:  The text of Form ADV does not, and this amendment will
not, appear in the Code of Federal Regulations.

BILLING CODE 8011-01-P

[GRAPHIC] [TIFF OMITTED] TR30JN22.046

BILLING CODE 8011-01-C

0
18. Revise Sec.  279.4 to read as follows:

Sec.  279.4  Form ADV-NR, appointment of agent for service of process
by non-resident general partner and non-resident managing agent of an
investment adviser.

    This form shall be filed and amended pursuant to Sec.  275.203-1 of
this chapter (Rule 203-1) as an appointment of agent for service of
process by non-resident general partners and non-resident managing
agents of an investment adviser pursuant to section 203 of the
Investment Advisers Act of 1940.

0
19. Form ADV-NR (referenced in Sec.  279.4) is amended by adding the
sections entitled ``Instructions to Form ADV-NR'', ``Who is required to
file Form ADV-NR?'' and ``How is Form ADV-NR filed?'' to read as
follows:

    Note:  The text of Form ADV-NR does not, and this amendment will
not, appear in the Code of Federal Regulations.

Form ADV-NR (Paper Version)

Appointment of Agent for Service of Process by Non-Resident General
Partner and Non-Resident Managing Agent of an Investment Adviser

Instructions to Form ADV-NR

    Note:  Unless the context clearly indicates otherwise, all terms
used in the Form have the same meaning as in the Investment Advisers
Act of 1940, the General Rules and Regulations of the Commission
thereunder (17 Code of Federal Regulations 275), and in the Glossary
of Terms to Form ADV.

1. Who is required to file Form ADV-NR?
    Every non-resident general partner and managing agent of all SEC-
registered advisers and exempt reporting advisers, whether or not the
adviser is a resident in the United States, must file Form ADV-NR in
connection with the adviser's initial application or report. A general
partner or managing agent of an SEC-registered adviser or exempt
reporting adviser who becomes a non-resident after the adviser's
initial application or report has been submitted must file Form ADV-NR
within 30 days. Absent a temporary hardship exemption, Form ADV-NR must
be filed electronically.
    Failure to file Form ADV-NR promptly may delay SEC consideration of
your initial application.
2. How is Form ADV-NR filed?
    Form ADV-NR is filed electronically with the Investment Adviser
Registration Depository (IARD). Information for how to file with IARD
is available on the SEC's website at www.sec.gov/iard and on
www.iard.com
BILLING CODE 8011-01-P

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    By the Commission.

    Dated: June 23, 2022.
Vanessa A. Countryman,
Secretary.
[FR Doc. 2022-13936 Filed 6-29-22; 8:45 am]
BILLING CODE 8011-01-C


[Federal Register Volume 77, Number 116 (Friday, June 15, 2012)]
[Notices]
[Pages 35983-35985]
[FR Doc No: 2012-14631]

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

DEPARTMENT OF HEALTH AND HUMAN SERVICES

Food and Drug Administration

[Docket No. FDA-2012-N-0593]

Agency Information Collection Activities; Proposed Collection;
Comment Request; Eye Tracking Experimental Studies To Explore Consumer
Use of Food Labeling Information and Consumer Response to Online
Surveys

AGENCY: Food and Drug Administration, HHS.

ACTION: Notice.

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

SUMMARY: The Food and Drug Administration (FDA) is announcing an
opportunity for public comment on the proposed collection of certain
information by the Agency. Under the Paperwork Reduction Act of 1995
(the PRA), Federal Agencies are required to publish notice in the
Federal Register concerning each proposed collection of information and
to allow 60 days for public comment in response to the notice. This
notice solicits comments on a study entitled ``Eye Tracking
Experimental Studies to Explore Consumer Use of Food Labeling
Information and Consumer Response to Online Surveys.''

DATES: Submit either electronic or written comments on the collection
of information by August 14, 2012.

ADDRESSES: Submit electronic comments on the collection of information
to http://www.regulations.gov. Submit written comments on the
collection of information to the Division of Dockets Management (HFA-
305), Food and Drug Administration, 5630 Fishers Lane, Rm. 1061,
Rockville, MD 20852. All comments should be identified with the docket
number found in brackets in the heading of this document.

