[Federal Register: May 22, 2008 (Volume 73, Number 100)]
[Notices]
[Page 29800-29802]
[DOCID:fr22my08-95]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-57822; File No. SR-NASDAQ-2008-045]

Self-Regulatory Organizations; The NASDAQ Stock Market LLC;
Notice of Filing and Immediate Effectiveness of Proposed Rule Change to
Modify the Opening of Trading on the NASDAQ Options Market

May 15, 2008.
    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 May 13, 2008, The NASDAQ Stock Market LLC (``Nasdaq'' or
``Exchange'') filed with the Securities and Exchange Commission
(``Commission'') the proposed rule change as described in Items I, II,
and III below, which Items have been substantially prepared by the
Exchange. Nasdaq has filed the proposal pursuant to Section 19(b)(3)(A)
of the Act \3\ and Rule 19b-4(f)(5) thereunder,\4\ which renders the
proposal effective upon filing with the Commission. 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.
    \3\ 15 U.S.C. 78s(b)(3)(A).
    \4\ 17 CFR 240.19b-4(f)(5).

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

    Nasdaq proposes to modify the opening of trading on the NASDAQ
Options Market (``NOM'') as set forth in Chapter VI, Section 8 of the
Nasdaq Rules governing options trading. The text of the proposed rule
change is available at Nasdaq, the Commission's Public Reference Room,
and http://nasdaq.complinet.com.

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
    Nasdaq proposes to modify Chapter VI, Section 8 of the rules
governing NOM, and in particular governing the opening of trading in
that market. Since Nasdaq launched NOM on March 31, 2008, Nasdaq has
monitored the operation of the market to identify instances where
market efficiency can be enhanced. Nasdaq believes that the opening of
the market, while currently quite effective, can be further enhanced.
    Nasdaq's current opening processes are set to occur at a fixed time
(9:30 a.m.) even when it appears that NOM would open at a price that is
away from the prevailing market. Deviation from the prevailing market
is somewhat reconciled by automated adjustments that occur within NOM's
execution engine, preventing unacceptable harm to investors or NOM
participants.
    Nonetheless, Nasdaq has determined that the opening of options
trading can be enhanced by delaying the opening until such time as the
execution of the Opening Cross or, where no Opening Cross will occur,
the opening print is in line with the overall marketplace.
Specifically, Nasdaq proposes to enhance its opening process by (1)
delaying the Opening Cross in the event that after the execution of the
Opening Cross the NOM best bid and offer would be outside certain pre-
determined threshold amounts, and (2) delaying the opening of trading
if after the opening print the NOM best bid and offer would be outside
the same pre-determined threshold amounts in instances where there is
insufficient interest available to initiate the Opening Cross.
    Nasdaq believes this proposed modification is superior to the
current process of opening of trading at a fixed time at a price that
is adjusted to fall within the pre-determined threshold. Delaying the
opening will allow NOM participants time to enter additional liquidity
into the system, resulting in a more efficient opening process and
reducing potential volatility around the open. If such a delay were to
occur, the Opening Cross, and thus regular market trading, would not
commence until such time as it is determined that the width
requirements can be met. Nasdaq believes this amendment will increase
efficiency of trading around the open. Nasdaq plans to use the
threshold amounts prescribed in the obvious error guidelines set forth
in Chapter V, Sec. 6 of the NOM rules.
2. Statutory Basis
    Nasdaq believes that the proposed rule change is consistent with
the provisions of Section 6(b) of the Act,\5\ in general, and with
Section 6(b)(5) of the Act,\6\ in particular, in that it is designed 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. Nasdaq believes that the proposal is
consistent with this standard because the proposed rule change is
designed to improve execution quality at the critical opening of the
market.
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    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(5).
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B. Self-Regulatory Organization's Statement on Burden on Competition

    Nasdaq does not believe that the proposed rule change will result
in any burden on competition that is not necessary or appropriate in
furtherance of the purposes of the Act. To the contrary, Nasdaq
believes that by enhancing NOM's opening of trading, the proposed rule
change will require competing markets to improve their opening
processes and thereby enhance competition between the markets.

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

    Written comments were neither solicited nor received.

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

    Because the proposed rule change does not: (1) Significantly affect
the protection of investors or the public interest; (2) impose any
significant burden on competition; and (3) have the effect of limiting
the access to or availability of an existing order entry or trading
system of the Exchange, the foregoing rule change has become effective
immediately pursuant to Section 19(b)(3)(A)(iii) of the Act \7\ and
Rule 19b-4(f)(5) thereunder.\8\ At any time within 60 days of the
filing of the proposed rule change, the Commission may summarily
abrogate 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.
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    \7\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \8\ 17 CFR 240.19b-4(f)(5).
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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 e-mail to<EMAIL_ADDRESS>Please include
File Number SR-NASDAQ-2008-045 on the subject line.

Paper Comments

     Send paper comments in triplicate to Nancy M. Morris,
Secretary, Securities and Exchange Commission, 100 F Street, NE.,
Washington, DC 20549-1090.

All submissions should refer to File Number SR-NASDAQ-2008-045. This
file number should be included on the subject line if e-mail is used.
To help the Commission process and review your comments more
efficiently, please use only one method. The Commission will post all
comments on the Commission's Internet Web site (http://www.sec.gov/
rules/sro.shtml). Copies of the

submission, all subsequent amendments, all written statements with
respect to the proposed rule change that are filed with the Commission,
and all written communications relating to the proposed rule change
between the Commission and any person, other than those that may be
withheld from the public in accordance with the provisions of 5 U.S.C.
552, will be available for inspection and copying in the Commission's
Public Reference Room, 100 F Street, NE., Washington, DC 20549, on
official business days between the hours of 10 a.m. and 3 p.m. Copies
of the filing also will be available for inspection and copying at the
principal office of Nasdaq. All comments received will be posted
without change; the Commission does not edit personal identifying
information from submissions. You should submit only information that
you wish to make available publicly. All submissions should refer to
File Number SR-NASDAQ-2008-045 and should be submitted on or before
June 12, 2008.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\9\
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    \9\ 17 CFR 200.30-3(a)(12).
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Florence E. Harmon,
Deputy Secretary.
[FR Doc. E8-11426 Filed 5-21-08; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register Volume 85, Number 250 (Wednesday, December 30, 2020)]
[Notices]
[Pages 86643-86644]
[FR Doc No: 2020-28849]

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DEPARTMENT OF TRANSPORTATION

Federal Motor Carrier Safety Administration

[Docket No. FMCSA-2020-0204]

Agency Information Collection Activities; Renewal of a Currently
Approved Information Collection Request: Generic Clearance of Customer
Satisfaction Surveys

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

ACTION: Notice and request for comments.

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SUMMARY: Executive Order 12862 directs Federal agencies to provide
service to the public that matches or exceeds the best service
available in the private sector. These principles were reaffirmed in
Executive Order 13571. In order to work continuously to ensure that our
programs are effective and meet our customers' needs, the Federal Motor
Carrier Safety Administration (FMCSA) seeks to obtain OMB approval of a
currently approved generic clearance to continue collecting feedback on
our service delivery. By feedback we mean information that provides
useful insights on perceptions and opinions, but are not statistical
surveys that yield quantitative results that can be generalized to the
population of study.

DATES: We must receive your comments on or before March 1, 2021.

