[Federal Register Volume 85, Number 146 (Wednesday, July 29, 2020)]
[Notices]
[Pages 45643-45644]
[FR Doc No: 2020-16340]

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DEPARTMENT OF HEALTH AND HUMAN SERVICES

Food and Drug Administration

[Docket No. FDA-2020-D-1294]

Setting Endotoxin Limits During Development of Investigational
Oncology Drugs and Biological Products; Draft Guidance for Industry;
Availability

AGENCY: Food and Drug Administration, HHS.

ACTION: Notice of availability.

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SUMMARY: The Food and Drug Administration (FDA or Agency) is announcing
the availability of a draft guidance for industry entitled ``Setting
Endotoxin Limits During Development of Investigational Oncology Drugs
and Biological Products.'' This guidance describes FDA's current
recommendations about endotoxin limits in certain investigational
oncology drugs and biological products. This guidance looks at a risk-
based approach of weighing the potential risks of not evaluating
endotoxin levels in all components of a multidrug regimen against the
potential benefits to patients with serious and life-threatening
diseases.

DATES: Submit either electronic or written comments on the draft
guidance by September 28, 2020 to ensure that the Agency considers your
comment on this draft guidance before it begins work on the final
version of the guidance.

ADDRESSES: You may submit comments on any guidance at any time as
follows:

Electronic Submissions

    Submit electronic comments in the following way:
     Federal eRulemaking Portal: https://www.regulations.gov.
Follow the instructions for submitting comments. Comments submitted
electronically, including attachments, to https://www.regulations.gov
will be posted to the docket unchanged. Because your comment will be
made public, you are solely responsible for ensuring that your comment
does not include any confidential information that you or a third party
may not wish to be posted, such as medical information, your or anyone
else's Social Security number, or confidential business information,
such as a manufacturing process. Please note that if you include your
name, contact information, or other information that identifies you in
the body of your comments, that information will be posted on https://www.regulations.gov.
     If you want to submit a comment with confidential
information that you do not wish to be made available to the public,
submit the comment as a written/paper submission and in the manner
detailed (see ``Written/Paper Submissions'' and ``Instructions'').

Written/Paper Submissions

    Submit written/paper submissions as follows:
     Mail/Hand Delivery/Courier (for written/paper
submissions): Dockets Management Staff (HFA-305), Food and Drug
Administration, 5630 Fishers Lane, Rm. 1061, Rockville, MD 20852.
     For written/paper comments submitted to the Dockets
Management Staff, FDA will post your comment, as well as any
attachments, except for information submitted, marked and identified,
as confidential, if submitted as detailed in ``Instructions.''
    Instructions: All submissions received must include the Docket No.
FDA-

2020-D-1294 for ``Setting Endotoxin Limits During Development of
Investigational Oncology Drugs and Biological Products.'' Received
comments will be placed in the docket and, except for those submitted
as ``Confidential Submissions,'' publicly viewable at https://www.regulations.gov or at the Dockets Management Staff between 9 a.m.
and 4 p.m., Monday through Friday.
     Confidential Submissions--To submit a comment with
confidential information that you do not wish to be made publicly
available, submit your comments only as a written/paper submission. You
should submit two copies total. One copy will include the information
you claim to be confidential with a heading or cover note that states
``THIS DOCUMENT CONTAINS CONFIDENTIAL INFORMATION.'' The Agency will
review this copy, including the claimed confidential information, in
its consideration of comments. The second copy, which will have the
claimed confidential information redacted/blacked out, will be
available for public viewing and posted on https://www.regulations.gov.
Submit both copies to the Dockets Management Staff. If you do not wish
your name and contact information to be made publicly available, you
can provide this information on the cover sheet and not in the body of
your comments and you must identify this information as
``confidential.'' Any information marked as ``confidential'' will not
be disclosed except in accordance with 21 CFR 10.20 and other
applicable disclosure law. For more information about FDA's posting of
comments to public dockets, see 80 FR 56469, September 18, 2015, or
access the information at: https://www.govinfo.gov/content/pkg/FR-2015-09-18/pdf/2015-23389.pdf.
    Docket: For access to the docket to read background documents or
the electronic and written/paper comments received, go to https://www.regulations.gov and insert the docket number, found in brackets in
the heading of this document, into the ``Search'' box and follow the
prompts and/or go to the Dockets Management Staff, 5630 Fishers Lane,
Rm. 1061, Rockville, MD 20852.
    You may submit comments on any guidance at any time (see 21 CFR
10.115(g)(5)).
    Submit written requests for single copies of the draft guidance to
the Division of Drug Information, Center for Drug Evaluation and
Research, Food and Drug Administration, 10001 New Hampshire Ave.,
Hillandale Building, 4th Floor, Silver Spring, MD 20993-0002; or to the
Office of Communication, Outreach and Development, Center for Biologics
Evaluation and Research, Food and Drug Administration, 10903 New
Hampshire Ave., Bldg. 71, Rm. 3128, Silver Spring, MD 20993-0002. Send
one self-addressed adhesive label to assist that office in processing
your requests. See the SUPPLEMENTARY INFORMATION section for electronic
access to the draft guidance document.

FOR FURTHER INFORMATION CONTACT: Patricia Keegan, Center for Drug
Evaluation and Research, Food and Drug Administration, 10993 New
Hampshire Ave., Bldg. 22, Rm. 2322, Silver Spring, MD 20993, 301-796-
1387; or Stephen Ripley, Center for Biologics Evaluation and Research,
Food and Drug Administration, 10903 New Hampshire Ave., Bldg. 71, Rm.
7301, Silver Spring, MD 20993-0002,<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION:

I. Background

    FDA is announcing the availability of a draft guidance for industry
entitled ``Setting Endotoxin Limits During Development of
Investigational Oncology Drugs and Biological Products.'' When
finalized, this guidance will describe FDA's current recommendations
about endotoxin limits in investigational oncology drugs and biological
products. It looks at a risk-based approach of weighing the potential
risks of not evaluating endotoxin levels in all components of a
multidrug regimen against the potential benefits to patients with
serious and life-threatening diseases. It is limited to anticancer
drugs administered parenterally (except for intraocular administration)
to treat serious and life-threatening cancers based on histology or
stage of disease.
    This draft guidance is being issued consistent with FDA's good
guidance practices regulation (21 CFR 10.115). The draft guidance, when
finalized, will represent the current thinking of FDA on ``Setting
Endotoxin Limits During Development of Investigational Oncology Drugs
and Biological Products.'' It does not establish any rights for any
person and is not binding on FDA or the public. You can use an
alternative approach if it satisfies the requirements of the applicable
statutes and regulations.