FOR FURTHER INFORMATION CONTACT: Domini Bean, Office of Information
Management, Food and Drug Administration, 1350 Piccard Dr., PI50-400T,
Rockville, MD 20850<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION: Under the PRA (44 U.S.C. 3501-3520), Federal
Agencies must obtain approval from the Office of Management and Budget
(OMB) for each collection of information they conduct or sponsor.
``Collection of information'' is defined in 44 U.S.C. 3502(3) and 5 CFR
1320.3(c) and includes Agency requests or requirements that members of
the public submit reports, keep records, or provide information to a
third party.

Section 3506(c)(2)(A) of the PRA (44 U.S.C. 3506(c)(2)(A)) requires
Federal Agencies to provide a 60-day notice in the Federal Register
concerning each proposed collection of information before submitting
the collection to OMB for approval. To comply with this requirement,
FDA is publishing notice of the proposed collection of information set
forth in this document.
    With respect to the following collection of information, FDA
invites comments on these topics: (1) Whether the proposed collection
of information is necessary for the proper performance of FDA's
functions, including whether the information will have practical
utility; (2) the accuracy of FDA's estimate of the burden of the
proposed collection of information, including the validity of the
methodology and assumptions used; (3) ways to enhance the quality,
utility, and clarity of the information to be collected; and (4) ways
to minimize the burden of the collection of information on respondents,
including through the use of automated collection techniques, when
appropriate, and other forms of information technology.

Eye Tracking Experimental Studies To Explore Consumer Use of Food
Labeling Information and Consumer Response to Online Surveys--(OMB
Control Number 0910--NEW)

I. Background

    Eye tracking is a consumer research technique often used to
determine where a person is looking while interacting with a visual
display, such as a product package and elements of information on the
package. The technique collects eye movement data, i.e., fixations and
saccades (jumps of the eye), which may be superimposed on the display
image to reveal: (1) Which parts of the display captured the viewer's
attention; (2) the order and path in which visual elements were seen;
and (3) the length of time they were viewed. These data provide
detailed information on what individuals pay attention to on product
packages, how long they spend looking at different package elements,
and how visual attention may be related to their reaction to the images
(Refs. 1-4, 7). Data from eye-tracking studies can also help improve
questionnaire design. Different respondents may pay differing degrees
of attention to the elements of a survey question or response options.
Eye tracking data can help to identify the need and strategies for
improving the design (Refs. 5 and 6). Finally, eye tracking data can
provide information on the decision strategies that individuals use
under different levels of time pressure, which can help reveal the
influence of time on busy individuals' food choices (Refs. 4 and 7).
    As a public health agency, the FDA helps consumers make informed
dietary decisions by regulating nutrition information on food labels,
among other activities. An understanding of how visual elements (e.g.,
labeling statements such as claims, disclosure statements, logos, and
Nutrition Facts label) influence consumers' perceptions and choices of
products can assist the Agency in developing labeling information to
help consumers make informed dietary decisions. In addition, FDA uses
self-administered questionnaires in online experimental studies to
assess consumer reactions to nutrition information on food packages. An
understanding of how respondents react to survey materials that are
presented visually will enhance the Agency's ability in collecting
better consumer data to help it fulfill its missions.
    The proposed data collection will use eye tracking research to
examine consumers' eye movements to achieve three goals: (1) To better
understand consumer reaction to specific food labeling information; (2)
to better understand survey respondent reaction to specific survey
questions related to nutrition and health; and (3) to better understand
how time pressure influences the priority and quality of decision
making and survey response. In order to observe consumers' eye movement
in different types of settings, we propose to conduct two separate
studies, one in each of two different settings. Study 1 is a laboratory
study that will ask participants to view on a computer screen mockups
of food labels and perform tasks as well as answer other survey
questions. Study 2 is an in-store study that will record eye movement
data from grocery shoppers while they shop for preselected product
categories. The studies will use two different survey instruments.
Study participants will come from two separate convenience samples.
A. Study 1 (Laboratory Study)
    Study 1 is a controlled randomized experiment. It has two
objectives. The first objective is to collect data on how consumers
view and process label information. The data will be used to test the
hypothesis that one or more label and information characteristics will
cause variations in viewing and processing. Examples of these
characteristics include: (1) The presence or absence of a specific
component (e.g., a nutrition symbol); (2) the presence or absence of
other labeling components on the panel (e.g., a ``Rich in Antioxidant
Vitamins'' statement); (3) the degree of clutter on the panel (e.g.,
the number and prominence of pictorial images); (4) the relevance or
irrelevance of the component (e.g., a ``cholesterol-free'' statement on
a savory snack product versus the same statement on a vegetable oil
product); and (5) the featured nutrient or health benefit (e.g.,
``helps protect immune system'' versus ``supports a healthy
cardiovascular system'').
    Label images will be created to allow the study to focus on
consumer reaction to specific components of information on a food
label. All images will be mockups resembling food labels that may be
found in the marketplace but without any real or fictitious brand name.
    The second objective of Study 1 is to examine how time pressure
affects information processing. The data will be used to test the
hypothesis that time pressure will cause variations in participant
reactions (notice, attention, use, perception, and intention) to
information. To test this hypothesis, the study will expose
participants to 5 randomly assigned time conditions, such as 5 seconds
per question versus 10 seconds per question.
    The study will also include certain questions selected from
previous online research sponsored by the Agency in order to examine
which part(s) of a question or which response options participants
notice and pay attention to when they are asked to answer a question.
Time conditions may also be applied to this part of the study to test
the hypothesis that time pressure will cause variations in viewing
patterns, response strategies, and quality of response.
    In the study, we plan to collect data from 200 participants using a
15-minute computer-assisted self-administered questionnaire and a 5-
minute debriefing questionnaire. Forty interviews are planned for each
of 5 locations across the contiguous 48 States. Participants will be
recruited from residents at each location, and the study will aim to
have a reasonable degree of diversity in participant gender, age, and
education. On a computer screen, participants will first view a series
of label images and answer questions about their perceptions and
behavioral intention in response to the label that they see. Then
participants will view a set of previously administered survey
questions and provide answers to the questions they see. Each
participant will be randomly assigned to an experimental condition that
differs

