[Federal Register: December 28, 2005 (Volume 70, Number 248)]
[Notices]
[Page 76812]
[DOCID:fr28de05-103]

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DEPARTMENT OF ENERGY

Federal Energy Regulatory Commission

Notice of Application To Amend Shoreline Management Plan and
Soliciting Comments, Motions To Intervene, and Protests

December 16, 2005.
    Take notice that the following application has been filed with the
Commission and is available for public inspection:
    a. Application Type: Amendment of Shoreline Management Plan.
    b. Project No.: 2232-499.
    c. Date Filed: November 9, 2005.
    d. Applicant: Duke Power, a division of Duke Energy Corporation.
    e. Name of Project: Catawba-Wateree Project.
    f. Location: This project is located on the Catawba and Wateree
Rivers, in nine counties in North Carolina (Burke, Alexander, McDowell,
Iredell, Caldwell, Lincoln, Catawba, Gaston, and Mecklenburg Counties)
and five counties in South Carolina (York, Chester, Lancaster,
Fairfield and Kershaw Counties). This project does not occupy any
Tribal or federal lands.
    g. Filed Pursuant to: Federal Power Act, 16 U.S.C. 791(a) 825(r)
and 799 and 801.
    h. Applicant Contact: Mr. Joe Hall, Lake Management Representative;
Duke Energy Corporation; P.O. Box 1006; Charlotte, NC 28201-1006; 704-
382-8576.
    i. FERC Contact: Any questions on this notice should be addressed
to Brian Romanek at<PHONE_NUMBER> or by e-mail:
<EMAIL_ADDRESS>
    j. Deadline for filing comments and or motions: January 17, 2006.
    All documents (original and eight copies) should be filed with: Ms.
Magalie R. Salas, Secretary, Federal Energy Regulatory Commission, 888
First Street, NE., Washington, DC 20426. Please include the project
number (P-2232-499) on any comments or motions filed. Comments,
protests, and interventions may be filed electronically via the
Internet in lieu of paper. See, 18 CFR 385.2001(a)(1)(iii) and the
instructions on the Commission's Web site under the ``e-Filing'' link.
The Commission strongly encourages e-filings.
    k. Description of Request: Duke Power, licensee for the Catawba-
Wateree Hydroelectric Project, has requested Commission authorization
to relocate the existing Cane Creek Boat Landing located on Fishing
Creek Lake off of Road 296 in Lancaster County, SC. The new location
would be off of Highway 200 about three miles south of the existing
site which is also in Lancaster County. Other recreational improvements
are planned at the new location in the near future.
    l. Location of the Application: This filing is available for review
at the Commission 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<PHONE_NUMBER>, or for TTY,

contact<PHONE_NUMBER>.
    m. Individuals desiring to be included on the Commission's mailing
list should so indicate by writing to the Secretary of the Commission.
    n. Comments, Protests, or Motions to Intervene: Anyone may submit
comments, a protest, or a motion to intervene in accordance with the
requirements of Rules of Practice and Procedure, 18 CFR 385.210, .211,
.214. In determining the appropriate action to take, the Commission
will consider all protests or other comments filed, but only those who
file a motion to intervene in accordance with the Commission's Rules
may become a party to the proceeding. Any comments, protests, or
motions to intervene must be received on or before the specified
comment date for the particular application.
    o. Filing and Service of Responsive Documents: Any filings must
bear in all capital letters the title ``COMMENTS'', ``RECOMMENDATIONS
FOR TERMS AND CONDITIONS'', ``PROTEST'', or ``MOTION TO INTERVENE'', as
applicable, and the Project Number of the particular application to
which the filing refers. A copy of any motion to intervene must also be
served upon each representative of the Applicant specified in the
particular application.
    p. Agency Comments: Federal, state, and local agencies are invited
to file comments on the described applications. A copy of the
applications may be obtained by agencies directly from the Applicant.
If an agency does not file comments within the time specified for
filing comments, it will be presumed to have no comments. One copy of
an agency's comments must also be sent to the Applicant's
representatives.

Magalie R. Salas,
Secretary.
 [FR Doc. E5-7911 Filed 12-27-05; 8:45 am]

BILLING CODE 6717-01-P


[Federal Register Volume 83, Number 40 (Wednesday, February 28, 2018)]
[Notices]
[Pages 8719-8727]
[FR Doc No: 2018-04035]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-82761; File No. SR-NASDAQ-2018-012]

Self-Regulatory Organizations; The Nasdaq Stock Market LLC;
Notice of Filing of Proposed Rule Change To List and Trade, Under
Nasdaq Rule 5705, the Shares of the Horizons Russell 2000 Covered Call
ETF

February 22, 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 February 9, 2018, 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 and II, below, which Items have been prepared by the Exchange.
The Commission is publishing this notice to solicit comments on the
proposed rule change from interested persons.
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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 list and trade, under Nasdaq Rule 5705,
the shares (``Index Fund Shares'' or ``Shares'') of the Horizons
Russell 2000 Covered Call ETF (the ``Fund''), a series of the Horizons
ETF Trust I (the ``Trust'').

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 the
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to list and trade the Shares of the Fund
under Rule 5705, which rule governs the listing and trading of Index
Fund Shares \3\ on the Exchange.\4\ The Shares will be offered by the
Fund, which will be a passively managed exchange-traded fund (``ETF'')
that seeks to track the performance of the CBOE Russell 2000 30-Delta
BuyWrite V2 Index (the ``Benchmark Index'').\5\ The Fund is a series of
the Trust. The Trust was established as a Delaware statutory trust on
May 17,