II. Paperwork Reduction Act of 1995

    This draft guidance refers to previously approved collections of
information that are subject to review by the Office of Management and
Budget (OMB) under the Paperwork Reduction Act of 1995 (44 U.S.C. 3501-
3520). The collection of information in 21 CFR part 312 have been
approved under OMB control number 0910-0014.

III. Electronic Access

    Persons with access to the internet may obtain the draft guidance
at https://www.fda.gov/drugs/guidance-compliance-regulatory-information/guidances-drugs, https://www.fda.gov/vaccines-blood-biologics/guidance-compliance-regulatory-information-biologics/biologics-guidances, or https://www.regulations.gov.

    Dated: July 22, 2020.
Lauren K. Roth,
Associate Commissioner for Policy.
[FR Doc. 2020-16340 Filed 7-28-20; 8:45 am]
BILLING CODE 4164-01-P


[Federal Register Volume 81, Number 130 (Thursday, July 7, 2016)]
[Notices]
[Pages 44365-44366]
[FR Doc No: 2016-16037]

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SECURITIES AND EXCHANGE COMMISSION

Submission for OMB Review; Comment Request

Upon Written Request, Copies Available From: Securities and Exchange
Commission, Office of FOIA Services, 100 F Street NE., Washington, DC
20549-0213.

Extension:
    Rule 17Ad-10; SEC File No. 270-265, OMB Control No. 3235-0273.

    Notice is hereby given that pursuant to the Paperwork Reduction Act
of 1995 (``PRA'') (44 U.S.C. 3501 et seq.), the Securities and Exchange
Commission (``Commission'') has submitted to the Office of Management
and Budget (``OMB'') a request for approval of extension of the
previously approved collection of information provided for in Rule
17Ad-10 (17 CFR 240.17Ad-10), under the Securities Exchange Act of 1934
(15 U.S.C. 78a et seq.).
    Rule 17Ad-10 generally requires registered transfer agents to: (1)
Create and maintain current and accurate securityholder records; (2)
promptly and accurately record all transfers, purchases, redemptions,
and issuances, and notify their appropriate regulatory agency if they
are unable to do so; (3) exercise diligent and continuous attention in
resolving record inaccuracies; (4) disclose to the issuers for whom
they perform transfer agent functions and to their appropriate
regulatory agency information regarding record inaccuracies; (5) buy-in
certain record inaccuracies that result in a physical over issuance of
securities; and (6) communicate with other transfer agents related to
the same issuer. These requirements assist in the creation and
maintenance of accurate securityholder records, enhance the ability to
research errors, and ensure the transfer agent is aware of the number
of securities that are properly authorized by the issuer, thereby
avoiding over issuance.
    The rule also has specific recordkeeping requirements. It requires
registered transfer agents to retain certificate detail that has been
deleted for six years and keep current an accurate record of the number
of shares

or principal dollar amount of debt securities that the issuer has
authorized to be outstanding. These mandatory requirements ensure
accurate securityholder records and assist the Commission and other
regulatory agencies with monitoring transfer agents and ensuring
compliance with the rule. This rule does not involve the collection of
confidential information.
    There are approximately 413 registered transfer agents. We estimate
that the average number of hours necessary for each transfer agent to
comply with Rule 17Ad-10 is approximately 80 hours per year, which
generates an industry-wide annual burden of 33,040 hours (413 times 80
hours). This burden is of a recordkeeping nature but also includes a
small amount of third party disclosure and SEC reporting burdens. At an
average staff cost of $50 per hour, the industry-wide internal labor
cost of compliance (a monetization of the burden hours) is
approximately $1,652,000 per year (33,040 x $50).
    In addition, we estimate that each transfer agent will incur an
annual external cost burden of $18,000 resulting from the collection of
information. Therefore, the total annual external cost on the entire
transfer agent industry is approximately $7,434,000 ($18,000 times
413). This cost primarily reflects ongoing computer operations and
maintenance associated with generating, maintaining, and disclosing or
providing certain information required by the rule.
    The amount of time any particular transfer agent will devote to
Rule 17Ad-10 compliance will vary according to the size and scope of
the transfer agent's business activity. We note, however, that at least
some of the records, processes, and communications required by Rule
17Ad-10 would likely be maintained, generated, and used for transfer
agent business purposes even without the rule.
    An agency may not conduct or sponsor, and a person is not required
to respond to, a collection of information under the PRA unless it
displays a currently valid OMB control number.
    The public may view background documentation for this information
collection at the following Web site: www.reginfo.gov. Comments should
be directed to: (i) Desk Officer for the Securities and Exchange
Commission, Office of Information and Regulatory Affairs, Office of
Management and Budget, Room 10102, New Executive Office Building,
Washington, DC 20503, or by sending an email to:
<EMAIL_ADDRESS>and (ii) Pamela Dyson, Director/Chief
Information Officer, Securities and Exchange Commission, c/o Remi
Pavlik-Simon, 100 F Street NE., Washington, DC 20549, or by sending an
email to<EMAIL_ADDRESS>Comments must be submitted to OMB within
30 days of this notice.