primarily in label components and time limit. To help understand the
data, the study will also collect information on each participant's
background, such as health status, label reading behavior, and dietary
preferences.
B. Study 2 (In-Store Study)
    In Study 2, we plan to collect observations of what information
grocery shoppers notice and pay attention to while they do their
shopping in the store. The study will gather eye-movement data to
provide an indepth understanding of subconscious and conscious factors
that influence food purchases. Specifically, the study will explore the
role that the Principal Display Panel and other label information and
components play in purchase decisions. The data will be used to test
hypotheses such as whether product familiarity or personal needs will
cause variations in information seeking and whether design elements
(e.g., prominence, text vs. graphics) will cause variations in
information seeking. To keep the study within a manageable scope, only
shoppers who plan to shop for one or more of preselected product
categories will be eligible to participate. Other than product
categories, however, participants will not be restricted to which
products they examine, what label information they view, or how much
time they spend in completing any part of the study. To help understand
the data, the study will also collect information on each participant's
background, such as health status and shopping practices. Study 2 plans
to collect data from 60 participants who will each spend an average of
45 minutes in the study, including a practice session, the shopping
trip, and a debriefing. The study will be conducted in two different
locations. Participants will be recruited at storefronts.
    Both the laboratory study (Study 1) and the in-store study (Study
2) are part of the Agency's continuing effort to enable consumers to
make informed dietary choices. The Agency will use the studies to
assess consumer attention to and use of various pieces of information
on food packages and the information's influence on product perceptions
and choices. The assessment will provide the Agency background
information to help identify and develop more effective labeling
information and education in the future. In addition, the Agency will
use Study 1 to assess consumer behaviors when they are asked to respond
to a sample of questions used in the Agency's consumer research. The
assessment will help enhance FDA's ability to conduct research that
provides useful information. Wherever possible, the Agency will also
attempt to compare findings from the two studies to assess how much
results observed in the laboratory reflect actual behaviors in the
market. For example, do laboratory and in-store participants pay
attention to different labeling elements when they make a shopping
choice? The results of the studies will neither be used to develop
population estimates nor be directly used to inform policy.
    FDA estimates the burden of this collection of information as
follows:

                                                      Table 1--Estimated Annual Reporting Burden\1\
--------------------------------------------------------------------------------------------------------------------------------------------------------
                                                                 Number of
                  Activity                       Number of     responses per   Total annual           Average burden per response           Total hours
                                                respondents     respondent       responses
--------------------------------------------------------------------------------------------------------------------------------------------------------
Laboratory Pretest Invitation...............              30               1              30  .033 (2 minutes)..........................               1
Laboratory Pretest..........................              15               1              15  1.........................................              15
Laboratory Study Invitation.................             500               1             500  0.033 (2 minutes).........................              17
Laboratory Study............................             200               1             200  0.333 (20 minutes)........................              67
In-store Study Invitation...................             300               1             300  0.083 (5 minutes).........................              25
In-store Study..............................              60               1              60  0.75 (45 minutes).........................              45
                                             -----------------------------------------------------------------------------------------------------------
    Total...................................  ..............  ..............  ..............  ..........................................             170
--------------------------------------------------------------------------------------------------------------------------------------------------------
\1\ There are no capital costs or operating and maintenance costs associated with this collection of information.

II. References

    The following references are on display in the Division of Dockets
Management (see ADDRESSES) and may be seen between 9 a.m. and 4 p.m.,
Monday through Friday.

1. Jones, G. and M. Richardson. An Objective Examination of Consumer
Perception of Nutrition Information Based on Healthiness Ratings and
Eye Movements. Public Health Nutrition 10: 238-244, 2007.
2. Bialkova, S. and H.C.M. van Trijp. What Determines Consumer
Attention to Nutrition Labels? Food Quality and Preference 21: 1042-
1051, 2010.
3. van Herpen, E. and H.C.M. van Trijp. Front-of-Pack Nutrition
Labels, Their Effect on Attention and Choices When Consumers Have
Varying Goals and Time Constraints. Appetite 57: 148-160, 2011.
4. Fox, R.J., D.M. Krugman, J.E. Fletcher, and P.M. Fischer.
Adolescents' Attention to Beer and Cigarette Print Ads and
Associated Product Warnings. Journal of Advertising 27: 57-68, 1998.
5. Galesic, M., R. Tourangeau, M.P. Couper, and F.G. Conrad. Eye-
Tracking Data: New Insights on Response Order Effects and Other
Cognitive Shortcuts in Survey Responding. Public Opinion Quarterly
72: 892-913, 2008.
6. Graesser, A.C., Z. Cai, M.M. Louwerse, and F. Daniel. Question
Understanding Aid (QUAID): A Web Facility That Tests Question
Comprehensibility. Public Opinion Quarterly 70: 3-22, 2006
7. Reutskaja, E., R. Nagel, C.F. Camerer, and A. Rangel. Search
Dynamics in Consumer Choice under Time Pressure: An Eye-Tracking
Study. American Economic Review 101: 900-926, 2011.

    Dated: June 11, 2012.
Leslie Kux,
Assistant Commissioner for Policy.
[FR Doc. 2012-14631 Filed 6-14-12; 8:45 am]
BILLING CODE 4160-01-P


[Federal Register Volume 83, Number 245 (Friday, December 21, 2018)]
[Notices]
[Pages 65771-65773]
[FR Doc No: 2018-27621]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-84833; File No. SR-BX-2018-062]

Self-Regulatory Organizations; Nasdaq BX, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Amend the
Exchange's Transaction Fees at Equity 7, Section 118

December 17, 2018.
    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 December 3, 2018, Nasdaq BX, Inc. (``BX'' or ``Exchange'') filed
with the Securities and Exchange Commission (``SEC'' or ``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 Substance
of the Proposed Rule Change