ADDRESSES: You may submit comments identified by Federal Docket
Management System (FDMS) Docket Number FMCSA-2020-0204 using any of the
following methods:
     Federal eRulemaking Portal: http://www.regulations.gov.
Follow the online instructions for submitting comments.
     Fax: 1-202-493-2251.
     Mail: Docket Services; U.S. Department of Transportation,
1200 New Jersey Avenue SE, West Building, Ground Floor, Room W12-140,
Washington, DC 20590-0001.
     Hand Delivery or Courier: West Building, Ground Floor,
Room W12-140, 1200 New Jersey Avenue SE, Washington, DC, between 9 a.m.
and 5 p.m. E.T., Monday through Friday, except Federal holidays.
    Instructions: All submissions must include the Agency name and
docket number. For detailed instructions on submitting comments and
additional information on the exemption process, see the Public
Participation heading below. Note that all comments received will be
posted without change to http://www.regulations.gov, including any
personal information provided. Please see the Privacy Act heading
below.
    Docket: For access to the docket to read background documents or
comments received, go to http://www.regulations.gov, and follow the
online instructions for accessing the dockets, or go to the street
address listed above.
    Privacy Act: Anyone is able to search the electronic form of all
comments received into any of our dockets by the name of the individual
submitting the comment (or signing the comment, if submitted on behalf
of an association, business, labor union, etc.). You may review DOT's
complete Privacy Act Statement for the Federal Docket Management System
published in the Federal Register on January 17, 2008 (73 FR 3316), or
you may visit http://edocket.access.gpo.gov/2008/pdfE8-794.pdf.
    Public Participation: The Federal eRulemaking Portal is available
24 hours each day, 365 days each year. You can obtain electronic
submission and retrieval help and guidelines under the ``help'' section
of the Federal eRulemaking Portal website. If you want us to notify you
that we received your comments, please include a self-addressed,
stamped envelope or postcard, or print the acknowledgement page that
appears after submitting comments online. Comments received after the
comment closing date will be included in the docket and will be
considered to the extent practicable.

FOR FURTHER INFORMATION CONTACT: Ms. Roxane Oliver, FMCSA, Office of
Analysis/MC-RAA. Telephone<PHONE_NUMBER>; or email
<EMAIL_ADDRESS>Department of Transportation, Federal Motor
Carrier Safety Administration, 1200 New Jersey Avenue SE, Washington,
DC 20590.

SUPPLEMENTARY INFORMATION:
    Background: In accordance with the Paperwork Reduction Act of 1995,
FMCSA invites public comments about our intention to request the Office
of Management and Budget (OMB) approval to renew a previously approved
information collection. Executive Order 12862 Setting Customer Service
Standards, and most recently updated in Executive Order 13571, requires
the Federal Government to provide the ``highest quality service
possible to the American people.'' Under the order, the ``standard of
quality for services provided to the public shall be: Customer service
equal to the best in business.'' In order to work continuously to
ensure that our programs are effective and meet our customers' needs,
FMCSA seeks to obtain OMB approval of a generic clearance to collect
qualitative feedback from our customers on our service delivery. The
surveys covered in this generic clearance will provide a means for
FMCSA to collect this data directly from our customers. By qualitative
feedback we mean information that provides useful insights on
perceptions and opinions, but are not statistical surveys that yield
quantitative results that can be generalized to the population of
study. This feedback will provide insights into customer or stakeholder
perceptions, experiences and expectations, provide an early warning of
issues with service, or focus attention on areas of communication,
training or changes in operations that might improve delivery of
products or services. These collections will allow for ongoing,
collaborative and actionable communications between the Agency and its
customers and stakeholders. It will also allow feedback to contribute
directly to the improvement of program management.
    The solicitation of feedback will target areas such as: timeliness,
appropriateness, accuracy of information, courtesy, efficiency of
service delivery, and resolution of issues with service delivery.
Responses will be assessed to plan and inform efforts to improve or
maintain the quality of service offered to the public. If this
information is not collected, vital feedback from customers and
stakeholders on the Agency's services will be unavailable.
    The Agency will submit a collection for approval under this generic
clearance only if it meets the following conditions: that such
collections are:
     voluntary;
     low-burden for respondents (based on considerations of
total burden hours, total number of respondents, or burden-hours per
respondent) and are low-cost for both the respondents and the Federal
Government;

     noncontroversial and do not raise issues of concern to
other Federal agencies;
     targeted to the solicitation of opinions from respondents
who have experience with the program or may have experience with the
program in the near future;
     only collecting personally identifiable information (PII)
to the extent necessary and not retaining it;
     only collecting information intended to be used only
internally for general service improvement and program management, and
any release outside the agency must indicate the qualitative nature of
the information;
     not to be used for the purpose of substantially informing
influential policy decisions; and
     intended to yield only qualitative information; the
collections will not be designed or expected to yield statistically
reliable results or used as though the results are generalized to the
population of study.
    This type of generic clearance for qualitative information will not
be used for quantitative information collections that are designed to
yield reliably actionable results, such as monitoring trends over time
or documenting program performance. Such data uses require more
rigorous designs that address: The target population to which
generalizations will be made; the sampling frame, the sample design
(including stratification and clustering), the precision requirements
or power calculations that justify the proposed sample size; and the
expected response rate, methods for assessing potential nonresponse
bias, the protocols for data collection, and any testing procedures
that were or will be undertaken prior to fielding the study. Depending
on the degree of influence the results are likely to have, such
collections may still be eligible for submission for other mechanisms
that are designed to yield quantitative results. As a general matter,
information collections will not result in any new system of records
containing privacy information and will not ask questions of a
sensitive nature, such as sexual behavior and attitudes, religious
beliefs, and other matters that are commonly considered private.
    Title: Generic Clearance of Customer Satisfaction Surveys.
    OMB Control Number: 2126-0061.
    Type of Request: Renewal of currently approved collection.
    Respondents: State and local agencies, general public and
stakeholders; original equipment manufacturers (OEM) and suppliers to
the commercial motor vehicle (CMV) industry; fleets, owner-operators,
state CMV safety agencies, research organizations and contractors; news
organizations and safety advocacy groups.
    Estimated Number of Respondents: 5,900 [5,000 customer satisfaction
survey respondents + 100 listening sessions/stakeholder feedback forums
respondents + 300 focus group respondents + 500 strategic planning
customer satisfaction survey respondents].
    Estimated Time per Response: Range from 10 to 120 minutes.
    Expiration Date: August 31, 2021.
    Frequency of Response: Generally, on an annual basis.
    Estimated Total Annual Burden: 1,758 hours [833 hours for customer
satisfaction surveys + 200 hours for listening sessions/stakeholder
feedback forums + 600 hours for focus groups + 125 hours for strategic
planning customer satisfaction surveys].
    Public Comments Invited: You are asked to comment on any aspect of
this information collection, including: (1) Whether the proposed
collection is necessary for the performance of FMCSA's functions; (2)
the accuracy of the estimated burden; (3) ways for FMCSA to enhance the
quality, usefulness, and clarity of the collected information; and (4)
ways that the burden could be minimized without reducing the quality of
the collected information. The agency will summarize or include your
comments in the request for OMB's clearance of this information
collection.
    Issued under the authority of 49 CFR 1.87.