2012. The Trust is registered with the Commission as an open-end
management investment company and has filed a post-effective amendment
to its registration statement on Form N-1A (the ``Registration
Statement'') with the Commission to register the Fund and its Shares
under the 1940 Act and the Securities Act of 1933.\6\
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    \3\ Rule 5705(b)(1)(A) provides that an ``Index Fund Share'' is
a security (i) that is issued by an open-end management investment
company based on a portfolio of stocks or fixed income securities or
a combination thereof, that seeks to provide investment results that
correspond generally to the price and yield performance or total
return performance of a specified foreign or domestic stock index,
fixed income securities index or combination thereof; (ii) that is
issued by such an open-end management investment company in a
specified aggregate minimum number in return for a deposit of
specified numbers of shares of stock and/or a cash amount, a
specified portfolio of fixed income securities and/or a cash amount
and/or a combination of the above, with a value equal to the next
determined net asset value; and (iii) that, when aggregated in the
same specified minimum number, may be redeemed at a holder's request
by such open-end investment company which will pay to the redeeming
holder the stock and/or cash, fixed income securities and/or cash
and/or a combination thereof, with a value equal to the next
determined net asset value. In contrast, an open-end investment
company that issues Managed Fund Shares, listed and traded on the
Exchange under Nasdaq Rule 5735, seeks to provide investment results
from a portfolio of securities selected by its investment adviser
consistent with its investment objective and policies.
    \4\ The Commission approved Nasdaq Rule 5705 in Securities
Exchange Act Release No. 57962 (June 13, 2008), 73 FR 35175 (June
20, 2008) (SR-NASDAQ-2008-039).
    \5\ The Exchange notes that its proposal to list shares of the
Fund which tracks the performance of an index of U.S. exchange-
listed options is similar to the proposal and resultant order issued
to the NYSE ARCA to list and trade under NYSE Arca Equities Rule
5.2(j)(3) (which is similar to Nasdaq Rule 5705(b)). See Securities
Exchange Act Release No. 68708 (January 23, 2013) (SR-NYSEArca-2012-
131) (order approving listing and trading of shares of the Horizons
S&P 500 Covered Call ETF, Horizons S&P Financial Select Sector
Covered Call ETF and Horizons S&P Energy Select Sector Covered Call
ETF). The Exchange believes the proposed rule change does not raise
any significant issues not previously addressed in this or prior
Commission orders.
    \6\ See Registration Statement for the Trust, filed on June 22,
2017 (File No. 333-183155). The descriptions of the Fund and the
Shares contained herein are based, in part, on information in the
Registration Statement. In addition, the Commission has issued an
order granting certain exemptive relief to the Trust under the 1940
Act. See Investment Company Act Release No. 31961 (Jan. 19, 2016)
(File No. 812-14461) (``Exemptive Order'').
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    Horizons ETF Management (US), LLC will serve as the investment
adviser (the ``Adviser'') to the Fund. Foreside Fund Services, LLC will
serve as the principal underwriter and distributor of the Fund's Shares
(the ``Distributor''). U.S. Bank National Association will act as the
custodian for the Fund (the ``Custodian''). U.S. Bancorp Fund Services,
LLC will serve as the administrator, transfer agent and fund accounting
agent for the Fund (the ``Administrator'').
    The Benchmark Index was developed by and is maintained by FTSE
International Limited and Frank Russell Company (the ``Index
Provider'').\7\ The Index Provider is a global provider of index and
data services.
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    \7\ The Benchmark Index methodology is available at https://www.cboe.com/products/strategy-benchmark-indexes/buywrite-indexes/cboe-russell-2000-30-delta-buywrite-index-bxrd.
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    Nasdaq Rule 5705(b)(5)(A)(i) provides that, if an index is
maintained by a broker-dealer or fund adviser, the broker-dealer or
fund adviser shall erect a ``fire wall'' around the personnel who have
to access to information concerning changes and adjustments to the
index. In addition, Nasdaq Rule 5705(b)(5)(A)(iii) further requires
that any advisory committee, supervisory board, or similar entity that
advises a Reporting Authority or that makes decisions on index
composition, methodology and related matters, must implement and
maintain, or be subject to, procedures designed to prevent the use and
dissemination of material non-public information regarding the
applicable index.
    The Adviser is not a broker-dealer; however, it is affiliated with
two broker-dealers. The Adviser represents that a fire wall exists
around the respective personnel at the Adviser and affiliated broker-
dealers who have access to information concerning changes and
adjustments to the composition and/or changes to the Fund's portfolio.
In addition, and in accordance with Nasdaq Rule 5705(b)(5)(a)(iii),
such personnel will be subject to procedures designed to prevent the
use and dissemination of material non-public information regarding the
Fund's portfolio.
    The Index Provider is not a broker-dealer and it is not affiliated
with a broker-dealer. The Index Provider has represented that a fire
wall exists around its personnel who have access to information
concerning changes and adjustments to the Benchmark Index. In addition,
and in accordance with Nasdaq Rule 5705(b)(5)(A)(iii), such personnel
will be subject to procedures designed to prevent the use and
dissemination of material non-public information regarding the
Benchmark Index. The Chicago Board Options Exchange, Incorporated
(``CBOE'') is the index calculation agent for the Benchmark Index. CBOE
has represented that a fire wall exists around its personnel who have
access to information concerning changes and adjustments to the
Benchmark Index. In addition, such personnel will be subject to
procedures designed to prevent the use and dissemination of material
non-public information regarding the Benchmark Index.
    The Exchange represents that in the event (a) the Adviser, any sub-
adviser, or the Index Provider becomes registered as a broker-dealer or
is newly affiliated with a broker dealer, or (b) any new adviser, sub-
adviser, or Index Provider is a registered broker-dealer or becomes
affiliated with a broker dealer, then the Adviser, sub-adviser or Index
Provider will implement a fire wall with respect to its relevant
personnel or such broker dealer affiliate, as applicable, regarding
access to information concerning the composition or changes to the
portfolio or concerning changes and adjustments to the Benchmark Index
and will be subject to procedures designed to prevent the use and
dissemination of material, nonpublic information regarding the Fund's
portfolio. The Fund does not currently intend to use a sub-adviser.\8\
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    \8\ An investment adviser to an open-end fund is required to be
registered under the Investment Advisers Act of 1940 (the ``Advisers
Act''). As a result, the Adviser and its related personnel are
subject to the provisions of Rule 204A-1 under the Advisers Act
relating to codes of ethics. This Rule requires investment advisers
to adopt a code of ethics that reflects the fiduciary nature of the
relationship to clients as well as compliance with other applicable
securities laws. Accordingly, procedures designed to prevent the
communication and misuse of non-public information by an investment
adviser must be consistent with the Advisers Act and Rule 204A-1
thereunder. In addition, Rule 206(4)-7 under the Advisers Act makes
it unlawful for an investment adviser to provide investment advice
to clients unless such investment adviser has (i) adopted and
implemented written policies and procedures reasonably designed to
prevent violation, by the investment adviser and its supervised
persons, of the Advisers Act and the Commission rules adopted
thereunder; (ii) implemented, at a minimum, an annual review
regarding the adequacy of the policies and procedures established
pursuant to subparagraph (i) above and the effectiveness of their
implementation; and (iii) designated an individual (who is a
supervised person) responsible for administering the policies and
procedures adopted under subparagraph (i) above.
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Horizons Russell 2000 Covered Call ETF
Principal Investments
    The Fund's investment objective is to seek to track the investment
results that correspond (before fees and expenses) generally to the
performance of the Benchmark Index provided by the Index Provider. The
Fund will pursue its objective by investing at least 80% of its total
assets in all of the equity securities in the Russell 2000 Index and a
single written one-month out-of-the-money covered call option on the
Russell 2000 Index. The market value of the option strategy may be up
to 20% of the Fund's overall net asset value. The market value of the
call options included in the Benchmark Index will not represent more
than 10% of the total weight of the Benchmark Index. The component
securities of the Benchmark Index meet all requirements of Nasdaq Rule
5705(b)(3)(A)(i) except that the Benchmark Index includes call options,
which are not NMS Stocks as defined in Rule 600 of Regulation NMS. In
pursuing its investment objective, under normal market conditions,\9\
the Fund will seek investment results that, before fees and expenses,
generally correspond to the performance of the Benchmark Index. The
Fund seeks correlation of 0.90 or better between its performance and
the performance of the Benchmark Index. A figure of 1.00 would
represent perfect correlation. The call option written is at the strike
nearest to the 30 Delta between 10:30 a.m. and 11:00 a.m. CT on the
roll date (the third Friday of every month).
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    \9\ The term ``under normal market conditions'' as used herein
includes, but is not limited to, the absence of adverse market,
economic, political or other conditions, including extreme
volatility or trading halts in the securities markets or the
financial markets generally; operational issues causing
dissemination of inaccurate market information; or force majeure
type events such as systems failure, natural or man-made disaster,
act of God, armed conflict, act of terrorism, riot or labor
disruption or any similar intervening circumstance. In periods of
extreme market disturbance, the Fund may take temporary defensive
positions, by overweighting its portfolio in cash/cash-like
instruments; however, to the extent possible, the Adviser would
continue to seek to achieve the Fund's investment objective.
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    The Benchmark Index is a benchmark index that measures the
performance of