    The Exchange proposes to amend the Exchange's transaction fees at
Equity 7, Section 118 to adopt a new credit for entering an order that
accesses liquidity in the Nasdaq BX Equities System.
    The text of the proposed rule change is available on the Exchange's
website at http://nasdaqbx.cchwallstreet.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 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 purpose of the proposed rule change is to amend the Exchange's
transaction fees at Equity 7, Section 118 to adopt a new credit for
entering an order that accesses liquidity in the Nasdaq BX Equities
System. Specifically, the Exchange is proposing to provide a credit of
$0.0018 per share executed for orders that access liquidity in Tape A
securities (excluding orders with Midpoint pegging and excluding orders
that receive price improvement and execute against an order with a Non-
displayed price). To qualify for the proposed credit, a member must
access liquidity equal to or exceeding 0.30% of total Consolidated
Volume \3\ during a month. The proposed new credit, and its associated
qualification criteria, is similar to existing credits provided for
Orders that access liquidity, which require a certain level of total
Consolidated Volume accessed during a month to qualify.
---------------------------------------------------------------------------

    \3\ The term ``Consolidated Volume'' shall mean the total
consolidated volume reported to all consolidated transaction
reporting plans by all exchanges and trade reporting facilities
during a month in equity securities, excluding executed orders with
a size of less than one round lot. For purposes of calculating
Consolidated Volume and the extent of a member's trading activity
the date of the annual reconstitution of the Russell Investments
Indexes shall be excluded from both total Consolidated Volume and
the member's trading activity. See Equity 7, Section 118.
---------------------------------------------------------------------------

2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\4\ in general, and furthers the objectives of Sections
6(b)(4) and 6(b)(5) of the Act,\5\ in particular, in that it provides
for the equitable allocation of reasonable dues, fees and other charges
among members and issuers and other persons using any facility, and is
not designed to permit unfair discrimination between customers,
issuers, brokers, or dealers.
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    \4\ 15 U.S.C. 78f(b).
    \5\ 15 U.S.C. 78f(b)(4) and (5).
---------------------------------------------------------------------------

    The Commission and the courts have repeatedly expressed their
preference for competition over regulatory intervention in determining
prices, products, and services in the securities markets. In Regulation
NMS, while adopting a series of steps to improve the current market
model, 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.'' \6\
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    \6\ Securities Exchange Act Release No. 51808 (June 9, 2005), 70
FR 37496, 37499 (June 29, 2005) (``Regulation NMS Adopting
Release'').
---------------------------------------------------------------------------

    Likewise, in NetCoalition v. Securities and Exchange Commission \7\
(``NetCoalition'') the D.C. Circuit upheld the Commission's use of a
market-based approach in evaluating the fairness of market data fees
against a challenge claiming that Congress mandated a cost-based
approach.\8\ As the court emphasized, the Commission ``intended in
Regulation NMS that `market forces, rather than regulatory
requirements' play a role in determining the market data . . . to be
made available to investors and at what cost.'' \9\
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    \7\ NetCoalition v. SEC, 615 F.3d 525 (D.C. Cir. 2010).
    \8\ See NetCoalition, at 534-535.
    \9\ Id. at 537.
---------------------------------------------------------------------------

    Further, ``[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' . . . .'' \10\
---------------------------------------------------------------------------

    \10\ Id. at 539 (quoting Securities Exchange Act Release No.
59039 (December 2, 2008), 73 FR 74770, 74782-83 (December 9, 2008)
(SR-NYSEArca-2006-21)).
---------------------------------------------------------------------------