    Dated: June 30, 2016.
Robert W. Errett,
Deputy Secretary.
[FR Doc. 2016-16037 Filed 7-6-16; 8:45 am]
 BILLING CODE 8011-01-P


[Federal Register Volume 88, Number 150 (Monday, August 7, 2023)]
[Rules and Regulations]
[Pages 52224-52229]
[FR Doc No: 2023-16712]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-98033; File No. SR-NYSEARCA-2023-48]

Self-Regulatory Organizations; NYSE Arca, Inc.; Notice of Filing
and Immediate Effectiveness of Proposed Rule Change To Amend a
Representation Regarding the VanEck Merk Gold Trust

August 1, 2023.
    Pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given
that, on July 19, 2023, NYSE Arca, Inc. (``NYSE Arca'' or ``Exchange'')
filed with the Securities and Exchange Commission (``Commission'') the
proposed rule change as described in Items I and II below, which Items
have been prepared by the self-regulatory organization. The Commission
is publishing this notice to solicit comments on the proposed rule
change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance
of the Proposed Rule Change

    The Exchange proposes to amend a representation regarding the
VanEck Merk Gold Trust. The proposed rule change is available on the
Exchange's website at www.nyse.com, at the principal office of the
Exchange, and at the Commission's Public Reference Room.

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

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

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

1. Purpose
    The Commission has previously approved a proposed rule change
relating to listing and trading on the Exchange of shares of the Trust
(the ``Shares'') under NYSE Arca Rule 8.201-E (Commodity-Based Trust
Shares).\4\ The Commission subsequently noticed for immediate
effectiveness a proposed rule change to replace references to the
``London Gold Fix'' in the Prior Order with the ``LBMA Gold Price.''
\5\ Pursuant to the Prior Notice, the Trust currently uses the LBMA
Gold Price as the benchmark price for purposes of calculating the net
asset value (``NAV'') of the Shares of the Trust.
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    \4\ See Securities Exchange Act Release No. 71378 (January 23,
2014), 79 FR 4786 (January 29, 2014) (SR-NYSEArca-2013-137) (Order
Approving a Proposed Rule Change, as Modified by Amendment No. 1
Thereto, To List and Trade Shares of the Merk Gold Trust Pursuant to
NYSE Arca Equities Rule 8.201) (the ``Prior Order'').
    \5\ See Securities Exchange Act Release No. 74544 (March 19,
2015), 80 FR 15840 (March 25, 2015) (SR-NYSEArca-2015-19) (Notice of
Filing and Immediate Effectiveness of Proposed Rule Change Relating
to the LBMA Gold Price as a Replacement for the London Gold Fix for
Certain Gold Related Exchange Traded Products) (the ``Prior
Notice'').
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    The Exchange now proposes to amend the representation in the Prior
Notice to replace references to the ``LBMA Gold Price'' with the
``Solactive Gold Spot Index'' (the ``Index''). Pursuant to this
proposed rule change, the Trust would use the Solactive Gold Spot Index
as the benchmark price for purposes of calculating the NAV of Shares of
the Trust.
    According to the Trust's current registration statement on Form S-
3,\6\ Solactive AG (``Solactive'' or the ``Index Calculator'') owns,
calculates, and disseminates the Index. The Index is a U.S. Dollar
denominated index that aims to provide a price fixing for the gold spot
price for London delivery gold bullion quoted as U.S. Dollars per Troy
Ounce (``XAU'') and determined as of the time trading closes on the New
York Stock Exchange (``NYSE'').\7\ The Index calculates gold bullion
fixing prices by taking Time Weighted Average Prices (``TWAP'') \8\ of
XAU trading prices provided via ICE Data Services (``IDS'') data
feed.\9\
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    \6\ On May 12, 2023, the Trust filed Post-Effective Amendment
No. 1 to its registration statement on Form S-3 (the ``Registration
Statement'') (File No. 333-238022).
    \7\ Solactive calculates the Index pursuant to the Index
Guideline publicly available at https://www.solactive.com/wp-content/uploads/2023/02/Solactive_Gold_Spot_Index_Methodology_Guideline_20230206.pdf. Index
data are publicly available at https://www.solactive.com/indices/?index=DE000SL0FW35.
    \8\ TWAP is a widely used measure in the financial industry to
calculate the average price of a security or traded asset over a
specific time period. TWAP is calculated by dividing the total trade
value by the total trading time, thereby providing an average price
that reflects market conditions over a defined timeframe. The TWAP
methodology helps mitigate the impact of large trades on market
prices by providing an average price based on numerous current
market transactions and mitigates the effects of erroneous or
spurious pricing data points, which effects can significantly lower
the level of confidence in single transaction data points at a
specific time. Different weightings can be selected for the TWAP
methodology to provide a check on average prices derived before a
local market closing, for instance, by overweighting prices
immediately after the local market close.
    \9\ Solactive receives real-time data via IDS's ``Spot Gold
(Also Loco London Gold)'' data feed. The spot gold prices utilized
by the Index are those for gold bullion deliverable in London. The
Trust's gold is also valued on a loco London basis.
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    Specifically, according to the Registration Statement, the Index
uses a TWAP calculation to determine an average price that is time-
weighted, using prices of actual transactions (``Trade Ticks'') for two
specified time periods around the scheduled close of trading on the
NYSE (generally, 4:00 p.m. Eastern Time) on each day that the NYSE is
open for trading.\10\ The TWAP is derived for (1) the period ahead of
the fixing (``Time Period 1''), which consists of the five minutes
before the close of trading, and (2) the period directly after the
fixing (``Time Period 2''), which consists of the six seconds after the
close of trading. The TWAPs for Time Period 1 and Time Period 2 are
each multiplied by their respective weightings, with 90% weighting
given to Time Period 1 and 10% weighting given to Time Period 2. When
added together, the two TWAPs result in a