a theoretical portfolio that holds the stocks included in the Russell
2000 Index and ``writes'' (or sells) a single one-month out-of-the-
money Russell 2000 Index covered call option. The call option written
for the Benchmark Index is at the strike nearest to the 30 Delta
between 10:30 a.m. and 11:00 a.m. CT on the roll date (the third Friday
of every month). The Russell 2000 Index measures the performance of the
small capitalization sector of the U.S. equity market, as defined by
the Index Provider. The Russell 2000 Index is a subset of the Russell
3000 Index, which measures the performance of the broad U.S. equity
market, as determined by the Index Provider. The Russell 2000 Index is
a float-adjusted capitalization-weighted index of equity securities
issued by the approximately 2000 smallest issuers in the Russell 3000
Index. Preferred and convertible preferred stock, redeemable shares,
participating preferred stock, warrants, rights, installment receipts
and trust receipts are not included in the Russell 2000 Index.
    Because a covered call strategy generates income in the form of
premiums on the written call options, the Benchmark Index is generally
expected to provide higher total returns with lower volatility than the
Russell 2000 Index in most market environments, with the exception of
when the equity market is rallying rapidly. Each single call option in
the Benchmark Index will be traded on national securities exchanges,
such as the CBOE. As of October 31, 2017, the Russell 2000 Index
included common stocks of 1984 companies, with an average market
capitalization of approximately $2.3 billion.
    The Fund will generally use a replication methodology, meaning it
will invest in all of the securities and the call option comprising the
Benchmark Index in proportion to the weightings in Benchmark Index.
However, the Fund may, from time-to-time, utilize a sampling
methodology under various circumstances where it may not be possible or
practicable to purchase all of the equity securities comprising the
Benchmark Index.
    The equity securities in which the Fund will invest and the option
that the Fund will write will be limited to U.S. exchange-traded
securities and call options, respectively. They will trade in markets
that are members of the Intermarket Surveillance Group (``ISG''), which
includes all U.S. national securities exchanges and certain foreign
exchanges, or they will be parties to a comprehensive surveillance
sharing agreement with the Exchange. A list of ISG members is available
at www.isgportal.org.
    The equity securities held by the Fund will be rebalanced
quarterly. The call option portion of the portfolio will consist of a
single U.S. exchange-traded one-month covered call on the Russell 2000
Index that is written by the Fund slightly out-of-the-money. A call
option will give the holder the right to buy the securities underlying
the call options written at a predetermined strike price from the Fund.
The notional value of the covered call options written (including
financial instruments described in Other Investments below) will be
generally be 100% of the overall Fund.
    The Fund will utilize options in accordance with Rule 4.5 of the
Commodity Exchange Act (``CEA''). The Trust, on behalf of the Fund, has
filed a notice of eligibility for exclusion from the definition of the
term ``commodity pool operator'' in accordance with Rule 4.5 so that
the Fund is not subject to registration or regulation as a commodity
pool operator under the CEA.
Other Investments
    The Fund may invest no more than 20% of its net assets in the
instruments described below.
    The Fund may invest in ETFs, which shall be registered as
investment companies under the 1940 Act and trade on a U.S. national
securities exchange. The Fund may also buy and sell individual large
capitalization equity securities that do not comprise the Russell 2000
Index and are traded on a U.S. national securities exchange.
    The Fund may invest in U.S. exchange-listed futures contracts based
on (1) the Benchmark Index or Russell 2000 Index and (2) ETFs designed
to track the Benchmark Index or Russell 2000 Index. In addition, the
Fund may invest in forward contracts based on (1) the Benchmark Index
or Russell 2000 Index and (2) ETFs designed to track the Benchmark
Index or Russell 2000 Index. The Fund may also buy and sell OTC options
on (1) the Benchmark Index or Russell 2000 Index and (2) ETFs designed
to track the Benchmark Index or Russell 2000 Index. Moreover, the Fund
may enter into dividend and total return swap transactions (including
equity swap transactions) based on (1) the Benchmark Index or Russell
2000 Index and (2) ETFs designed to track the Benchmark Index or
Russell 2000 Index.\10\ In a typical swap transaction, one party agrees
to make periodic payments to another party (``counterparty'') in an
amount that equals the change in market value or level of a specified
rate, index, or asset. In return, the counterparty agrees to make
periodic payments to the first party in an amount that equals the
change in market value or level of a specified rate, index, or
asset.\11\ For example, the Fund enters into a two-year equity swap
with a counterparty in which the Fund will receive the rate of return
on the Russell 2000 Index and agree to pay the counterparty a certain
fixed dollar amount during the two-year period. Swap transactions are
usually done on a net basis, whereby the Fund would receive or pay only
the net amount of the two payments. In a typical dividend swap
transaction, the Fund would pay the swap counterparty a premium and
would be entitled to receive the value of the actual dividends paid on
the subject index during the term of the swap contract. In a typical
total return swap, the Fund might exchange long or short exposures to
the return of the underlying securities or index to isolate the value
of the dividends paid on the underlying securities or index
constituents. The Fund also may engage in interest rate swap
transactions. In a typical interest rate swap transaction one stream of
future interest payments is exchanged for another. Such transactions
often take the form of an exchange of a fixed payment for a variable
payment based on a future interest rate. The Fund would use interest
rate swap transactions to manage or hedge exposure to interest rate
fluctuations.
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    \10\ The Fund will transact only with swap dealers that have in
place an ISDA agreement with the Fund.
    \11\ Where practicable, the Fund intends to invest in swaps
cleared through a central clearing house (``Cleared Swaps'').
Currently, only certain of the interest rate swaps in which the Fund
intends to invest are Cleared Swaps, while the dividend and total
return swaps (including equity swaps) in which the Fund may invest
are currently not Cleared Swaps.
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    The Fund's short positions and its investments in swaps, futures
contracts, forward contracts and options based on the Benchmark Index
and Russell 2000 Index and ETFs designed to track the Benchmark Index
or Russell 2000 Index will be backed by investments in cash, high-
quality short-term debt securities and money-market instruments in an
amount equal to the Fund's maximum liability under the applicable
position or contract, or will otherwise be offset in accordance with
Section 18 of the 1940 Act.\12\
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    \12\ The Fund will seek, where possible, to use counterparties,
as applicable, whose financial status is such that the risk of
default is reduced; however, the risk of losses resulting from
default is still possible. The Adviser will evaluate the
creditworthiness of counterparties on an ongoing basis. In addition
to information provided by credit agencies, the Adviser will
evaluate each approved counterparty using various methods of
analysis, such as, for example, the counterparty's liquidity in the
event of default, the counterparty's reputation, the Adviser's past
experience with the counterparty, and the counterparty's share of
market participation.