Thomas P. Keane,
Associate Administrator, Office of Research and Registration.
[FR Doc. 2020-28849 Filed 12-29-20; 8:45 am]
BILLING CODE 4910-EX-P


[Federal Register Volume 86, Number 131 (Tuesday, July 13, 2021)]
[Notices]
[Pages 36807-36810]
[FR Doc No: 2021-14800]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-92345; File No. SR-NASDAQ-2021-055]

Self-Regulatory Organizations; The Nasdaq Stock Market LLC;
Notice of Filing and Immediate Effectiveness of a Proposed Rule Change
To Amend Listing Rule 5910 To Establish Entry and All-Inclusive Annual
Listing Fees for Companies Listing Under IM-5101-2 on the Nasdaq Global
Market

July 7, 2021.
    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 June 28, 2021, The Nasdaq Stock Market LLC (``Nasdaq'' 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 Listing Rule 5910 to establish Entry
and All-Inclusive Annual Listing Fees for companies listing under IM-
5101-2 (companies whose business plan is to complete one or more
acquisitions) on the Nasdaq Global Market.
    The text of the proposed rule change is available on the Exchange's
website at https://listingcenter.nasdaq.com/rulebook/nasdaq/rules, 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
    Historically, companies whose business plan is to complete an
initial public offering and engage in a merger or acquisition with one
or more unidentified companies within a specific period of time, as
described in IM-5101-2, (``Acquisition Companies'') would choose to
list on the Nasdaq Capital Market instead of the Nasdaq Global Market,
primarily because it has lower fees. However, nothing in Nasdaq's rules
prohibits an Acquisition Company from listing on the Global Market.\3\
More recently, certain Acquisition Companies have sought to list on the
Nasdaq Global Market. In particular, Nasdaq notes that a recent SEC
statement about accounting treatment by Acquisition Companies \4\ has
resulted in some Acquisition Companies adopting different accounting
practices and, as a result, having insufficient equity to qualify for
initial listing on the Nasdaq Capital Market. However, these companies
could list on the Nasdaq Global Market or on competing marketplaces,
which permit listing without any minimum equity requirement.\5\ Nasdaq
wishes to revise the fees for Acquisition Companies listing on the
Nasdaq Global Market so that its fees for these companies seeking to
list on that market tier will be competitive with other markets where
they can list.
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    \3\ Nasdaq Listing Rule 5310(i) provides that an Acquisition
Company is not eligible to list on the Nasdaq Global Select Market.
    \4\ Staff Statement on Accounting and Reporting Considerations
for Warrants Issued by Special Purpose Acquisition Companies
(SPACs), by John Coates, Acting Director of the Division of
Corporation Finance, and Paul Munter, Acting Chief Accountant (April
12, 2021), available at: https://www.sec.gov/news/public-statement/accounting-reporting-warrants-issued-spacs.
    \5\ Nasdaq Rule 5405(b)(3) allows a company to list on the
Nasdaq Global Market with no equity if it has a Market Value of
Listed Securities of $75 million and a Market Value of Unrestricted
Publicly Held Shares of $20 million, along with satisfying price,
publicly held shares, round lot holder and market maker
requirements. See also Section 102.06 of the NYSE Listed Company
Manual.
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    As described below, Nasdaq believes that this fee change is
appropriate because Acquisition Companies listed on the Nasdaq Global
Market (``Global Market Acquisition Companies'') receive the same
services as Acquisition Companies listed on the Nasdaq Capital Market
(``Capital Market Acquisition Companies''). For example, Global Market
Acquisition Companies are not eligible to receive services from Nasdaq
under IM-5900-7, unlike other companies listing on the Nasdaq Global
Market but like Capital Market Acquisition Companies. Moreover, Global
Market Acquisition Companies require fewer regulatory resources than
other companies listing on the Nasdaq Global Market and the same
regulatory resources as Capital Market Acquisition Companies.
Therefore, Nasdaq proposes to adopt Entry and All-Inclusive Annual
Listing Fees for Global Market Acquisition Companies that are identical
to the fees currently charged Capital Market Acquisition Companies.
    As proposed, Nasdaq would amend Rule 5910(a)(1) to include the
following entry fee schedule applicable to Global Market Acquisition
Companies, based on the number of shares outstanding: Up to 15 million
shares outstanding, $50,000; over 15 million shares outstanding,
$75,000. These are the same fees charged Capital Market Acquisition
Companies under Rule 5920(a)(1).\6\
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    \6\ Nasdaq would also add sub-paragraph numbering to Rule
5910(a)(1) to improve readability and move language about the
deferral of the Entry Fee applicable to Acquisition Companies to new
Rule 5910(a)(1)(B).
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    In addition, Nasdaq would amend Rule 5910(b)(2) to include the
following All-Inclusive Annual Fee schedule applicable to Global Market
Acquisition Companies, based on the number of shares outstanding: Up to
10 million shares outstanding, $44,000; between 10,000,001 and 50
million shares outstanding, $58,000; over 50 million shares
outstanding, $79,000. These are the same fees charged Capital Market
Acquisition Companies under Rule 5920(b)(2)(A).
    The proposed Entry Fee and All-Inclusive Annual Fee would be lower
than the fees applicable to other companies listing on the Nasdaq
Global Market. However, Nasdaq notes that Acquisition Companies differ
in some important respects from traditional operating companies and
believes that these differences make it reasonable to adopt separate
fee schedules for Acquisition Companies.
    An Acquisition Company, when it first lists under IM-5101-2, will
only be listed for a brief period of time while looking to complete a
business combination. Under IM-5101-2, an Acquisition Company must
complete a business combination within three years, although the
governing documents of many Acquisition Companies require the business
combination occur in a shorter time. If the Acquisition Company does
not complete a business combination it must return the funds held in
trust to the company's shareholders and dissolve the company.
Accordingly, Acquisition Companies must assess the economic value of a
listing on the basis of a potentially very brief period of listing.
Given the much shorter average length of an Acquisition Company's
listing, Nasdaq believes it is reasonable to charge Acquisition
Companies listed on the Nasdaq Global Market lower Entry Fees than
operating companies.
    Further, upon first listing, Acquisition Companies are not eligible
to receive services from Nasdaq under IM-5900-7, unlike other companies
listing on the Nasdaq Global Market, and therefore Nasdaq believes that
it is reasonable to charge Acquisition Companies that list on the
Nasdaq Global Market lower Entry Fees than operating companies.\7\
While Acquisition Companies are searching for a target to complete a
business combination Nasdaq has observed that their shares typically
trade less frequently than comparable operating companies.\8\
Accordingly, they are less reliant on the Exchange's trading platform
and need less support from the Nasdaq Market Intelligence Desk and
require fewer regulatory resources to monitor trading. In addition, in
Nasdaq's experience their periodic filings tend to be simpler than
those of operating companies, they issue fewer press releases prior to
announcing their business combination, and their prices generally
remain stable resulting in very few deficiencies related to their price
or market value measures, all of which also leads to their requiring
fewer regulatory resources.\9\ Accordingly, Nasdaq believes that it is
reasonable to charge Acquisition Companies listed on the Nasdaq Global
Market lower All-Inclusive Annual Fees than operating companies.
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    \7\ An Acquisition Company is offered certain services under IM-
5900-8 following the public announcement that the company entered
into a binding agreement for the business combination, however these
services are available to Acquisition Companies listed on either the
Nasdaq Global Market or the Nasdaq Capital Market.
    \8\ This trading pattern will generally change once the
Acquisition Company announces its business combination target.
    \9\ While Nasdaq has experienced few deficiencies recently,
historically some Acquisition Companies became non-compliant with
the holder requirement. See, e.g., Nasdaq Rule 5550(a)(3) (requiring
at least 300 Public Holders for continued listing on the Nasdaq
Capital Market).
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    Nasdaq does not expect the financial impact of this proposal to be
material in terms of the level of listing fees collected from issuers.
Specifically, Nasdaq notes that without the proposed fee changes, many
of the Acquisition Companies that do not qualify for the Nasdaq Capital
Market would list on a market with lower listing fees instead of