single price sum that is the Index price.\11\
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    \10\ The NYSE's trading hours and holidays observed are
available at: https://www.nyse.com/markets/hours-calendars.
    \11\ The Sponsor believes that it is unlikely that, on any given
trading day for the Shares, there would be no Trade Ticks recorded
for XAU in either Time Period 1 or Time Period 2, such that the
Index calculation could not be performed on such day. Trade Ticks
representing XAU are the closing prices for London delivery gold
bullion transactions posted in a 24-hour, global, over-the-counter
gold bullion market, which is not subject to trading suspensions,
trading halts, or market closures. Trade Ticks in Time Periods 1 and
2 thus reflect a comprehensive view of the gold spot market for
London delivery gold that includes more market participants than the
LBMA Gold Price. In the unlikely event that IDS is unable to publish
pricing information for XAU, for whatever reason, during either Time
Period 1 or Time Period 2 on a given trading day, the last available
Index calculation will be used in accordance with Solactive's
published and publicly available disruption policy.
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    For any calculation day t, the Index (Indext), is
determined as described above following the below mathematical formula:
[GRAPHIC] [TIFF OMITTED] TN07AU23.714

    The sponsor of the Trust, Merk Investments LLC (the ``Sponsor''),
believes that the Index will provide an improved benchmark price for
purposes of determining the NAV of Shares of the Trust. Specifically,
the Sponsor believes that replacing the LBMA Gold Price with the Index
for calculating the NAV of the Shares may reduce the impact of timing
differences between the basis for NAV calculation and market price for
the Shares, as well as promote market liquidity, and would promote
consistency between the NAV calculation and market price of the Shares
by shifting the gold spot price determination to the end of the NYSE
trading day (including because a significant amount of gold bullion
trading (loco London) occurs after the close of London bullion
trading). In addition, the Sponsor does not expect that the adoption of
the Index will result in any unexpected, abrupt, or radical change in
the value of the Trust's gold because both the LBMA Gold Price and the
Index report the price in U.S. Dollars of a Troy Ounce of gold bullion
deliverable in London, just at different times.
    According to the Registration Statement, the LBMA Gold Price is
calculated by the ICE Benchmark Administration (the ``IBA''), which
determines a gold price fixing for the London bullion market. Whereas
the LBMA Gold Price is calculated twice daily (at 10:30 a.m. London
Time and 3:00 p.m. London Time), the Index is calculated once daily no
later than 30 minutes after the close of trading at the NYSE, which
timing is more closely aligned with the close of trading in the Shares
on a given trading day.\12\ Whereas the LBMA Gold Price is determined
through an auction process involving a varying daily group of
participants (currently, representing a subset of 16 direct
participants) and is conducted by the IBA,\13\ the Index is calculated
by Solactive based on thousands of transaction prices for gold bullion
spot during Time Periods 1 and 2, as captured by IDS from identifiable
and IDS-accepted data contributors.\14\ As noted above, while both the
LBMA Gold Price and the Index price represent actual transactions in
London gold bullion spot, they mainly differ in the timing of the
fixing window.
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    \12\ The Trust currently utilizes the 3:00 p.m. London Time LBMA
Gold Price and only resorts to the 10:30 a.m. London Time LBMA Gold
Price if the afternoon price is not available.
    \13\ IBA operates the technology platform that facilitates the
electronic auction process to determine the LBMA Gold Price.
    \14\ Contributors to the data feed include national central
banks, large international banks that are recognized gold bullion
trading or custody banks, and international bullion trading firms.
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    The LBMA Gold Price and the Index are based on the same London
delivery gold spot, but at different times from a larger 24-hour market
trading period. Both the LBMA Gold Price and the Index establish gold
bullion spot prices loco London taken from the same continuous stream
of data for such prices and differ only in that they reflect different
snapshots at different times.\15\ On the same day, the LBMA Gold Price
and the Index price may differ because of changes in the conditions of
the gold spot market between the two different fixing times. However,
when such price moves occur, use of the Index as a benchmark would
facilitate the calculation of an NAV for Shares of the Trust that is
aligned with and accounts for activity around the close of trading in
such Shares. The Sponsor thus believes that using the Index rather than
the LBMA Gold Price as the benchmark to calculate the NAV of the Shares
could provide a timelier value of the NAV calculation and promote
consistency between the NAV and market price of the Shares.\16\
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    \15\ LBMA Gold Prices are reflected in the XAU data feed
utilized by the Index (although they are reported outside of the
Index's Time Periods 1 and 2).
    \16\ Shares of the Trust are only created and redeemed in kind.
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    The Sponsor believes that using the Index, which is calculated
based on timing that better mirrors the trading hours of the Shares, to
calculate the NAV of the Shares would be beneficial for market makers
and liquidity providers for the Shares by allowing them to manage their
overnight risk exposure more effectively. The Sponsor has analyzed the
daily trading volume of the Shares between November 16, 2022 and May
30, 2023, as measured in five minute increments. This analysis revealed
that, over the 133 trading days