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    The Fund will attempt to limit counterparty risk in non-cleared
swaps, forwards, and OTC option contracts by entering into such
contracts only with counterparties the Adviser believes are
creditworthy and by limiting the Fund's exposure to each counterparty.
The Adviser will monitor the creditworthiness of each counterparty and
the Fund's exposure to each counterparty on an ongoing basis.
    The Fund may invest in short-term debt securities, money market
instruments and shares of money market funds to the extent permitted
under the 1940 Act. Short-term debt securities and money market
instruments include shares of fixed income or money market mutual
funds, commercial paper, certificates of deposit, bankers' acceptances,
U.S. government securities (including securities issued or guaranteed
by the U.S. government or its authorities, agencies, or
instrumentalities) and, repurchase agreements.\13\ Short-term debt
securities include bonds that are rated BBB or higher.
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    \13\ The Fund may enter into repurchase agreements with banks
and broker-dealers. A repurchase agreement is an agreement under
which securities are acquired by a fund from a securities dealer or
bank subject to resale at an agreed upon price on a later date. The
acquiring fund bears a risk of loss in the event that the other
party to a repurchase agreement defaults on its obligations and the
fund is delayed or prevented from exercising its rights to dispose
of the collateral securities.
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    The Fund's investments that it describes above in this section will
be consistent with the Fund's investment objective and with the
requirements of the 1940 Act.\14\
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    \14\ To limit the potential risk associated with such
transactions, the Fund will segregate or ``earmark'' assets
determined to be liquid by the Adviser in accordance with procedures
established by the Trust's Board of Trustees and in accordance with
the 1940 Act (or, as permitted by applicable regulation, enter into
certain offsetting positions) to cover its obligations arising from
such transactions. These procedures have been adopted consistent
with Section 18 of the 1940 Act and related Commission guidance. In
addition, the Fund will include appropriate risk disclosure in its
offering documents, including leveraging risk. Leveraging risk is
the risk that certain transactions of the Fund may give rise to
leverage, causing the Fund to be more volatile than if it had not
been leveraged. To mitigate leveraging risk, the Adviser will
segregate or ``earmark'' liquid assets or otherwise cover the
transactions that may give rise to such risk the 1940 Act. The Fund
will not make investments in securities to seek to achieve a
multiple or inverse multiple of an index and they will not be used
to enhance leverage.
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    The Fund may hold up to an aggregate amount of 15% of its net
assets in illiquid securities (calculated at the time of investment).
The Fund will monitor its portfolio liquidity on an ongoing basis to
determine whether, in light of current circumstances, an adequate level
of liquidity is being maintained, and will consider taking appropriate
steps in order to maintain adequate liquidity if, through a change in
values, net assets, or other circumstances, more than 15% of the Fund's
net assets are held in illiquid securities. Illiquid securities include
securities subject to contractual or other restrictions on resale and
other instruments that lack readily available markets, as determined in
accordance with Commission staff guidance.
    The Fund will not invest in assets that are not described in this
proposed rule change.
    The Fund seeks to track the Benchmark Index, which itself may have
concentration in certain regions, economies, markets, industries or
sectors. The Fund may concentrate its investments in a particular
industry or group of industries to the extent that the Russell 2000
Index concentrates in an industry or group of industries.\15\ By
concentrating its investments in an industry or sector, the Fund faces
more risks than if it were diversified broadly over numerous industries
or sectors.
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    \15\ See Form N-1A, Item 9. The Commission has taken the
position that a fund is concentrated if it invests more than 25% of
the value of its total assets in any one industry. See, e.g.,
Investment Company Act Release No. 9011 (October 30, 1975), 40 FR
54241 (November 21, 1975).
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The Shares
    The Fund will issue and redeem Shares only in Creation Units at the
net asset value (``NAV'') \16\ next determined after receipt of an
order on a continuous basis every day except weekends and specified
holidays. The NAV of the Fund will be determined once each business
day, normally as of the close of trading of the NYSE, which is,
generally, 4:00 p.m. Eastern Time. Creation Unit sizes will be 50,000
Shares per Creation Unit. The Trust will issue and sell Shares of the
Fund only in Creation Units on a continuous basis through the
Distributor, without a sales load (but subject to transaction fees), at
their NAV per Share next determined after receipt of an order, on any
business day, in proper form pursuant to the terms of the applicable
agreement with an Authorized Participant (as discussed below).
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    \16\ The NAV of the Fund's Shares generally will be calculated
once daily Monday through Friday as of the close of regular trading
on the Nasdaq Stock Exchange, generally 4:00 p.m. Eastern time (the
``NAV Calculation Time''). NAV per Share will be calculated by
dividing the Fund's net assets by the number of Fund Shares
outstanding. For more information regarding the valuation of Fund
investments in calculating the Fund's NAV, see Registration
Statement.
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    The consideration for purchase of a Creation Unit generally will
consist of either (i) the in-kind deposit of a designated portfolio of
securities (the ``Deposit Securities'') per each Creation Unit and the
Cash Component (defined below), computed as described below or (ii) the
cash value of all or a portion of the Deposit Securities (``Deposit
Cash'') and the ``Cash Component,'' computed as described below. The
Fund may, under certain circumstances, effect a portion of creations
and redemptions for cash, rather than in-kind securities, particularly
for the put and call options in which the Fund invests.
    When accepting purchases of Creation Units for cash, the Fund may
incur additional costs associated with the acquisition of Deposit
Securities that would otherwise be provided by an in-kind purchaser.
Together, the Deposit Securities or Deposit Cash, as applicable, and
the Cash Component will constitute the ``Fund Deposit,'' which
represents the minimum initial and subsequent investment amount for a
Creation Unit of the Fund. The ``Cash Component'' will be an amount
equal to the difference between the NAV of the Shares (per Creation
Unit) and the market value of the Deposit Securities or Deposit Cash,
as applicable. If the Cash Component is a positive number (i.e., the
NAV per Creation Unit exceeds the market value of the Deposit
Securities or Deposit Cash, as applicable), the Cash Component will be
such positive amount. If the Cash Component is a negative number (i.e.,
the NAV per Creation Unit is less than the market value of the Deposit
Securities or Deposit Cash, as applicable), the Cash Component will be
such negative amount and the creator will be entitled to receive cash
in an amount equal to the Cash Component. The Cash Component will serve
the function of compensating for any difference between the NAV per
Creation Unit and the market value of the Deposit Securities or Deposit
Cash, as applicable.
    To be eligible to place orders with respect to creations and
redemptions of Creation Units, an entity must be (i) a ``Participating
Party,'' i.e., a broker-dealer or other participant in the clearing
process through the Continuous Net Settlement System of the National
Securities Clearing Corporation (``NSCC'') or (ii) a Depository Trust
Company (``DTC'') Participant (a ``DTC Participant''). In addition,
each

Participating Party or DTC Participant (each, an ``Authorized
Participant'') must execute an agreement that has been agreed to by the
Distributor and the Administrator with respect to purchases and
redemptions of Creation Units.
    The Administrator, through the NSCC, will make available on each
business day, immediately prior to the opening of business on the
Exchange's Regular Market Session (currently 9:30 a.m. Eastern time),
the list of the names and the required number of shares of each Deposit
Security and/or the required amount of Deposit Cash, as applicable, to
be included in the current Fund Deposit (based on information at the
end of the previous business day). Such Fund Deposit, subject to any
relevant adjustments, will be applicable in order to effect purchases
of Creation Units of the Fund until such time as the next announced
composition of the Deposit Securities and/or the required amount of
Deposit Cash, as applicable, is made available.
    Shares may be redeemed only in Creation Units at their NAV next
determined after receipt of a redemption request in proper form by the
Fund through the Administrator and only on a business day.
    With respect to the Fund, the Administrator, through the NSCC, will
make available immediately prior to the opening of business on the
Exchange (9:30 a.m. Eastern time) on each business day, the list of the
names and share quantities of the Fund's portfolio securities (``Fund
Securities'') and/or, if relevant, the required cash value thereof that
will be applicable (subject to possible amendment or correction) to
redemption requests received in proper form on that day. Fund
Securities received on redemption may not be identical to Deposit
Securities.
    Redemption proceeds for a Creation Unit will be paid either in-kind
or in cash or a combination thereof, as determined by the Trust. With
respect to in-kind redemptions of the Fund, redemption proceeds for a
Creation Unit will consist of Fund Securities as announced by the
Administrator on the business day of the request for redemption
received in proper form plus cash in an amount equal to the difference
between the NAV of the Shares being redeemed, as next determined after
a receipt of a request in proper form, and the value of the Fund
Securities (the ``Cash Redemption Amount''), less a fixed redemption
transaction fee and any applicable additional variable charge as set
forth in the Registration Statement. In the event that the Fund
Securities have a value greater than the NAV of the Shares, a
compensating cash payment equal to the differential will be required to
be made by or through an Authorized Participant by the redeeming
shareholder. Notwithstanding the foregoing, at the Trust's discretion,
an Authorized Participant may receive the corresponding cash value of
the securities in lieu of one or more Fund Securities.
    The creation/redemption order cut off time for the Fund is expected
to be 4:00 p.m. Eastern time for purchases of Shares. On days when the
Exchange closes earlier than normal and in the case of custom orders,
the Fund may require orders for Creation Units to be placed earlier in
the day.
Availability of Information
    The Fund's website (www.us.horizonsetfs.com), which will be
publicly available prior to the public offering of Shares, will include
a form of the prospectus for the Fund that may be downloaded. The
website will include the Shares' ticker, CUSIP and exchange information
along with additional quantitative information updated on a daily
basis, including, for the Fund: (1) Daily trading volume, the prior
business day's reported NAV and closing price, mid-point of the bid/ask
spread at the time of calculation of such NAV (the ``Bid/Ask
Price''),\17\ and a calculation of the premium and discount of the Bid/
Ask Price against the NAV; and (2) data in chart format displaying the
frequency distribution of discounts and premiums of the daily Bid/Ask
Price against the NAV, within appropriate ranges, for each of the four
previous calendar quarters.
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    \17\ The Bid/Ask Price of the Fund will be determined using the
midpoint of the highest bid and the lowest offer on the Exchange as
of the time of calculation of the Fund's NAV. The records relating
to Bid/Ask Prices will be retained by the Fund and its service
providers.
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    On each business day, before commencement of trading in Shares in
the Regular Market Session \18\ on the Exchange, the Fund will disclose
on its website the identities and quantities of the portfolio of
securities and other assets (the ``Disclosed Portfolio'') held by the
Fund that will form the basis for the Fund's calculation of NAV at the
end of the business day.\19\
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    \18\ See Nasdaq Rule 4120(b)(4) (describing the three trading
sessions on the Exchange: (1) Pre-Market Session from 4 a.m. to 9:30
a.m. Eastern time; (2) Regular Market Session from 9:30 a.m. to 4
p.m. or 4:15 p.m. Eastern time; and (3) Post-Market Session from 4
p.m. or 4:15 p.m. to 8 p.m. Eastern time).
    \19\ Under accounting procedures to be followed by the Fund,
trades made on the prior business day (``T'') will be booked and
reflected in NAV on the current business day (``T+1'').
Notwithstanding the foregoing, portfolio trades that are executed
prior to the opening of the Exchange on any business day may be
booked and reflected in NAV on such business day. Accordingly, the
Fund will be able to disclose at the beginning of the business day
the portfolio that will form the basis for the NAV calculation at
the end of the business day.
---------------------------------------------------------------------------