    The Exchange believes that the proposed $0.0018 per share executed
credit for orders that access liquidity in Tape A securities (excluding
orders with Midpoint pegging and excluding orders that receive price
improvement and execute against an order with a Non-displayed price) is
reasonable because the Exchange provides other $0.0018 per share
executed credits for entering an order that accesses liquidity in the
Nasdaq BX Equities System. For example, the Exchange currently provides
members a credit of $0.0018 per share executed for an order that
accesses liquidity in securities in Tapes A and C (excluding orders
with Midpoint pegging and excluding orders that receive price
improvement and execute against an order with a Non-displayed price)
entered by a member that: (i) Accesses liquidity equal to or exceeding
0.20% of total Consolidated Volume during a month; and (ii) accesses
20% more liquidity as a percentage of Consolidated Volume than the
member accessed in May 2018. The proposed credit will provide another
opportunity to members to receive a $0.0018 per share executed credit
in return for certain levels of participation on the Exchange as
measured by total Consolidated Volume.
    The Exchange believes that the proposed $0.0018 per share executed
credit for orders that access liquidity in Tape A securities (excluding
orders with Midpoint pegging and excluding orders that receive price
improvement and execute against an order with a Non-displayed price) is
an equitable allocation and is not unfairly discriminatory because the
Exchange will apply the same fee to all similarly situated members. To
qualify for the new credit, a member must access liquidity equal to or
exceeding 0.30% of total Consolidated Volume during a month. Like the
other qualification criteria required to receive a credit for an order
that accesses liquidity, the proposed qualification criteria ensures
that members qualifying for this credit are meaningfully participating
on the Exchange in a given month. The Exchange notes that any member
may qualify for the proposed credit if it meets the levels of total
Consolidated Volume required by the credit's qualification criteria.
Moreover, if the level of total Consolidated Volume is too high for a
member to achieve in a given month, the member may qualify for other
lower credits with lower total Consolidated Volume qualification
requirements available for orders that access liquidity in Tape A
securities (excluding orders with Midpoint pegging and excluding orders
that receive price improvement and execute against an order with a Non-
displayed price). For example, the Exchange provides a credit of
$0.0015 per share executed for an order that accesses liquidity
(excluding orders with Midpoint pegging and excluding orders that
receive price improvement and execute against an order with a Non-
displayed price) entered by a member that accesses liquidity equal to
or exceeding 0.065% of total Consolidated Volume during month. Last,
the Exchange notes that the proposed credit is limited to orders that
access liquidity in Tape A securities. The Exchange is specifically
attempting to increase the level of liquidity removal in Tape A
securities, which the Exchange has identified as an area in need of
improvement. Members will continue to have opportunities to qualify for
the same or similar credits for removal of liquidity in Tape B and C
securities. Thus, the Exchange believes that this additional new credit
provides all of its members with choice and flexibility, and is
therefore an equitable allocation and not unfairly discriminatory.

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 not necessary or appropriate in
furtherance of the purposes of the Act. In terms of inter-market
competition, the Exchange notes that it operates in a highly
competitive market in which market participants can readily favor
competing venues if they deem fee levels at a particular venue to be
excessive, or rebate opportunities available at other venues to be more
favorable. In such an environment, the Exchange must continually adjust
its fees to remain competitive with other exchanges and with
alternative trading systems that have been exempted from compliance
with the statutory standards applicable to exchanges. Because
competitors are free to modify their own fees in response, and because
market participants may readily adjust their order routing practices,
the Exchange believes that the degree to which fee changes in this
market may impose any burden on competition is extremely limited.
    In this instance, the proposed new credit tier does not impose a
burden on competition because the Exchange's execution services are
completely voluntary and subject to extensive competition both from
other exchanges and from off-exchange venues. The proposed credit
provides another opportunity for all market participants to receive a
credit in return for market-improving activity on the Exchange. In this
regard, the new credit tier is designed to provide incentive to market
participants to remove a certain level of total Consolidated Volume
during a month receive the credit for its orders that access liquidity
in securities in Tape A securities (excluding orders with Midpoint
pegging and excluding orders that receive price improvement and execute
against an order with a Non-displayed price). Thus, the new credit may
increase activity on the Exchange by attracting removers of liquidity
in Tape A securities. In sum, if the changes proposed herein are
unattractive to market participants, it is likely that the Exchange
will not gain market share as a result. Accordingly, the Exchange does
not believe that the proposed changes will impair the ability of
members or competing order execution venues to maintain their
competitive standing in the financial markets.

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

    No written comments were either solicited or received.

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)(ii) of the Act.\11\
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    \11\ 15 U.S.C. 78s(b)(3)(A)(ii).
---------------------------------------------------------------------------

    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-BX-2018-062 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-BX-2018-062. 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-BX-2018-062 and should be submitted on
or before January 11, 2019.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\12\
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    \12\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2018-27621 Filed 12-20-18; 8:45 am]
 BILLING CODE 8011-01-P