during this period, Share trading volume was on average 17.2% higher in
the five minutes before the close of trading on the NYSE than during
the rest of the trading day. As expected, the analysis revealed that
Share trading volume is also generally higher when London and New York
trading overlap, but that there was a consistent and significant
increase in Share trading volume immediately before the close of
trading on the NYSE. Increased trading before market close generally
reflects hedging in the Shares by market makers and other major market
participants to mitigate overnight market risk arising from their
exposure to the Shares. The relative staleness of the LBMA Gold Price
at the time the Trust calculates its NAV contributes to the uncertainty
that major market participants contend with in managing their overnight
market risk, which could result in lower liquidity for the Shares.
    Market risk uncertainty is further heightened on days when the
London gold bullion market is closed altogether, but the Shares
continue to trade on the NYSE. Further, whereas the IBA observes a U.K.
banking holiday schedule, the Shares of the Trust are traded on the
Exchange, which observes a U.S. market calendar. As a result, there are
days on which the IBA does not hold an auction because the U.K. markets
are closed, but the Shares continue to trade on the Exchange. On such
days and on days when there is significant movement in the market
between the calculation of the LBMA Gold Price and the close of trading
in the Shares, the NAV of the Shares of the Trust is not updated, while
the market pricing of Shares of the Trust will generally continue to
reflect activity in the gold spot market represented by XAU. In
addition, in some cases, an NAV based on a stale LBMA Gold Price may
give the perception of tracking error when none exists.
    Aligning the calculation of the NAV of the Shares with the close of
trading in the Shares would also promote a NAV calculation that takes
into account important liquidity events because the close of NYSE
trading is generally the most liquid time of the trading day for Shares
of the Trust. Closing the timing gap between the Trust's benchmark
price determination and the close of trading in the Shares and
subsequent NAV calculation could improve liquidity in the Shares by
enabling market makers and liquidity providers to better manage risk
and help reduce investor confusion stemming from any erroneous
perceived tracking error. Moreover, market participants, including
market makers, are unlikely to be confused or otherwise negatively
impacted by the Trust's use of the Index instead of the LBMA Gold
Price. Instead, because market participants already primarily rely on
the gold spot price represented by XAU to inform their trading of
Shares, the proposed change to the Index would align with current
market participant expectations on how to value the Trust's gold.
    The Sponsor believes that the Index is a suitable replacement for
the LBMA Gold Price because it would provide a reliable benchmark for
purposes of calculating the NAV of the Shares and a better pricing
mechanism in times of market volatility. Specifically, the Sponsor
believes that the Index's methodology is reasonably designed to be
resistant to potential price manipulation because the Index is based on
an average spot price that is time-weighted around the close of trading
on the NYSE. As described above, the Index's methodology aims to
reflect a closing price for XAU that would be observed at the
conclusion of a trading day in Shares of the Trust. By using TWAPs that
account for the five minutes leading up to and six seconds immediately
following the market close rather than using a single Trade Tick at the
exact close, the Index's methodology is intended to minimize the impact
of any attempts to manipulate the fixing price by submitting single
time orders or any erroneous orders that could result in a NAV that
does not fairly reflect the value of the Trust's gold.
    In addition, the Index Provider is registered as a benchmark
administrator under European Benchmarks Regulation (``BMR'') with the
German Federal Financial Supervisory Authority and adheres to the IOSCO
Principles for Financial Benchmarks (``IOSCO Principles'').\17\ The BMR
requires the Index Provider to have in place a control framework that
ensures its benchmarks within scope of the BMR are provided or
published and made available in accordance with the BMR. The control
framework provides a description of the control activities and further
information on how the business and the processes relate to the
requirements of the BMR. The Index Provider has an Oversight Committee
that is responsible for the integrity of the administration process and
oversees its control framework for the process of determining and
distributing the indices and benchmarks. The Index Provider is thus
subject to a similar level of regulatory scrutiny as the IBA is with
respect to the LBMA Gold Price,\18\ and, while the Index itself is not
a BMR-compliant benchmark, the Index Provider applies the same
processes and procedures in calculating the Index as it does to its
BMR-compliant benchmarks, including ensuring that the price discovery
process for the Index is subject to surveillance by the Index Provider
and is auditable and transparent in accordance with the IOSCO
Principles (as further discussed below).
---------------------------------------------------------------------------

    \17\ See https://www.iosco.org/library/pubdocs/pdf/IOSCOPD415.pdf. The IOSCO Principles are designed to enhance the
integrity, the reliability and the oversight of benchmarks by
establishing guidelines for benchmark administrators and other
relevant bodies in the areas of (1) governance: to protect the
integrity of the benchmark determination process and to address
conflicts of interest; (2) quality of the benchmark: to promote the
quality and integrity of benchmark determinations through the
application of design factors; (3) quality of the methodology: to
promote the quality and integrity of methodologies by setting out
minimum information that should be addressed within a methodology;
and (4) accountability mechanisms: to establish complaints
processes, documentation requirements and audit reviews. The IOSCO
Principles provide a framework of standards that might be met in
different ways, depending on the specificities of each benchmark. In
addition to a set of high-level principles, the framework offers a
subset of more detailed principles for benchmarks having specific
risks arising from their reliance on submissions and/or their
ownership structure. The IOSCO Principles also call for credible
transition policies in case a benchmark may cease to exist due to
market structure change.
    \18\ IBA is compliant with the UK benchmark regulation (MAR
8.3), regulated by the FCA, and has been formally assessed against
the IOSCO Principles.
---------------------------------------------------------------------------

    Further, the Index is derived from data recorded during Time
Periods 1 and 2--a total period of five minutes and six seconds. Thus,
the Index calculation reflects several thousand Trade Ticks of actual
transactions from hundreds of identifiable and IDS-accepted data
contributors for a given calculation day. The Sponsor believes that the
broad base of data underlying the Index calculation reduces the
potential for price manipulation affecting NAV calculation.
    The Sponsor also believes that the Index would provide enhanced
transparency to the calculation of the NAV of the Shares. The Index
will be calculated and published by the Index Calculator no later than
30 minutes following the close of trading on the NYSE on each business
day, disseminated to major financial data providers, and made publicly
available via the Trust's website. Solactive has published publicly
available guidelines that outline the methodology for the Index
calculation, including the formula by which the Index is calculated,
such that the calculation could be replicated by anyone with access to
the underlying XAU market data. Underlying XAU market data is commonly
and broadly

available to a wide group of market participants, including analysts,
advisers, traders, and investors at broker-dealers, banks, trading
platforms, investment advisers and other financial institutions and
investors that trade in gold bullion, as well as to the market makers
and authorized participants for the Shares. The Sponsor believes that
the Index provides a benchmark that is comprehensible and easily
accessible to a wide range of market participants, thus promoting
transparency into the valuation process for Shares of the Trust.\19\
---------------------------------------------------------------------------

    \19\ By contrast, the LBMA Gold Price auction process lacks an
equivalent degree of transparency because no direct participant in
the daily electronic auction or any other bullion market participant
can independently recreate how the auction resulted in a particular
price.
---------------------------------------------------------------------------