on Nasdaq, in which case Nasdaq would not collect any fees. Moreover,
once an Acquisition Company completes a business combination it would
be subject to the higher fee schedule applicable to operating
companies.\10\ Accordingly, the Exchange believes that the proposed
rule change will not impact the Exchange's resource commitment to its
regulatory oversight of the listing process or its regulatory programs.
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    \10\ Nasdaq notes that its All-Inclusive Annual Fee is assessed
on January 1 of each year and neither the Acquisition Company nor
the post-business combination entity would pay any additional fees
in the year of the business combination (irrespective of the form or
structure of that combination). However, the post-business
combination would begin paying the higher Annual Fee as of January 1
of the following year.
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2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\11\ in general, and furthers the objectives of
Sections 6(b)(4) and 6(b)(5) of the Act,\12\ 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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    \11\ 15 U.S.C. 78f(b).
    \12\ 15 U.S.C. 78f(b)(4) and (5).
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    As a preliminary matter, Nasdaq competes for listings with other
national securities exchanges and companies can easily choose to list
on, or transfer to, those alternative venues. As a result, the fees
Nasdaq can charge listed companies are constrained by the fees charged
by its competitors and Nasdaq cannot charge prices in a manner that
would be unreasonable, inequitable, or unfairly discriminatory.
    The proposed fees are being implemented to avoid charging a higher
fee to an Acquisition Company that is unable to list on the Nasdaq
Capital Market but is able to list on the Nasdaq Global Market due to
insufficient shareholders' equity and to enable Nasdaq to compete with
other markets that can list such Acquisition Companies. Nasdaq believes
it is equitable under Section 6(b)(4) of the Act \13\ to charge Global
Market Acquisition Companies the same fees as Capital Market
Acquisition Companies given that they are treated the same regardless
of whether they are listed on the Global or Capital Market. For
example, as described below, neither is eligible to receive services
upon first listing, each receive identical services from Nasdaq upon
announcing a business combination and each uses similar regulatory
resources.
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    \13\ 15 U.S.C. 78f(b)(4).
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    Moreover, the Exchange believes that the proposal is not unfairly
discriminatory, because Acquisition Companies are shell companies with
no business operations, and, while searching for a target, their shares
trade less frequently on the Exchange than operating companies. In
Nasdaq's experience, Acquisition Companies are less reliant on the
Exchange's trading platform and need less support from the Nasdaq
Market Intelligence Desk and require fewer regulatory resources to
monitor trading. In addition, in Nasdaq's experience, their periodic
filings tend to be simpler than those of operating companies, they
issue fewer press releases prior to announcing their business
combination, and their prices generally remain stable resulting in very
few deficiencies related to their price or market value measures, all
of which also leads to their requiring fewer regulatory resources.
Further, Acquisition Companies are not eligible to receive services
from Nasdaq under IM-5900-7, unlike other companies listing on the
Nasdaq Global Market. While an Acquisition Company is offered certain
services under IM-5900-8 following the public announcement that the
company entered into a binding agreement for the business combination,
these services are available to Acquisition Companies listed on either
the Nasdaq Global Market or the Nasdaq Capital Market. Therefore,
Nasdaq believes that it is appropriate, and not unfairly
discriminatory, to charge lower fees to Global Market Acquisition
Companies than are charged to operating companies listed on the Nasdaq
Global Market.
    Finally, Nasdaq competes for listings with the New York Stock
Exchange, which has adopted lower fees for Acquisition Companies than
for operating companies \14\ and can list certain Acquisition Companies
that have insufficient shareholders' equity to list on the Nasdaq
Capital Market, but can list on the Nasdaq Global Market. Nasdaq
believes that this competition is a non-discriminatory reason to reduce
the fees for Acquisition Companies seeking to list on the Nasdaq Global
Market.
---------------------------------------------------------------------------

    \14\ See Section 902.11 of the NYSE Listed Company Manual,
imposing a flat $85,000 Listing Fee for an Acquisition Company and
providing a limit of $85,000 on annual fees payable by an
Acquisition Company. Under NYSE Listing Rules, a SPAC can list
without regard to the amount of its stockholders' equity.
---------------------------------------------------------------------------

    For the foregoing reasons, the Exchange believes that the proposal
is consistent with the Act.

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.
    The proposed new fee schedule will be available to all similarly
situated issuers on the same basis. The Exchange does not believe that
the proposed fees will have any meaningful effect on the competition
among issuers listed on the Exchange.
    The Exchange operates in a highly competitive market in which
issuers can readily choose to list new securities on other exchanges
and transfer listings to other exchanges if they deem fee levels at
those other venues to be more favorable. Because competitors are free
to modify their own fees in response, and because issuers may change
their listing venue, the Exchange does not believe its proposed fee
change can impose any burden on intermarket competition. Nasdaq notes
that the New York Stock Exchange is its primary competitor for listing
Acquisition Companies and that market has already adopted a lower fee
for Acquisition Companies than for operating companies.\15\
---------------------------------------------------------------------------

    \15\ Id.
---------------------------------------------------------------------------

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.\16\
---------------------------------------------------------------------------

    \16\ 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-NASDAQ-2021-055 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-NASDAQ-2021-055. 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-NASDAQ-2021-055 and should be submitted
on or before August 3, 2021.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\17\
---------------------------------------------------------------------------

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

J. Matthew DeLesDernier,
Assistant Secretary.
[FR Doc. 2021-14800 Filed 7-12-21; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 84, Number 211 (Thursday, October 31, 2019)]
[Rules and Regulations]
[Pages 58313-58315]
[FR Doc No: 2019-23798]

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DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

14 CFR Part 25

[Docket No. FAA-2019-0814; Special Conditions No. 25-759-SC]

Special Conditions: Airbus Model A340 Series Airplanes; Seats
With Inertia Locking Devices

AGENCY: Federal Aviation Administration (FAA), DOT.

ACTION: Final special conditions; request for comments.

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SUMMARY: These special conditions are issued for the Airbus Model A340
series airplanes. These airplanes will have a novel or unusual design
feature when compared to the state of technology envisioned in the
airworthiness standards for transport category airplanes. This design
feature is seats with inertia locking devices (ILD). The applicable
airworthiness regulations do not contain adequate or appropriate safety
standards for this design feature. These special conditions contain the
additional safety standards that the Administrator considers necessary
to establish a level of safety equivalent to that established by the
existing airworthiness standards.

DATES: This action is effective on Airbus on October 31, 2019. Send
comments on or before December 16, 2019.

ADDRESSES: Send comments identified by Docket No. FAA-2019-0814 using
any of the following methods:
     Federal eRegulations Portal: Go to http://www.regulations.gov/ and follow the online instructions for sending
your comments electronically.
     Mail: Send comments to Docket Operations, M-30, U.S.
Department of Transportation (DOT), 1200 New Jersey Avenue SE, Room
W12-140, West Building Ground Floor, Washington, DC 20590-0001.
     Hand Delivery or Courier: Take comments to Docket
Operations in Room W12-140 of the West Building Ground Floor at 1200
New Jersey Avenue SE, Washington, DC, between 9 a.m. and 5 p.m., Monday
through Friday, except Federal holidays.
     Fax: Fax comments to Docket Operations at<PHONE_NUMBER>.
    Privacy: The FAA will post all comments it receives, without
change, to http://www.regulations.gov/, including any personal
information the commenter provides. Using the search function of the
docket website, anyone can find and read the electronic form of all
comments received into any FAA docket, including the name of the

individual sending the comment (or signing the comment for an
association, business, labor union, etc.). DOT's complete Privacy Act
Statement can be found in the Federal Register published on April 11,
2000 (65 FR 19477-19478).
    Docket: Background documents or comments received may be read at
http://www.regulations.gov/ at any time. Follow the online instructions
for accessing the docket or go to Docket Operations in Room W12-140 of
the West Building Ground Floor at 1200 New Jersey Avenue SE,
Washington, DC, between 9 a.m. and 5 p.m., Monday through Friday,
except Federal holidays.