    On a daily basis, the Fund will disclose on the Fund's website the
following information regarding each portfolio holding, as applicable
to the type of holding: Ticker symbol; CUSIP number or other
identifier, if any; a description of the holding (including the type of
holding); with respect to holdings in derivatives, the identity of the
security, index, or other asset upon which the derivative is based; for
options, the option strike price, quantity held (as measured by, for
example, par value, notional value or number of shares, contracts or
units), and expiration of call option; maturity date, if any; coupon
rate; if any; effective date, if any; market value of the holding;
percentage weighting of the holding in the Fund's portfolio; and cash
equivalents and the amount of cash held. The website information will
be publicly available at no charge. In addition, the Disclosed
Portfolio will be publicly disseminated daily prior to the opening of
Nasdaq, via NSCC. The basket will represent one Creation Unit of the
Fund.
    The quotation and last-sale information for the Shares will be
available via Nasdaq proprietary quote and trade services, as well as
in accordance with the Unlisted Trading Privileges and the Consolidated
Tape Association plans for the Shares held by the Fund that will form
the basis for the Fund's calculation of NAV at the end of the business
day. The value of the Benchmark Index will be published by one or more
major market data vendors every 15 seconds during the Regular Market
Session. Information about the Benchmark Index constituents, the
weighting of the constituents, the Benchmark Index's methodology, and
the Benchmark Index's rules will be available at no charge on the Index
Provider's website at www.ftse.com.
    In addition, for the Fund, an estimated value, defined in Rule
5705(b)(3)(C) as the ``Intraday Indicative Value,'' that reflects an
estimated intraday value of the Fund's portfolio, will be disseminated.
Moreover, the Intraday Indicative Value, available on the NASDAQ
Information LLC proprietary index data service,\20\ will be

based upon the current value for the components of the Disclosed
Portfolio and will be updated and widely disseminated and broadly
displayed at least every 15 seconds during the Regular Market Session.
The Intraday Indicative Value will be based on quotes and closing
prices from the assets' local market and may not reflect events that
occur subsequent to the local market's close. Premiums and discounts
between the Intraday Indicative Value and the market price may occur.
This should not be viewed as a ``real time'' update of the NAV per
Share of the Fund, which is calculated only once a day.
---------------------------------------------------------------------------

    \20\ Currently, the NASDAQ Global Index Data Service (``GIDS'')
is the NASDAQ global index data feed service, offering real-time
updates, daily summary messages, and access to widely followed
indexes and Intraday Indicative Values for ETFs. GIDS provides
investment professionals with the daily information needed to track
or trade NASDAQ indexes, listed ETFs, or third-party partner indexes
and ETFs.
---------------------------------------------------------------------------

    The dissemination of the Intraday Indicative Value, together with
the Disclosed Portfolio, will allow investors to determine the value of
the underlying portfolio of the Fund on a daily basis and will provide
a close estimate of that value throughout the trading day.
    Information regarding market price and trading volume of the Shares
will be continually available on a real-time basis throughout the day
on brokers' computer screens and other electronic services. Information
regarding the previous day's closing price and trading volume
information for the Shares will be published daily in the financial
section of newspapers. The Fund's website will include a form of the
prospectus for the Fund that may be downloaded and additional data
relating to NAV and other applicable quantitative information.
    Investors will also be able to obtain the Fund's Statement of
Additional Information (``SAI''), the Fund's annual and semi-annual
reports (together, ``Shareholder Reports''), and its Form N-CSR and
Form N-SAR, filed twice a year. The Fund's SAI and Shareholder Reports
will be available free upon request from the Fund, and those documents
and the Form N-CSR and Form N-SAR may be viewed on-screen or downloaded
from the Commission's website at www.sec.gov.
    With respect to the securities and other assets held by the Fund,
the Intra-day, executable price quotations on such securities will be
available from major broker-dealer firms or on the exchange on which
they are traded, as applicable. Intra-day price information will also
be available through subscription services, such as Bloomberg, Markit
and Thomson Reuters, which can be accessed by Authorized Participants
and other investors. Specifically, the intra-day, closing and
settlement prices of the portfolio securities and other Fund
investments, including exchange-listed equity securities (which include
common stocks and ETFs), exchange-listed futures, and exchange-listed
options, will be readily available from the national securities
exchanges trading such securities, automated quotation systems,
published or other public sources, and, with respect to OTC options,
swaps, and forwards, from third party pricing sources, or on-line
information services such as Bloomberg or Reuters. Price information
regarding ETFs will be available from on-line information services and
from the website for the applicable investment company security. The
intra-day, closing and settlement prices of short-term debt securities
and money market instruments will be readily available from published
and other public sources or on-line information services.
    Money market funds are typically priced once each business day and
their prices will be available through the applicable fund's website or
from major market data vendors.
    In addition, a basket composition file, which includes the asset
names, amounts and share quantities, as applicable, required to be
delivered in exchange for the Fund's Shares, together with estimates
and actual cash components, will be publicly disseminated daily prior
to the opening of Nasdaq, via NSCC. The basket will represent one
Creation Unit of the Fund.
    Additional information regarding the Fund and the Shares, including
investment strategies, risks, creation and redemption procedures, fees,
Fund holdings disclosure policies, distributions and taxes is included
in the Registration Statement. All terms relating to the Fund that are
referred to, but not defined in, this proposed rule change are defined
in the Registration Statement.
Initial and Continued Listing
    The Shares will be subject to Rule 5705, which sets forth the
initial and continued listing criteria applicable to Index Fund Shares.
The Exchange represents that, for initial and/or continued listing, the
Fund must be in compliance with Rule 10A-3 \21\ under the Act. A
minimum of 100,000 Shares will be outstanding at the commencement of
trading on the Exchange. The Exchange will obtain a representation from
the issuer of the Shares that the NAV per Share will be calculated
daily and that the NAV and the Disclosed Portfolio will be made
available to all market participants at the same time.
---------------------------------------------------------------------------

    \21\ See 17 CFR 240.10A-3.
---------------------------------------------------------------------------

Trading Halts and Trading Pauses
    With respect to trading halts, the Exchange may consider all
relevant factors in exercising its discretion to halt or suspend
trading in the Shares of the Fund. Nasdaq will halt or pause trading in
the Shares under the conditions specified in Nasdaq Rules 4120 and
4121, including the trading pauses under Nasdaq Rules 4120(a)(11) and
(12). Trading may be halted because of market conditions or for reasons
that, in the view of the Exchange, make trading in the Shares
inadvisable. These may include: (1) The extent to which trading is not
occurring in the securities and/or the financial instruments
constituting the Disclosed Portfolio of the Fund; or (2) whether other
unusual conditions or circumstances detrimental to the maintenance of a
fair and orderly market are present. Trading in the Shares also will be
subject to Nasdaq Rules 5705(b)(1)(B)(iv), which set forth
circumstances under which Shares of the Fund may be halted.
    If the Intraday Indicative Value, the Benchmark Index value or the
value of the Disclosed Portfolio is not being disseminated as required,
the Exchange may halt trading during the day in which the disruption
occurs; if the interruption persists past the day in which it occurred,
the Exchange will halt trading no later than the beginning of the
trading day following the interruption. The Exchange will obtain a
representation from the Fund that the NAV for the Fund will be
calculated daily and will be made available to all market participants
at the same time.
Trading Rules
    Nasdaq deems the Shares to be equity securities, thus rendering
trading in the Shares subject to Nasdaq's existing rules governing the
trading of equity securities. Nasdaq will allow trading in the Shares
from 4:00 a.m. until 8:00 p.m. Eastern time. The Exchange has
appropriate rules to facilitate transactions in the Shares during all
trading sessions As provided in Nasdaq Rule 4613(a)(2)(ii), the minimum
price variation for quoting and entry of orders in Index Fund Shares
traded on the Exchange is $0.01.
Surveillance
    The Exchange represents that trading in the Shares will be subject
to the existing trading surveillances, administered by both Nasdaq and
also the Financial Industry Regulatory Authority (``FINRA'') on behalf
of the Exchange, which are designed to detect

violations of Exchange rules and applicable federal securities
laws.\22\ The Exchange represents that these procedures are adequate to
properly monitor Exchange trading of the Shares in all trading sessions
and to deter and detect violations of Exchange rules and applicable
federal securities laws.
---------------------------------------------------------------------------