    Finally, the Sponsor believes that the Index would provide a
comprehensive benchmark for purposes of determining the NAV of the
Shares of the Trust. The Index calculation is based on XAU market data
from IDS, which is a major provider of financial market data to
institutions including banks and other asset managers for the pricing
of portfolio assets and the execution of asset transactions. Various
spot data, including XAU, is available through IDS's data streaming
service, which covers 2,700 spot rates, with an average of over 130
million updates per day for all spots provided by IDS. IDS compiles
data from over 100 sources, including market makers, execution venues,
banks and brokers from across the globe, and every updating Trade Tick
of spot streaming data is available via IDS's Integrated Data Viewer
service in a file-based format.
    The Sponsor believes that data aggregated by IDS provides a
reliable basis for the calculation of the Index given the robust
quality control and filtering process IDS applies to XAU Trade Ticks to
exclude outliers and erroneous pricing. IDS publishes a ``Consolidated
Feed Wires Protocol'' applicable to XAU and other IDS data feeds (the
``Protocol''). The Protocol specifies the data series that are
associated with XAU.\20\ Data in these series include millisecond time-
stamped trade prices of XAU submitted by identifiable and IDS-accepted
contributors, and Solactive extracts Trade Ticks from this data set to
calculate the Index. IDS's automated processes evaluate XAU trade price
contributions to determine the authenticity of the contributor and the
validity of the trade price contribution as representative of actual
transaction pricing based on contemporary and historical XAU data
fields. IDS data evaluation and data integrity processes are designed
to filter out any invalid Trade Ticks.
---------------------------------------------------------------------------

    \20\ The data series set for XAU reports, among other data:
trade price; ask price; bid price; current price; millisecond Unix
time stamps of last trade/quote update, last trade and last quote;
contributor code; city code; region code; high; low; open; and
change from yesterday. Solactive uses the trade price data series to
calculate the Index. IDS uses the other data received to perform
automated quality control checks of each trade price submitted by a
contributor.
---------------------------------------------------------------------------

    In addition, the Index Provider verifies input data used in the
calculation of the Index to ensure the continuous quality of such data,
including through automated assessments at the individual data value
level as well as plausibility checks at the aggregated index level. The
Index Provider also takes supplementary quality control measures by
performing in-depth analyses of selected data samples in longer
intervals to facilitate additional scrutiny of the data and detection
of conduct indicating potential data manipulation. Finally, the Index
Provider maintains long-term records of the input data used for each
Index determination in order to be able to verify a determination
retrospectively.
    The Exchange believes the Index will serve as an appropriate
replacement to the LBMA Gold Price for purposes of determining the NAV
of Shares of the Trust. The Index will be operated by a regulated
benchmark administrator and its methodology is transparent, replicable,
and auditable. The Index would provide a sound and reasonable basis for
the calculation of an NAV that reflects the same gold bullion spot
price loco London as the LBMA Gold Price (and thus would generally be
very similar to the LBMA Gold Price), but that is more closely aligned
with the timing of trading in the Shares. Accordingly, the Index is
likely to facilitate a fairer NAV calculation for Shares of the Trust,
particularly when market conditions include significant price moves in
gold between when the LBMA Gold Price is calculated versus the New York
trading close. The Exchange also believes that the Index is an
appropriate replacement for the LBMA Gold Price given the anticipated
benefits of aligning the timing of the Index calculation with the daily
close of trading in the Shares of the Trust, including promoting
liquidity by permitting market makers and other liquidity providers to
more efficiently manage their risk and promoting consistency with
market participants expectations' on how to value the Trust's gold.
    In connection with this proposed rule change, the Sponsor will:

    (1) issue a press release informing the public of the date on
which the Trust will first use the Index to calculate its NAV;
    (2) file the applicable press release with the Commission by
means of Form 8-K, which will be available on the Trust's website;
and
    (3) file an amendment to its registration statement relating to
the proposed change.\21\
---------------------------------------------------------------------------

    \21\ The Sponsor further represents that it will manage the
Trust as described in the Prior Order and Prior Notice and will not
implement the changes described herein until the amendment to its
registration statement and this proposed rule change are effective
and operative.

    Except for the change noted above, all other representations made
in the Prior Order and Prior Notice remain unchanged, and the Trust
will continue to comply with all initial and continued listing
requirements.
2. Statutory Basis
    The basis under the Act for this proposed rule change is the
requirement under Section 6(b)(5) \22\ that an exchange have rules that
are designed to prevent fraudulent and manipulative acts and practices,
to promote just and equitable principles of trade, to remove
impediments to, and perfect the mechanism of a free and open market
and, in general, to protect investors and the public interest.
---------------------------------------------------------------------------

    \22\ 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
Index will be calculated via a robust and transparent methodology,
based on high-quality transaction data from a major financial data
provider. The Exchange believes the Index will serve as an appropriate
replacement to the LBMA Gold Price for purposes of determining the NAV
of the Shares and will provide a sound and reasonable basis for
calculation of NAV that is more closely aligned with U.S. trading
hours, which would protect investors and the public interest by
promoting liquidity and price stability of Shares of the Trust and
reduce investor confusion arising from any perceived tracking error
based on the timing of the LBMA Gold Price fixing vis a vis the
calculation of the Shares' NAV. Specifically, although the LBMA Gold
Price and Index price are typically very similar and both reflect gold
bullion spot prices loco London, the Index is likely to facilitate a
fairer NAV calculation for Shares of the Trust in general and,
particularly, on days where there have been significant price moves in
gold between when the LBMA Gold Price is calculated versus the New York
trading close and would allow the calculation of an NAV on every day
that Shares of the Trust trade on the