FOR FURTHER INFORMATION CONTACT: Shannon Lennon, Cabin and Airframe
Safety Section, AIR-675, Transport Standards Branch, Policy and
Innovation Division, Aircraft Certification Service, Federal Aviation
Administration, 2200 South 216th Street, Des Moines, Washington 98198;
telephone and fax<PHONE_NUMBER>; email<EMAIL_ADDRESS>
SUPPLEMENTARY INFORMATION: The substance of these special conditions
has been subject to the notice and comment period in several prior
instances and has been derived without substantive change from those
previously issued. It is unlikely that prior public comment would
result in a significant change from the substance contained herein.
Therefore, the FAA has determined that prior public notice and comment
are unnecessary, and finds that, for the same reason, good cause exists
for adopting these special conditions upon publication in the Federal
Register.

Comments Invited

    The FAA invites interested people to take part in this rulemaking
by sending written comments, data, or views. The most helpful comments
reference a specific portion of the special conditions, explain the
reason for any recommended change, and include supporting data.
    The FAA will consider all comments received by the closing date for
comments. The FAA may change these special conditions based on the
comments received.

Background

    On December 19, 2017, Airbus applied for a change to Type
Certificate No. A43NM for seats with ILD in the Model A340 series
airplanes. The Airbus Model A340 series airplane is a four-engine,
transport category airplane with a maximum takeoff weight of 824,528
pounds and seating for 440 passengers.

Type Certification Basis

    Under the provisions of title 14, Code of Federal Regulations (14
CFR) 21.101, Airbus must show that the Airbus Model A340 series
airplanes, as changed, continue to meet the applicable provisions of
the regulations listed in Type Certificate No. A43NM, or the applicable
regulations in effect on the date of application for the change, except
for earlier amendments as agreed upon by the FAA.
    If the Administrator finds that the applicable airworthiness
regulations (e.g., 14 CFR part 25) do not contain adequate or
appropriate safety standards for the Airbus Model A340 series airplanes
because of a novel or unusual design feature, special conditions are
prescribed under the provisions of Sec.  21.16.
    Special conditions are initially applicable to the model for which
they are issued. Should the type certificate for that model be amended
later to include any other model that incorporates the same novel or
unusual design feature, or should any other model already included on
the same type certificate be modified to incorporate the same novel or
unusual design feature, these special conditions would also apply to
the other model under Sec.  21.101.
    In addition to the applicable airworthiness regulations and special
conditions, the Airbus Model A340 series airplanes must comply with the
fuel vent and exhaust emission requirements of 14 CFR part 34, and the
noise certification requirements of 14 CFR part 36.
    The FAA issues special conditions, as defined in 14 CFR 11.19, in
accordance with Sec.  11.38, and they become part of the type
certification basis under Sec.  21.101.

Novel or Unusual Design Features

    The Airbus Model A340 series airplanes will incorporate the
following novel or unusual design features:
    Seats with inertia locking devices.

Discussion

    Airbus will install, in Model A340 series airplanes, Thompson Aero
Seating Ltd. first-class passenger seats that can be translated in the
fore and aft direction by an electrically powered motor (actuator) that
is attached to the seat primary structure. Under typical service-
loading conditions, the motor internal brake is able to translate the
seat and hold the seat in the translated position. However, under the
inertial loads of emergency-landing loading conditions specified in 14
CFR 25.562, the motor internal brake may not be able to maintain the
seat in the required position. The ILD is an ``active'' device intended
to control seat movement (i.e., a system that mechanically deploys
during an impact event) to lock the gears of the motor assembly in
place. The ILD mechanism is activated by the higher inertial load
factors that could occur during an emergency-landing event. Each seat
place incorporates two ILDs, one on either side of the seat pan. Only
one ILD is required to hold an occupied seat in position during worst-
case dynamic loading specified in Sec.  25.562.
    The ILD will self-activate only in the event of a predetermined
airplane loading condition such as that occurring during crash or
emergency landing, and will prevent excessive seat forward translation.
A minimum level of protection must be provided if the seat-locking
device does not deploy.
    The normal means of satisfying the structural and occupant
protection requirements of Sec.  25.562 result in a non-quantified, but
nominally predictable, progressive structural deformation or reduction
of injury severity for impact conditions less than the maximum
specified by the rule. A seat using ILD technology, however, may
involve a step change in protection for impacts below and above that at
which the ILD activates and deploys to retain the seat pan in place.
This could result in structural deformation or occupant injury output
being higher at an intermediate impact condition than that resulting
from the maximum impact condition. It is acceptable for such step-
change characteristics to exist, provided the resulting output does not
exceed the maximum allowable criteria at any condition at which the ILD
does or does not deploy, up to the maximum severity pulse specified by
the requirements.
    The ideal triangular maximum severity pulse is defined in Advisory
Circular (AC) 25.562-1B. For the evaluation and testing of less-severe
pulses for purposes of assessing the effectiveness of the ILD
deployment setting, a similar triangular pulse should be used with
acceleration, rise time, and velocity change scaled accordingly. The
magnitude of the required pulse should not deviate below the ideal
pulse by more than 0.5g until 1.33 t1 is reached, where
t1 represents the time interval between 0 and t1
on the referenced pulse shape as shown in AC 25.562-1B. This is an
acceptable method of compliance to the test requirements of the special
conditions.
    Conditions 1 through 5 address ensuring that the ILD activates when
intended, to provide the necessary

protection of occupants. This includes protection of a range of
occupants under various accident conditions. Conditions 6 through 10
address maintenance and reliability of the ILD, including any outside
influences on the mechanism, to ensure it functions as intended.
    These special conditions contain the additional safety standards
that the Administrator considers necessary to establish a level of
safety equivalent to that established by the existing airworthiness
standards.

Applicability

    As discussed above, these special conditions are applicable to the
Airbus Model A340 series airplanes. Should Airbus apply at a later date
for a change to the type certificate to include another model
incorporating the same novel or unusual design feature, these special
conditions would apply to that model as well.

Conclusion

    This action affects only a certain novel or unusual design feature
on one model series of airplanes. It is not a rule of general
applicability.

List of Subjects in 14 CFR Part 25

    Aircraft, Aviation safety, Reporting and recordkeeping
requirements.

Authority Citation

    The authority citation for these special conditions is as follows:

    Authority:  49 U.S.C. 106(f), 106(g), 40113, 44701, 44702,
44704.

The Special Conditions

    Accordingly, pursuant to the authority delegated to me by the
Administrator, the following special conditions are issued as part of
the type certification basis for Airbus Model A340 series airplanes.
    In addition to the requirements of Sec.  25.562, passenger seats
incorporating an inertia locking device (ILD) must meet the following:
    1. Level of Protection Provided by ILD--It must be demonstrated by
test that the seats and attachments, when subject to the emergency-
landing dynamic conditions specified in Sec.  25.562, and with one ILD
not deployed, do not experience structural failure that could result
in:
    a. Separation of the seat from the airplane floor.
    b. Separation of any part of the seat that could form a hazard to
the seat occupant or any other airplane occupant.
    c. Failure of the occupant restraint or any other condition that
could result in the occupant separating from the seat.
    2. Protection Provided Below and Above the ILD Actuation
Condition--If step-change effects on occupant protection exist for
impacts below and above that at which the ILD deploys, tests must be
performed to demonstrate that the occupant is shown to be protected at
any condition at which the ILD does or does not deploy, up to the
maximum severity pulse specified by Sec.  25.562. Test conditions must
take into account any necessary tolerances for deployment.
    3. Protection Over a Range of Crash Pulse Vectors--The ILD must be
shown to function as intended for all test vectors specified in Sec.
25.562.
    4. Protection During Secondary Impacts--The ILD activation setting
must be demonstrated to maximize the probability of the protection
being available when needed, considering a secondary impact that is
above the severity at which the device is intended to deploy up to the
impact loading required by Sec.  25.562.
    5. Protection of Occupants other than 50th Percentile--Protection
of occupants for a range of stature from a two-year-old child to a 95th
percentile male must be shown.
    6. Inadvertent Operation--It must be shown that any inadvertent
operation of the ILD does not affect the performance of the device
during a subsequent emergency landing.
    7. Installation Protection--It must be shown that the ILD
installation is protected from contamination and interference from
foreign objects.
    8. Reliability--The performance of the ILD must not be altered by
the effects of wear, manufacturing tolerances, aging or drying of
lubricants, and corrosion.
    9. Maintenance and Functional Checks--The design, installation, and
operation of the ILD must be such that it is possible to functionally
check the device in place. Additionally, a functional check method and
a maintenance check interval must be included in the seat installer's
instructions for continued airworthiness (ICA) document.
    10. Release Function--If a means exists to release an inadvertently
activated ILD, the release means must not introduce additional hidden
failures that would prevent the ILD from functioning properly.