    \22\ FINRA surveils trading on the Exchange pursuant to a
regulatory services agreement. The Exchange is responsible for
FINRA's performance under this regulatory services agreement.
---------------------------------------------------------------------------

    The surveillances referred to above generally focus on detecting
securities trading outside their normal patterns, which could be
indicative of manipulative or other violative activity. When such
situations are detected, surveillance analysis follows and
investigations are opened, where appropriate, to review the behavior of
all relevant parties for all relevant trading violations.
    FINRA, on behalf of the Exchange, will communicate as needed
regarding trading in the Shares, in the equity securities in which the
Fund will invest, and in the U.S. exchange-traded options and futures
which the Fund will buy and write with other markets and other entities
that are members of the ISG or with which the Exchange has in place a
comprehensive surveillance sharing agreement.\23\ FINRA may obtain
trading information regarding trading in the Shares and in such equity
securities and U.S. exchange-traded options and futures from such
markets and other entities. In addition, the Exchange may obtain
information regarding trading in the Shares and in such equity
securities and U.S. exchange-traded options and futures from markets
and other entities that are members of the ISG or with which the
Exchange has in place a comprehensive surveillance sharing agreement.
The Exchange may also obtain information from the Trade Reporting and
Compliance Engine (``TRACE''), which is the FINRA developed vehicle
that facilitates mandatory reporting of OTC secondary market
transactions in eligible fixed income securities.
---------------------------------------------------------------------------

    \23\ For a list of the current members of ISG, see
www.isgportal.org.
---------------------------------------------------------------------------

    In addition, the Exchange also has a general policy prohibiting the
distribution of material, non-public information by its employees.
Information Circular
    Prior to the commencement of trading, the Exchange will inform its
members in an Information Circular of the special characteristics and
risks associated with trading the Shares. Specifically, the Information
Circular will discuss the following: (1) The procedures for purchases
and redemptions of Shares in Creation Units (and that Shares are not
individually redeemable); (2) Nasdaq Rule 2111A, which imposes
suitability obligations on Nasdaq members with respect to recommending
transactions in the Shares to customers; (3) how information regarding
the Benchmark Index value and Intraday Indicative Value is
disseminated; (4) the risks involved in trading the Shares during the
Pre-Market and Post-Market Sessions when an updated Benchmark Index
value and Intraday Indicative Value will not be calculated or publicly
disseminated; (5) the requirement that members deliver a prospectus to
investors purchasing newly issued Shares prior to or concurrently with
the confirmation of a transaction; and (6) trading information. The
Information Circular will also discuss any exemptive, no-action and
interpretive relief granted by the Commission from any rules under the
Act.
    In addition, the Information Circular will advise members, prior to
the commencement of trading, of the prospectus delivery requirements
applicable to the Fund. Members purchasing Shares from the Fund for
resale to investors will deliver a prospectus to such investors. The
Information Circular will also discuss any exemptive, no-action and
interpretive relief granted by the Commission from any rules under the
Act.
    Additionally, the Information Circular will reference that the Fund
is subject to various fees and expenses described in the Registration
Statement. The Information Circular will also disclose the trading
hours of the Shares of the Fund and the applicable NAV Calculation Time
for the Shares. The Information Circular will disclose that information
about the Shares of the Fund will be publicly available on the
Distributor's website.
Continued Listing Representations
    All statements and representations made in this filing regarding
(a) the description of the portfolio, (b) limitations on portfolio
holdings or reference assets, (c) dissemination and availability of the
reference asset or intraday indicative values, or (d) the applicability
of Exchange listing rules shall constitute continued listing
requirements for listing the Shares on the Exchange. In addition, the
issuer has represented to the Exchange that it will advise the Exchange
of any failure by the Fund to comply with the continued listing
requirements, and, pursuant to its obligations under Section 19(g)(1)
of the Act, the Exchange will monitor for compliance with the continued
listing requirements. If the Fund is not in compliance with the
applicable listing requirements, the Exchange will commence delisting
procedures under the Nasdaq 5800 Series.
2. Statutory Basis
    The Exchange believes that its proposal is consistent with Section
6(b) of the Act,\24\ in general, and furthers the objectives of Section
6(b)(5) of the Act,\25\ in particular, in that it is designed to
promote just and equitable principles of trade, to foster cooperation
and coordination with persons engaged in facilitating transactions in
securities, and to remove impediments to and perfect the mechanism of a
free and open market and, in general to protect investors and the
public interest.
---------------------------------------------------------------------------

    \24\ 15 U.S.C. 78f(b).
    \25\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change is designed to
prevent fraudulent and manipulative acts and practices in that the
Shares will be listed and traded on the Exchange pursuant to the
initial and continued listing criteria in Nasdaq Rule 5705. The
Exchange believes that its surveillance procedures are adequate to
properly monitor the trading of the Shares on Nasdaq during all trading
sessions and to deter and detect violations of Exchange rules and the
applicable federal securities laws.
    The Adviser maintains a fire wall around the respective personnel
at the Adviser and affiliated broker-dealers who have access to
information concerning changes and adjustments to the composition and/
or changes to the Fund's portfolio. In addition, and in accordance with
Nasdaq Rule 5705(b)(5)(A)(iii), such personnel will be subject to
procedures designed to prevent the use and dissemination of material
non-public information regarding the Fund's portfolio.
    The Index Provider maintains a fire wall around its personnel who
have access to information concerning changes and adjustments to the
Benchmark Index. In addition, and in accordance with Nasdaq Rule
5705(b)(5)(A)(ii), such personnel will be subject to procedures
designed to prevent the use and dissemination of material non-public
information regarding the Benchmark Index.
    The CBOE is the index calculation agent for the Benchmark Index.
CBOE has represented that a fire wall exists around its personnel who
have access to information concerning changes and adjustments to the
Benchmark Index. In