Exchange. In addition, the Index, which is calculated in alignment with
the close of trading in the Shares on each trading day, provides a
pricing mechanism better equipped to respond to market volatility and
that includes liquidity at the close of trading in the Shares in an
assessment of their NAV. Moreover, because the Index would reflect the
gold spot price as represented by XAU, market participants--who already
primarily refer to such price to inform their trading in Shares of the
Trust--would not be impacted negatively by the proposed change.
Instead, because market participants already primarily rely on the gold
spot price represented by XAU to inform their trading of Shares, the
proposed change to the Index could remove impediments to, and perfect
the mechanism of, a free and open market by promoting consistency with
current market participant expectations on how to value the Trust's
gold.
    The proposed rule change is also designed to perfect the mechanism
of a free and open market price discovery process and, in general, to
protect investors and the public interest because the Index will be
administered and disseminated by Solactive, which is unaffiliated with
the Sponsor and the Trust, and the Index will be transparent,
auditable, and operated by a regulated benchmark administrator that
adheres to IOSCO Principles. The guidelines that outline the
methodology for the Index calculation are publicly available, including
the formula by which the Index is calculated, such that the calculation
could be reproduced by anyone with access to the underlying XAU market
data, which is itself widely available to market participants. XAU data
underlying the Index are submitted by identifiable and IDS-accepted
contributors, and IDS evaluates XAU trade price contributions to
determine the authenticity of the contributor and the validity of the
trade price contribution as representative of actual transaction
pricing based on contemporary and historical XAU data fields, as well
as to identify and filter out any invalid Trade Ticks. In addition,
although the Index is not a BMR-compliant benchmark, the Index Provider
applies the same processes and procedures to the Index as it does to
its BMR-compliant benchmarks; accordingly, the Index is subject to
surveillance and other quality control measures performed by the Index
Provider, including data analysis to aid in the identification of
conduct indicating potential data manipulation and maintenance of
records allowing the Index Provider to verify historical Index
determinations. The Trust will continue to be listed and traded on the
Exchange pursuant to the initial and continued listing criteria set
forth in NYSE Arca Rule 8.201-E. Except for the changes noted above,
all other facts presented and representations made in Prior Order and
Prior Notice remain unchanged.\23\
---------------------------------------------------------------------------

    \23\ See notes 4 & 5, supra.
---------------------------------------------------------------------------

    As noted above, prior to implementing the proposed change, the
Sponsor will (1) issue a press release informing the public of the date
the Trust will first use the Index to calculate the NAV of the Shares;
(2) file the applicable press release with the Commission by means of
Form 8-K, which will be available on the Trust's website; and (3) file
an amendment to the Trust's registration statement relating to the
proposed change. The Exchange believes that such press release and
registration statement amendment will protect investors and the public
interest by providing notification to investors of the new gold price
benchmark prior to the use of the Index by the Trust. The Exchange also
believes that the proposed change is designed to protect investors and
the public interest because, except for the change noted above with
respect to the Index as the new benchmark for the calculation of the
NAV for the Shares of the Trust, all other representations made in the
Prior Order and Prior Notice remain unchanged, and the Trust will
continue to comply with all initial and continued listing requirements.

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

    The Exchange does not believe that the proposed rule change will
impose any burden on competition that is not necessary or appropriate
in furtherance of the purposes of the Act. The proposed change is not
designed to address any competitive issue, but rather would permit the
Trust to update the benchmark it uses for purposes of calculating the
NAV of Shares from the LBMA Gold Price to the Index. The Exchange does
not believe this change will impact intramarket or intermarket
competition.

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

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

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

    Because the foregoing proposed rule change does not: (i)
significantly affect the protection of investors or the public
interest; (ii) impose any significant burden on competition; and (iii)
become operative for 30 days from the date on which it was filed, or
such shorter time as the Commission may designate, it has become
effective pursuant to Section 19(b)(3)(A)(iii) of the Act \24\ and
subparagraph (f)(6) of Rule 19b-4 thereunder.\25\
---------------------------------------------------------------------------

    \24\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \25\ 17 CFR 240.19b-4(f)(6). In addition, Rule 19b-4(f)(6)
requires the Exchange to give the Commission written notice of its
intent to file the proposed rule change, along with a brief
description and text of the proposed rule change, at least five
business days prior to the date of filing of the proposed rule
change, or such shorter time as designated by the Commission. The
Exchange has satisfied this requirement.
---------------------------------------------------------------------------

    A proposed rule change filed pursuant to Rule 19b-4(f)(6) under the
Act normally does not become operative for 30 days after the date of
its filing. However, Rule 19b-4(f)(6)(iii) \26\ permits the Commission
to designate a shorter time if such action is consistent with the
protection of investors and the public interest. The Exchange has
requested that the Commission waive the 30-day operative delay so that
the proposal may become operative immediately upon filing. The Exchange
believes that waiver of the operative delay would be consistent with
the protection of investors and the public interest because the
proposed rule change would amend a representation to replace references
to the LBMA Gold Price as the benchmark for NAV calculation with
references to the Index, which, for reasons discussed above, the
Exchange believes is a suitable replacement. Other than amending that
representation as specifically discussed herein, all statements in the
Prior Order and Prior Notice remain unchanged, and the Trust will
continue to comply with all initial and continued listing requirements.
For these reasons, and because the proposal raises no novel legal or
regulatory issues, the Commission believes that waiver of the 30-day
operative delay is consistent with the protection of investors and the
public interest. Accordingly, the Commission hereby waives the 30-day
operative delay and designates the proposed rule change operative upon
filing.\27\
---------------------------------------------------------------------------

    \26\ 17 CFR 240.19b-4(f)(6)(iii).
    \27\ For purposes only of waiving the 30-day operative delay,
the Commission has also considered the proposed rule's impact on
efficiency, competition, and capital formation. See 15 U.S.C.
78c(f).

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

    At any time within 60 days of the filing of such proposed rule
change, the Commission summarily may temporarily suspend such rule
change if it appears to the Commission that such action is necessary or
appropriate in the public interest, for the protection of investors, or
otherwise in furtherance of the purposes of the Act.