    Issued in Des Moines, Washington, on October 25, 2019.
James E. Wilborn,
Manager, Transport Standards Branch, Policy and Innovation Division,
Aircraft Certification Service.
[FR Doc. 2019-23798 Filed 10-30-19; 8:45 am]
 BILLING CODE 4910-13-P


[Federal Register: May 22, 2008 (Volume 73, Number 100)]
[Notices]
[Page 29802-29804]
[DOCID:fr22my08-96]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-57826; File No. SR-NASDAQ-2007-001]

Self-Regulatory Organizations; The NASDAQ Stock Market LLC;
Notice of Filing of Amendment No. 3 to an Order Granting Accelerated
Approval to Proposed Rule Change, as Modified by Amendment Nos. 2 and 3
Thereto, To Amend Nasdaq's Clearly Erroneous Rule

May 15, 2008.

I. Introduction

    On January 22, 2007, The NASDAQ Stock Market LLC (``Nasdaq'') filed
with the Securities and Exchange Commission (``Commission''), pursuant
to Section 19(b)(1) of the Securities Exchange Act of 1934
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to
amend Rule 11890, Nasdaq's ``Clearly Erroneous Rule,'' and related
Interpretive Material. Nasdaq filed Amendment Nos. 1 and 2 to the
proposal on June 1, 2007 and June 12, 2007, respectively.\3\ The
proposed rule change, as modified by Amendment No. 2, was published for
comment in the Federal Register on June 27, 2007.\4\ The Commission
received two comment letters regarding the proposed rule change.\5\ On
May 15, 2008, Nasdaq filed Amendment No. 3 to the proposal.\6\ The
Commission is publishing this notice to solicit comments on the
proposed rule change, as modified by Amendment Nos. 2 and 3 and
simultaneously is approving the proposed rule change, as modified by
Amendment Nos. 2 and 3, on an accelerated basis.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ Amendment No. 1 replaced the proposed rule change in its
entirety and was withdrawn by Nasdaq on June 14, 2007. Amendment No.
2 replaced the proposed rule change in its entirety.
    \4\ See Securities Exchange Act Release No. 55937 (June 21,
2007), 72 FR 35279.
    \5\ See letter from Michael T. Dorsey, Managing Director,
Trading Services & Compliance, Pink Sheets LLC (``Pink Sheets''),
dated July 18, 2007 (``Pink Sheets Letter''), and letter from
Barbara Z. Sweeney, Senior Vice President and Corporate Secretary,
Financial Industry Regulatory Authority (``FINRA''), dated August
29, 2007 (``FINRA Letter'').
    \6\ Amendment No. 3 deleted the proposed revisions to the
Clearly Erroneous Rule relating to the submission of unauthorized
orders and use of an account for manipulative purposes and clarified
the manner in which a request for review can be submitted.
---------------------------------------------------------------------------

II. Description of the Proposal

    Nasdaq proposes several changes to its Clearly Erroneous Rule and
related Interpretive Material. Specifically, Nasdaq proposes to: (i)
Set forth price-based standards and provide guidance on the application
of those standards when Nasdaq considers whether one or more
transactions are clearly erroneous under Rule 11890; (ii) modify the
numerical threshold as applied to trades occurring outside of the
Regular Session; \7\ (iii) amend the time limits for market
participants to file for review under Rule 11890(a) in cases where the
price of the transaction is significantly different from the applicable
inside price; and (iii) make several procedural modifications to the
rule.
---------------------------------------------------------------------------

    \7\ Regular Session means the primary trading session for a
particular security on its Primary Market, which is generally 9:30
a.m. through 4 or 4:15 p.m. Primary Market means: (i) For a Nasdaq
security, the Nasdaq Market Center; and (ii) for a non-Nasdaq
security, the market designated as the primary market under the
Consolidated Tape Association Plan.
---------------------------------------------------------------------------

    Nasdaq proposes to amend IM-11890-4 and IM-11890-5 to incorporate
objective price-based standards and provide guidance regarding the
application of those standards under Rule 11890. Under Rule 11890,
Nasdaq is authorized to break trades when the execution price is more
than a specified percentage (i.e., a Numerical Threshold) away from a
``Reference Price'' that is indicative of prior market conditions. The
Reference Price generally used under Rule 11890 would be, for Nasdaq
securities, the best bid/best offer (``BBO'') in Nasdaq at the time the
disputed transactions were first executed (or the national BBO for non-
Nasdaq securities) for trading during the Regular Session, and the
closing price for the security on its Primary Market for trades outside
the Regular Session. Nasdaq, however, may use a different Reference
Price in unusual circumstances. Thus, in a case where material news
about a security was released after the market close for the security
and a trade occurred outside of the Regular Session, Nasdaq may use a
Reference Price derived from after-hours trading activity rather than
the closing price of the security. Similarly, in the case of several
large orders that execute at multiple prices, a Reference Price based
on a weighted average of the BBO at relevant times may be used rather
than a Reference Price based solely on the BBO immediately prior to the
execution of the first share of the order. Nasdaq proposes to amend the
Interpretive Material to add examples of cases where Nasdaq may apply
alternative Numerical Thresholds in determining which trades to break.
Nasdaq also may use different Numerical Thresholds in events that
involve other markets in order to coordinate a point beyond which
trades would be adjusted or broken that is consistent across markets.
    The Interpretive Material would provide that Nasdaq could break or
modify all trades in a security if a pervasive mistake resulted in
trading that should not have occurred. For example, trades in a
security that was incorrectly authorized for trading prior to the date
of its actual initial public offering could all be broken. Similarly,
if Nasdaq systems executed orders in the Nasdaq opening cross or
closing cross at a price that was inconsistent with the rules governing
the operation of the crosses, either due to a Nasdaq system error or
because an underlying erroneous order resulted in an erroneous opening
or closing price, Nasdaq could break or adjust all of the affected
trades.
    Nasdaq also proposes to amend the Numerical Thresholds under IM-
11890-4 for trading outside the Regular Session, to establish wider
ranges within which trades would stand. According to Nasdaq, this
proposed change reflects the diminished depth of the market during
after-hours and pre-market trading sessions. Accordingly,

Nasdaq proposes to double the Numerical Thresholds for transactions
occurring during these times. For example, a trade at $40 per share
could be broken if more than 10% away from the Reference Price during
the Regular Session, but could not be broken during the pre-market or
after-hours sessions unless it was more than 20% away from the
Reference Price.
    In addition, Nasdaq proposes to amend the language of Rule
11890(a)(2)(B) to set forth that persons seeking review of transactions
must present a factual basis for believing that the trade is clearly
erroneous. Nasdaq states that it cannot, within the context of an
adjudication that must be conducted within a short period of time,
determine all of the factual circumstances associated with a particular
trade or set of trades. Nasdaq believes that it is generally incumbent
on persons seeking review actually to allege a human or system error,
rather than merely stating that the order was ``filled away'' or at ``a
bad price.'' Requiring the statement of a factual basis also would
allow FINRA to evaluate, after the fact, whether a particular market
participant is abusing the clearly erroneous process or employing poor
internal controls.\8\ According to Nasdaq, individuals and firms found
to have misled Nasdaq about the cause of the alleged error would be
subject to disciplinary action for misleading a self-regulatory
organization.
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    \8\ FINRA performs certain regulatory functions for Nasdaq,
including a review, in certain circumstances, of clearly erroneous
transactions submitted by member firms. Telephone conversation
between John Zecca, Vice President MarketWatch, Nasdaq and David
Michehl, Special Counsel, Division of Trading and Markets,
Commission on May 14, 2008.
---------------------------------------------------------------------------