addition, such personnel will be subject to procedures designed to
prevent the use and dissemination of material non-public information
regarding the Benchmark Index.
    The equity securities in which the Fund may invest and the options
which the Fund may write will be limited to U.S. exchange-traded
securities and options, respectively, that trade in markets that are
members of the ISG, which includes all U.S. national securities
exchanges and certain foreign exchanges, or are parties to a
comprehensive surveillance sharing agreement with the Exchange. The
Exchange may obtain information via ISG from other exchanges that are
members of ISG or with which the Exchange has entered into a
comprehensive surveillance sharing agreement. The market value of the
call options included in the Benchmark Index will not represent more
than 10% of the total weight of the Benchmark Index. Each call option
included in the Benchmark Index must meet the criteria of the Benchmark
Index methodology, which methodology is publicly available. The Fund
seeks a correlation over time of 0.90 or better between the Fund's
performance and the performance of its Benchmark Index. A figure of
1.00 would represent perfect correlation.
    The Fund will pursue its objective by investing in all the equity
securities in the Russell 2000 Index and each month writing a single
one-month out-of-the-money covered call option on the Russell 2000
Index. Under normal circumstances, the Fund will invest primarily in
U.S. exchange-traded equity securities. The Fund will also utilize an
option strategy consisting of writing a single U.S. exchange-traded
covered call option on the Russell 2000 Index. The market value of the
option strategy may be up to 20% of the Fund's overall net asset value.
In addition to such option strategy, the Fund may invest no more than
20% of the market value of its net assets in, as described above,
futures contracts, options, interest rate swaps, equity swaps, total
return swaps, dividend swaps, forward contracts, ETFs, individual large
capitalization equity securities that do not comprise the Russell 2000
Index, short-term debt securities, money market fund shares, money
market instruments and repurchase agreements.
    The Fund may hold up to an aggregate amount of 15% of its net
assets in illiquid securities (calculated at the time of investment).
The Fund will monitor its portfolio liquidity on an ongoing basis to
determine whether, in light of current circumstances, an adequate level
of liquidity is being maintained, and will consider taking appropriate
steps in order to maintain adequate liquidity if, through a change in
values, net assets, or other circumstances, more than 15% of the Fund's
net assets are held in illiquid securities. Illiquid securities include
securities subject to contractual or other restrictions on resale and
other instruments that lack readily available markets as determined in
accordance with Commission staff guidance.
    The Fund's investments will be consistent with the Fund's
investment objective and will not be used to enhance leverage.
    The proposed rule change is designed to promote just and equitable
principles of trade and to protect investors and the public interest in
that the Exchange will obtain a representation from the issuer of the
Shares that the NAV per Share will be calculated daily and that the NAV
and the Disclosed Portfolio will be made available to all market
participants at the same time. In addition, a large amount of
information will be publicly available regarding the Fund and the
Shares, thereby promoting market transparency. The Intraday Indicative
Value, available on the NASDAQ Information LLC proprietary index data
service, will be widely disseminated by one or more major market data
vendors and broadly displayed at least every 15 seconds during the
Regular Market Session. On each business day, before commencement of
trading in Shares in the Regular Market Session on the Exchange, the
Fund will disclose on its website the Disclosed Portfolio that will
form the basis for the Fund's calculation of NAV at the end of the
business day. Information regarding market price and trading volume of
the Shares will be continually available on a real-time basis
throughout the day on brokers' computer screens and other electronic
services, and quotation and last sale information for the Shares will
also be available via Nasdaq proprietary quote and trade services, as
well as in accordance with the Unlisted Trading Privileges and the
Consolidated Tape Association plans for the Shares and any underlying
exchange-traded products. Intra-day, executable price quotations of the
securities and other assets held by the Fund will be available from
major broker-dealer firms or on the exchange on which they are traded,
if applicable. Intra-day price information will also be available
through subscription services, such as Bloomberg, Markit and Thomson
Reuters, which can be accessed by Authorized Participants and other
investors.
    The Fund's website will include a form of the prospectus for the
Fund and additional data relating to NAV and other applicable
quantitative information. Trading in Shares of the Fund will be halted
or paused under the conditions specified in Nasdaq Rules 4120 and 4121,
including the trading pauses under Nasdaq Rules 4120(a)(11) and (12).
Trading may be halted because of market conditions or for reasons that,
in the view of the Exchange, make trading in the Shares inadvisable,
and trading in the Shares will be subject to Nasdaq Rule
5705(b)(1)(B)(iv), which sets forth circumstances under which Shares of
the Fund may be halted. In addition, as noted above, investors will
have ready access to information regarding the Fund's holdings, the
Intraday Indicative Value, the Disclosed Portfolio, and quotation and
last sale information for the Shares.
    The proposed rule change is designed to perfect the mechanism of a
free and open market and, in general, to protect investors and the
public interest in that it will facilitate the listing and trading of
an additional type of passively-managed exchange-traded product that
will enhance competition among market participants, to the benefit of
investors and the marketplace. As noted above, the Exchange has in
place surveillance procedures relating to trading in the Shares and may
obtain information via ISG from other exchanges that are members of ISG
or with which the Exchange has entered into a comprehensive
surveillance sharing agreement. In addition, as noted above, investors
will have ready access to information regarding the Fund's holdings,
the Intraday Indicative Value, the Disclosed Portfolio, and quotation
and last sale information for the Shares.
    For the above reasons, Nasdaq believes the proposed rule change is
consistent with the requirements of Section 6(b)(5) of 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 Exchange believes that the
proposed rule change will facilitate the listing and trading of an
additional type of passively-managed ETF that will enhance competition
among market participants, to the benefit of investors and the
marketplace.

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

    No written comments were either solicited or received.

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

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

IV. Solicitation of Comments

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

Electronic Comments

     Use the Commission's internet comment form (http://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include
File Number SR-NASDAQ-2018-012 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-2018-012. 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-2018-012 and should be submitted
on or before March 21, 2018.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\26\
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    \26\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Assistant Secretary.
[FR Doc. 2018-04035 Filed 2-27-18; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 81, Number 246 (Thursday, December 22, 2016)]
[Notices]
[Page 93949]
[FR Doc No: 2016-30802]

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DEPARTMENT OF HOMELAND SECURITY

Federal Emergency Management Agency

[Internal Agency Docket No. FEMA-4292-DR; Docket ID FEMA-2016-0001]

Pennsylvania; Major Disaster and Related Determinations

AGENCY: Federal Emergency Management Agency, DHS.

ACTION: Notice.

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SUMMARY: This is a notice of the Presidential declaration of a major
disaster for the Commonwealth of Pennsylvania (FEMA-4292-DR), dated
December 2, 2016, and related determinations.

DATES: Effective Date: December 2, 2016.

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

SUPPLEMENTARY INFORMATION: Notice is hereby given that, in a letter
dated December 2, 2016, the President issued a major disaster
declaration under the authority of the Robert T. Stafford Disaster
Relief and Emergency Assistance Act, 42 U.S.C. 5121 et seq. (the
``Stafford Act''), as follows:

    I have determined that the damage in certain areas of the
Commonwealth of Pennsylvania resulting from severe storms and
flooding during the period of October 20-21, 2016, is of sufficient
severity and magnitude to warrant a major disaster declaration under
the Robert T. Stafford Disaster Relief and Emergency Assistance Act,
42 U.S.C. 5121 et seq. (the ``Stafford Act''). Therefore, I declare
that such a major disaster exists in the Commonwealth of
Pennsylvania.
    In order to provide Federal assistance, you are hereby
authorized to allocate from funds available for these purposes such
amounts as you find necessary for Federal disaster assistance and
administrative expenses.
    You are authorized to provide Public Assistance in the
designated areas and Hazard Mitigation throughout the Commonwealth.
Consistent with the requirement that Federal assistance be
supplemental, any Federal funds provided under the Stafford Act for
Hazard Mitigation will be limited to 75 percent of the total
eligible costs. Federal funds provided under the Stafford Act for
Public Assistance also will be limited to 75 percent of the total
eligible costs, with the exception of projects that meet the
eligibility criteria for a higher Federal cost-sharing percentage
under the Public Assistance Alternative Procedures Pilot Program for
Debris Removal implemented pursuant to section 428 of the Stafford
Act.
    Further, you are authorized to make changes to this declaration
for the approved assistance to the extent allowable under the
Stafford Act.

    The Federal Emergency Management Agency (FEMA) hereby gives notice
that pursuant to the authority vested in the Administrator, under
Executive Order 12148, as amended, Steven S. Ward, of FEMA is appointed
to act as the Federal Coordinating Officer for this major disaster.
    The following areas of the Commonwealth of Pennsylvania have been
designated as adversely affected by this major disaster:

    Bradford, Centre, Lycoming, and Sullivan Counties for Public
Assistance.
    All areas within the Commonwealth of Pennsylvania are eligible
for assistance under the Hazard Mitigation Grant Program.

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

W. Craig Fugate,
Administrator, Federal Emergency Management Agency.
[FR Doc. 2016-30802 Filed 12-21-16; 8:45 am]
 BILLING CODE 9111-23-P


[Federal Register Volume 82, Number 68 (Tuesday, April 11, 2017)]
[Notices]
[Pages 17520-17521]
[FR Doc No: 2017-07166]

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DEPARTMENT OF TRANSPORTATION

National Highway Traffic Safety Administration

[Docket No. NHTSA-2016-0141; Notice 1]

Spartan Motors USA, Inc., Receipt of Petition for Decision of
Inconsequential Noncompliance

AGENCY: National Highway Traffic Safety Administration (NHTSA),
Department of Transportation (DOT).