    Further, Nasdaq proposes to amend the time limits for market
participants to file for an adjudication under Rule 11890(a) in cases
where the price of the transaction at issue is more than 50% away from
the applicable inside price (or the closing price, for trading outside
Nasdaq's Regular Session or before the primary market has posted its
first two-sided quote), provided that the value of the transactions at
issue is more than $10,000. If these criteria are met, the transaction
is defined as an ``Outlier Transaction,'' and the parties to the trade
are given an extra hour to petition for review, if the trade occurred
during the Regular Session or during pre-market hours, or until 9:30
a.m. the next trading day if the trade occurred after hours. The reason
for this change is to provide greater assurance that trades that are
egregiously out of line with prevailing market prices are not permitted
to stand, provided that the dollar value of the trades is significant
and the request for review is made within the proposed timeframe.
    Finally, Nasdaq proposes to make several procedural modifications
to Rule 11890 and the Interpretative Material to: (i) Allow Nasdaq to
notify the counterparty to a trade about an erroneous event by
telephone or other means consistent with the communications provisions
of Rule 11890(d); (ii) specify that requests for review must be
submitted to Nasdaq in writing, using an online complaint form,
facsimile, or such other communications procedures specified by Nasdaq;
(iii) rather than specifying that Nasdaq must act within 30 minutes,
Nasdaq would be permitted to act as soon as possible, in circumstances
when Nasdaq acts on its own motion under Rule 11890(b), except in
extraordinary circumstances, in which case the time limit for a
determination would be 9:30 a.m. the next trading day; (iv) replace
references to Nasdaq ``officer'' with Nasdaq ``official'' throughout
the Rule; (v) add a section listing definitions of terms used in the
rule; and (vi) delete obsolete references to transactions entered into
by a member of a national securities exchange with unlisted trading
privileges in Nasdaq securities.

III. Commission's Findings and Order Granting Accelerated Approval of
Proposed Rule Change

    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 \9\ and, in
particular, the requirements of Section 6(b) of the Act \10\ and the
rules and regulations thereunder. Specifically, the Commission finds
that the proposal is consistent with Section 6(b)(5) of the Act,\11\ in
that the proposal is designed to promote just and equitable principles
of trade, prevent fraudulent and manipulative acts, remove impediments
to and perfects the mechanism of a free and open market and a national
market system, and, in general, protect investors and the public
interest.
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    \9\ 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).
    \10\ 15 U.S.C. 78f(b).
    \11\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Commission considers that, except in extraordinary
circumstances, trades that are executed between parties should be
honored. On rare occasions, the price of the executed trade indicates
an obvious error may exist, suggesting that it is unrealistic to expect
that the parties to the trade had come to a meeting of the minds
regarding the terms of the transaction and therefore that a clearly
erroneous transaction may have taken place. In the Commission's view,
the determination of whether a clearly erroneous trade has occurred
should be based on specific and objective criteria and subject to
specific and objective procedures.
    Nasdaq proposes to modify certain price-based parameters that it
uses for review of transactions alleged to be clearly erroneous under
Rule 11890 and related Interpretive Material. The proposed numerical
thresholds in the Interpretative Material set forth a clear and
objective methodology for use in determining whether a transaction or
transactions executed on Nasdaq are clearly erroneous. The proposed
amendments also establish specific and objective criteria governing the
review of such trades.
    The Pink Sheets expressed general support for the proposal and
stated that similar authority with respect to unauthorized use of
accounts should be included in NASD Rule 11890.\12\ FINRA expressed its
view that account intrusions are fundamentally a type of fraud that
does not and should not fall within the scope of the Clearly Erroneous
Rule.\13\ FINRA believed that the Clearly Erroneous Rule is not the
appropriate way to address unauthorized or illegal activity such as
account intrusions.\14\ In Amendment No. 3, Nasdaq proposes to delete
the provisions relating to unauthorized use of an account and use of an
account for manipulative activity. Given the fact that the Clearly
Erroneous Rule is designed to address trades made in error and the more
difficult factual analysis presented by expanding the rule's
application beyond obvious errors, the Commission believes that it is
appropriate for Nasdaq to retain the original scope of the rule.
---------------------------------------------------------------------------

    \12\ Pink Sheets Letter, supra note 5. The Commission notes that
revisions to NASD Rule 11890 are outside of the scope of the
proposal before it.
    \13\ FINRA Letter, supra note 5.
    \14\ Id.
---------------------------------------------------------------------------

    In addition, FINRA believed that numerical thresholds that can
trigger a clearly erroneous determination should be set high enough to
protect market integrity but not so low that the determination is most
likely to primarily protect the individual who made the error.\15\
FINRA noted its view that thresholds of 10% to 20% are more appropriate
because they will reduce

the incidence of regulatory intervention in market transactions while
still maintaining the integrity of the marketplace.\16\ The Commission
believes that Nasdaq's proposed Reference Price thresholds are
commensurate with the manner in which Nasdaq currently applies its
Clearly Erroneous Rule and are not unreasonable.
---------------------------------------------------------------------------

    \15\ Id.
    \16\ Id.
---------------------------------------------------------------------------

    The Commission finds good cause for approving the proposed rule
change, as modified by Amendment Nos. 2 and 3 thereto, before the
thirtieth day after the date of publication of notice of filing thereof
in the Federal Register. Accelerating approval of this proposal should
benefit investors by creating, without undue delay, greater certainty
in the application of Nasdaq's Clearly Erroneous Rule because the
proposal establishes objective standards to be applied by Nasdaq in
reviewing clearly erroneous transactions. Therefore, the Commission
finds good cause, consistent with Section 19(b)(2) of the Act,\17\ to
approve the proposed rule change, as modified by Amendment Nos. 2 and
3, on an accelerated basis.
---------------------------------------------------------------------------

    \17\ 15 U.S.C. 78s(b)(2).
---------------------------------------------------------------------------

IV. Solicitation of Comments

    Interested persons are invited to submit written data, views, and
arguments concerning Amendment No. 3, including whether Amendment No. 3
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 e-mail to<EMAIL_ADDRESS>Please include
File Number SR-NASDAQ-2007-001 on the subject line.

Paper Comments

     Send paper comments in triplicate to Nancy M. Morris,
Secretary, Securities and Exchange Commission, Station Place, 100 F
Street, NE., Washington, DC 20549-1090.

All submissions should refer to File Number SR-NASDAQ-2007-001. This
file number should be included on the subject line if e-mail is used.
To help the Commission process and review your comments more
efficiently, please use only one method. The Commission will post all
comments on the Commission's Internet Web site (http://www.sec.gov/
rules/sro.shtml). Copies of the submission, all subsequent amendments,
all written statements with respect to the proposed rule change that
are filed with the Commission, and all written communications relating
to the proposed rule change between the Commission and any person,
other than those that may be withheld from the public in accordance
with the provisions of 5 U.S.C. 552, will be available for inspection
and copying in the Commission's Public Reference Room, 100 F Street,
NE., Washington, DC 20549, on official business days between the hours
of 10 a.m. and 3 p.m. Copies of the filing also will be available for
inspection and copying at the principal office of the Exchange. All
comments received will be posted without change; the Commission does
not edit personal identifying information from submissions. You should
submit only information that you wish to make available publicly. All
submissions should refer to File Number SR-NASDAQ-2007-001 and should
be submitted on or before June 12, 2008.

V. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the Act,
that the proposed rule change (SR-NASDAQ-2007-001), as modified by
Amendment Nos. 2 and 3, be, and it hereby is, approved on an
accelerated basis.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\18\
---------------------------------------------------------------------------

    \18\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Florence E. Harmon,
Deputy Secretary.
[FR Doc. E8-11429 Filed 5-21-08; 8:45 am]

BILLING CODE 8010-01-P


[Federal Register: December 3, 2008 (Volume 73, Number 233)]
[Notices]
[Page 73689]
[DOCID:fr03de08-49]

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DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

Public Notice for Waiver of Aeronautical Land-Use Assurance

AGENCY: Federal Aviation Administration, DOT.

ACTION: Notice of intent of waiver with respect to land.

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SUMMARY: The Federal Aviation Administration (FAA) is considering a
proposal to change a portion of the airport from aeronautical use to
non-aeronautical use and to authorize the sale of certain airport
property. The sale will include a perpetual navigational easement,
precluding the building of any structures. The area is a 28.665-acre
parcel of vacant land located east of the airport. The land was
acquired via warranty deed dated November 18, 1987, recorded November
23, 1987, in Randolph County, Book No. 246, Page No. 490-491. There are
no impacts to the airport by allowing the airport to sell the property.
The land is not needed for aeronautical use.
    Approval does not constitute a commitment by the FAA to financially
assist in the disposal of the subject airport property nor a
determination of eligibility for grant-in aid funding from the FAA. The
disposition of the proceeds from the sale of the airport property will
be in accordance with FAA's Policy and Procedures Concerning the Use of
Airport Revenue, published in the Federal Register on February 16,
1999. In accordance with Section 47107(h) of Title 49, United States
Code, this notice is required to be published in the Federal Register
30 days before modifying the land-use assurance that requires the
property to be used for an aeronautical purpose.

DATES: Comments must be received on or before January 2, 2009.

ADDRESSES: Documents reflecting this FAA action may be reviewed at 2300
East Devon Avenue, Des Plaines, IL 60018, or at Randolph County
Airport, Winchester, Indiana.

FOR FURTHER INFORMATION CONTACT: James G. Keefer, Manager, Chicago
Airports District Office, Federal Aviation Administration, 2300 East
Devon Avenue, Des Plaines, Illinois 60018. Telephone Number 847-294-
7336/FAX Number<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION: Following is a legal description of the
property: A parcel of land situated in the Southwest Quarter of Section
24, Township 20 North, Range 14 East, White River Township, Randolph
County, Indiana and being a part of the 40 Acre Tract as described in
Randolph County Deed Records Volume 205, Page 49 and being more
particularly described as follows: Beginning at a brass plug at the
northwest corner of the Southwest Quarter of said Section 24, said
corner being the northwest corner of the aforesaid 40 acre tract;
thence North 89[deg]26'56'' East 1304.61 feet along the half section
line said line also being the approximately centerline of State Highway
32 to a P.K. Nail said P.K. nail being witnessed by an iron
pin South 00[deg]10'18'' East 30 feet; Thence South 00[deg]10'18'' East
749.99 feet along an existing fence line to an iron pin; thence South
71[deg]58'12'' West 1373.66 feet to a railroad spike on the west line
of said Section 24; thence North 00[deg]1'45'' West 1162.60 feet to the
point of beginning containing 28.665 acres, more or less, and being
subject to all legal easements and highways or record.

    Issued in Des Plaines, Illinois, on November 21, 2008.
James G. Keefer,
Manager, Chicago Airports District Office.
[FR Doc. E8-28505 Filed 12-2-08; 8:45 am]

BILLING CODE 4910-13-M


[Federal Register: June 6, 2007 (Volume 72, Number 108)]
[Notices]
[Page 31318]
[DOCID:fr06jn07-82]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

[Project No. 199-205]

South Carolina Public Service Authority; Notice of Settlement
Agreement and Soliciting Comments

May 30, 2007.
    Take notice that the following settlement agreement has been filed
with the Commission and is available for public inspection.
    a. Type of Application: Settlement Agreement.
    b. Project Nos.: P-199-205.
    c. Date filed: May 24, 2007.
    d. Applicant: South Carolina Public Service Authority (SCPSA).
    e. Name of Project: Santee Cooper Hydroelectric Project.
    f. Location: On the Santee and Cooper Rivers in Berkeley, Calhoun,
Clarendon, Orangeburg, and Sumter Counties in South Carolina, about 50
miles north of Charleston and 60 miles southeast of Columbia, South
Carolina. The project does not affect federal lands.
    g. Filed Pursuant to: Rule 602 of the Commission's Rules of
Practice and Procedure, 18 CFR 385.602.
    h. Applicant Contact: Mr. John Dulude, P.E., South Carolina Public
Service Authority, One Riverwood Plaza, P.O. Box 2946101, Moncks
Corner, SC 29461-2901;<PHONE_NUMBER>.
    i. FERC Contact: Monte TerHaar at<EMAIL_ADDRESS>or (202)
502-6035.
    j. Deadline for filing comments: June 18, 2007. Reply comments due
July 3, 2007.
    All documents (original and eight copies) should be filed with:
Kimberly D. Bose, Secretary, Federal Energy Regulatory Commission, 888
First Street, NE., Washington, DC 20426.
    The Commission's Rules of Practice require all intervenors filing
documents with the Commission to serve a copy of that document on each
person on the official service list for the project. Further, if an
intervenor files comments or documents with the Commission relating to
the merits of an issue that may affect the responsibilities of a
particular resource agency, they must also serve a copy of the document
on that resource agency.
    Comments may be filed electronically via the Internet in lieu of
paper. The Commission strongly encourages electronic filings. See 18
CFR 385.2001(a)(1)(iii) and the instructions on the Commission's Web
site (http://www.ferc.gov) under the ``e-Filing'' link.

    k. SCPSA filed a settlement on behalf of itself, the U.S. Fish and
Wildlife Service (FWS), and the South Carolina Department of Natural
Resources (SCDNR). The purpose of the settlement agreement is to
resolve, among the signatories, issues associated with issuance of a
new license for the project, including diadromous fish passage and
management, as well as instream flows for the Santee River. Major
issues covered in the settlement include: (1) FWS's revised section 18
fishway prescription; (2) withdrawal of FWS's preliminary section 4(e)
conditions; (3) minimum flow releases from the Santee Dam to the Santee
River, including establishment of a technical advisory committee; (4)
development of a low flow operating protocol; and (5) twelve measures
to address waterfowl management and recreation boating at the Santee
National Wildlife Refuge.
    l. A copy of the settlement agreement is available for review at
the Commission in the Public Reference Room or may be viewed on the
Commission's Web site at http://www.ferc.gov using the ``eLibrary''

link. Enter the docket number excluding the last three digits in the
docket number field to access the document. For assistance, contact
FERC Online Support at<EMAIL_ADDRESS>or toll-free at 1-
866-208-3676, or for TTY,<PHONE_NUMBER>. A copy is also available for
inspection and reproduction at the address in item h above.
    You may also register online at http://www.ferc.gov/docs-filing/esubscription.asp
 to be notified via e-mail of new filings and

issuances related to this or other pending projects. For assistance,
contact FERC Online Support.

Kimberly D. Bose,
Secretary.
 [FR Doc. E7-10807 Filed 6-5-07; 8:45 am]

BILLING CODE 6717-01-P