ACTION: Receipt of petition.

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SUMMARY: Spartan Motors USA, Inc. (Spartan), has determined that
certain model year (MY) 2017 Spartan Emergency Response Metro Star
motor vehicles do not fully comply with Federal Motor Vehicle Safety
Standard (FMVSS) No. 120, Tire selection and rims and motor home/
recreation vehicle trailer load carrying capacity information for motor
vehicles with a GVWR of more than 4,536 kilograms (10,000 pounds).
Spartan filed a noncompliance information report dated December 6,
2016. Spartan also petitioned NHTSA on January 4, 2017, for a decision
that the subject noncompliance is inconsequential as it relates to
motor vehicle safety.

DATES: The closing date for comments on the petition is May 11, 2017.

ADDRESSES: Interested persons are invited to submit written data,
views, and arguments on this petition. Comments must refer to the
docket and notice number cited in the title of this notice and
submitted by any of the following methods:
     Mail: Send comments by mail addressed to U.S. Department
of Transportation, Docket Operations, M-30, West Building Ground Floor,
Room W12-140, 1200 New Jersey Avenue SE., Washington, DC 20590.
     Hand Delivery: Deliver comments by hand to U.S. Department
of Transportation, Docket Operations, M-30, West Building Ground Floor,
Room W12-140, 1200 New Jersey Avenue SE., Washington, DC 20590. The
Docket Section is open on weekdays from 10 a.m. to 5 p.m. except
Federal Holidays.
     Electronically: Submit comments electronically by logging
onto the Federal Docket Management System (FDMS) Web site at https://www.regulations.gov/. Follow the online instructions for submitting
comments.
     Comments may also be faxed to<PHONE_NUMBER>.
    Comments must be written in the English language, and be no greater
than 15 pages in length, although there is no limit to the length of
necessary attachments to the comments. If comments are submitted in
hard copy form, please ensure that two copies are provided. If you wish
to receive confirmation that comments you have submitted by mail were
received, please enclose a stamped, self-addressed postcard with the
comments. Note that all comments received will be posted without change
to https://www.regulations.gov, including any personal information
provided.
    All comments and supporting materials received before the close of
business on the closing date indicated above will be filed in the
docket and will be considered. All comments and supporting materials
received after the closing date will also be filed and will be
considered to the fullest extent possible.
    When the petition is granted or denied, notice of the decision will
also be published in the Federal Register pursuant to the authority
indicated at the end of this notice.
    All comments, background documentation, and supporting materials
submitted to the docket may be viewed by anyone at the address and
times given above. The documents may also be viewed on the Internet at
https://www.regulations.gov by following the online instructions for
accessing the dockets. The docket ID number for this petition is shown
in the heading of this notice.
    DOT's complete Privacy Act Statement is available for review in a
Federal Register notice published on April 11, 2000, (65 FR 19477-78).

SUPPLEMENTARY INFORMATION:
    I. Overview: Spartan Motors USA, Inc. (Spartan), has determined
that certain model year (MY) 2017 Spartan Emergency Response Metro Star
motor vehicles do not fully comply with paragraph S5.2(b) of Federal
Motor Vehicle Safety Standard (FMVSS) No. 120, Tire selection and rims
and motor home/recreation vehicle trailer load carrying capacity
information for motor vehicles with a GVWR of more than 4,536 kilograms
(10,000 pounds). Spartan filed a noncompliance report dated December 6,
2016, pursuant to 49 CFR part 573, Defect and Noncompliance
Responsibility and Reports. Spartan also petitioned NHTSA on January 4,
2017, pursuant to 49 U.S.C. 30118(d) and 30120(h) and 49 CFR part 556,
for an exemption from the notification and remedy requirements of 49
U.S.C. Chapter 301 on the basis that this noncompliance is
inconsequential as it relates to motor vehicle safety.
    This notice of receipt of Spartan's petition is published under 49
U.S.C. 30118 and 30120 and does not represent any agency decision or
other exercise of judgment concerning the merits of the petition.
    II. Vehicles Involved: Approximately 19 MY 2017 Spartan Emergency
Response Metro Star motor vehicles manufactured between September 6,
2016, and October 24, 2016, are potentially involved.
    III. Noncompliance: Spartan explains that the noncompliance is that
the wheels on the subject vehicles incorrectly identify the rim size as
24.5'' x 8.25'' instead of 22.5'' x 8.25'', and therefore do not meet
the requirements of paragraph S5.2(b) of FMVSS No. 120.
    IV. Rule Text: paragraph S5.2 of FMVSS No. 120 states:

    S5.2 Rim marking. Each rim or, at the option of the manufacturer
in the case of a single-piece wheel, wheel disc shall be marked with
the information listed in paragraphs (a) through (e) of this
paragraph, in lettering not less than 3 millimeters high, impressed
to a depth or, at the option of the manufacturer, embossed to a
height of not less than 0.125 millimeters. . .
    (b) The rim size designation, and in case of multipiece rims,
the rim type designation. For example: 20 x 5.50, or 20 x 5.5.

    V. Summary of Spartan's Petition: Spartan described the subject
noncompliance and stated its belief that the noncompliance is
inconsequential as it relates to motor vehicle safety.
    In support of its petition, Spartan provided the following: Chassis
cabs affected by this condition are manufactured in two or more stages.
While in general, Spartan is the incomplete vehicle manufacturer, in
this case, Spartan provides a label that contains the requirements
identified in 49 CFR 567.5(a)(2)(iv), which states that a label must be
affixed to an incomplete vehicle that contains the ``GROSS AXLE WEIGHT
RATING'' or ``GVWR'', followed by the appropriate value in kilograms
and (pounds) for each axle, identified in order from front to rear
(e.g., front, first intermediate, second intermediate, rear). The
ratings for any consecutive axles having identical gross axle weight
ratings when equipped with tires having the same tire size designation
may be stated as a single value, with the label indicating to which
axles the ratings apply. Similar information must be included in the
incomplete vehicle document or IVD that must be furnished by the
incomplete vehicle manufacturer, as required by 49 CFR 568.4(a)(5).
    While the actual wheel stamping may be 24.5, the physical size
(outside diameter) is 22.5. If a service provider were to reference the
rim size of the incorrectly stamped rim, and attempt to

install a tire with an inside diameter of 24.5, it would be too large
for the 22.5 size rim and thus not fit. Given the label being provided
and the construction details sheet provided in accordance with
NFPA[supreg] 1901 Standard for Automotive Fire Apparatus 2016 edition,
Spartan believes the noncompliance is inconsequential as it relates to
motor vehicle safety, and requests that their petition to be exempted
from providing notification of the noncompliance, as required by 49
U.S.C. 30118, and a remedy for the noncompliance, as required by 49
U.S.C. 30120, should be granted.
    To view Spartan's petition analyses in its entirety you can visit
https://www.regulations.gov by following the online instructions for
accessing the dockets and by using the docket ID number for this
petition shown in the heading of this notice.
    NHTSA notes that the statutory provisions (49 U.S.C. 30118(d) and
30120(h)) that permit manufacturers to file petitions for a
determination of inconsequentiality allow NHTSA to exempt manufacturers
only from the duties found in sections 30118 and 30120, respectively,
to notify owners, purchasers, and dealers of a defect or noncompliance
and to remedy the defect or noncompliance. Therefore, any decision on
this petition only applies to the subject vehicles that Spartan no
longer controlled at the time it determined that the noncompliance
existed. However, any decision on this petition does not relieve
vehicle distributors and dealers of the prohibitions on the sale, offer
for sale, or introduction or delivery for introduction into interstate
commerce of the noncompliant vehicles under their control after Spartan
notified them that the subject noncompliance existed.

    Authority: (49 U.S.C. 30118, 30120: delegations of authority at
49 CFR 1.95 and 501.8).

Jeffrey M. Giuseppe,
Director, Office of Vehicle Safety Compliance.
[FR Doc. 2017-07166 Filed 4-10-17; 8:45 am]
BILLING CODE 4910-59-P