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 (https://www.sec.gov/rules/sro.shtml); or
     Send an email to [email protected]. Please include
file number SR-NYSEARCA-2023-48 on the subject line.

Paper Comments

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

All submissions should refer to file number SR-NYSEARCA-2023-48. 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 (https://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
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. Do not
include personal identifiable information in submissions; you should
submit only information that you wish to make available publicly. We
may redact in part or withhold entirely from publication submitted
material that is obscene or subject to copyright protection. All
submissions should refer to file number SR-NYSEARCA-2023-48 and should
be submitted on or before August 28, 2023.

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\28\
---------------------------------------------------------------------------

    \28\ 17 CFR 200.30-3(a)(12), (59).
---------------------------------------------------------------------------

Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2023-16712 Filed 8-4-23; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 81, Number 190 (Friday, September 30, 2016)]
[Rules and Regulations]
[Pages 67118-67120]
[FR Doc No: 2016-23562]

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

17 CFR Part 232

[Release Nos. 33-10217; 34-78883; 39-2512; IC-32269]

Adoption of Updated EDGAR Filer Manual

AGENCY: Securities and Exchange Commission.

ACTION: Final rule.

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

SUMMARY: The Securities and Exchange Commission (the Commission) is
adopting revisions to the Electronic Data Gathering, Analysis, and
Retrieval System (EDGAR) Filer Manual and related rules to reflect
updates to the EDGAR system. The updates are being made primarily to
support the new submission form types N-MFP2 and N-MFP2/A for money
market mutual funds; allow unregistered money market fund to file a
report on submission form types N-CR and N-CR/A; update the date format
for ABS-EE Asset Data schemas from MM/YYYY to MM-DD-YYYY for CMBS Asset
Class: Item 2(c) (12), and Debt Securities Asset Class: Debt
Securities, Item 5(f)(3); update the codes and descriptions referencing
CMSA to reference CREFC for CMBS Asset Class Item 2(d)(28)(xii) and
CMBS Asset Class Item 2(d)(28)(xiii); allow a Large Trader whose most
recent Form 13H submission was a Form 13H-I (Inactive) to submit a Form
13H-T (Termination) regardless of elapsed time; and make documentation
updates to Chapter 5 and Chapter 6 of the ``EDGAR Filer Manual, Volume
II: EDGAR Filing'' relating to eXtensible Business Reporting Language
(XBRL) format. The EDGAR system was upgraded to support the new
submission form types N-MFP2 and N-MFP2/A for money market mutual funds
on August 29, 2016. The EDGAR system is scheduled to be upgraded to
support the other functionalities on September 19, 2016.

DATES: Effective September 30, 2016. The incorporation by reference of
the EDGAR Filer Manual is approved by the Director of the Federal
Register as of September 30, 2016.

FOR FURTHER INFORMATION CONTACT: In the Division of Investment
Management, for questions concerning Form N-MFP2 and Form N-CR, contact
Heather Fernandez at<PHONE_NUMBER>; in the Division of Corporate
Finance, for questions concerning Form ABS-EE, contact Vik Sheth at
(202) 551-3818; in the Division of Trading and Markets, for questions
concerning Form 13H, contact Kathy Bateman at<PHONE_NUMBER>; and in
the Division of Economic and Risk Analysis, for questions concerning
eXtensible Business Reporting Language (XBRL) disseminations; contact
Walter Hamscher at<PHONE_NUMBER>.

SUPPLEMENTARY INFORMATION: We are adopting an updated EDGAR Filer
Manual, Volume II. The Filer Manual describes the technical formatting
requirements for the preparation and submission of electronic filings
through the EDGAR system.\1\ It also describes the requirements for
filing using EDGARLink Online and the Online Forms/XML Web site.
---------------------------------------------------------------------------

    \1\ We originally adopted the Filer Manual on April 1, 1993,
with an effective date of April 26, 1993. Release No. 33-6986 (April
1, 1993) [58 FR 18638]. We implemented the most recent update to the
Filer Manual on June 13, 2016. See Release No. 33-10095 (July 1,
2016) [81 FR 43047].
---------------------------------------------------------------------------

    The revisions to the Filer Manual reflect changes within Volume II
entitled EDGAR Filer Manual, Volume II: ``EDGAR Filing,'' Version 38
(September 2016). The updated manual will be incorporated by reference
into the Code of Federal Regulations.
    The Filer Manual contains all the technical specifications for
filers to submit filings using the EDGAR system. Filers must comply
with the applicable provisions of the Filer Manual in order to assure
the timely acceptance and processing of filings made in electronic
format.\2\ Filers may consult the Filer Manual in conjunction with our
rules governing mandated electronic filing when preparing documents for
electronic submission.\3\
---------------------------------------------------------------------------

    \2\ See Rule 301 of Regulation S-T (17 CFR 232.301).
    \3\ See Release No. 33-10095 in which we implemented EDGAR
Release 16.2. For additional history of Filer Manual rules, please
see the cites therein.
---------------------------------------------------------------------------

    The EDGAR system will be upgraded to Release 16.3 on September 19,
2016 and will introduce the following changes:

    An unregistered money market fund will now be able to file a report
on submission form types N-CR and N-CR/A. When submitting N-CR and N-
CR/A filings, filers that are unregistered money market funds can
optionally provide values for the following fields:

 Filer Investment Company Type
 Series ID
 Class (Contract) ID

    ABS-EE Asset Data schemas will be updated to change the date format
from MM/YYYY to MM-DD-YYYY for the following Asset Class Items:

 CMBS Asset Class: Item 2(c)(12), First Loan Payment Due Date
 Debt Securities Asset Class: Item 5(f)(3), Demand Resolution
Date

    In addition, the codes and descriptions referencing CMSA will be
updated to reference CREFC for the following Asset Class Items:

 CMBS Asset Class: Item 2(d)(28)(xii), Net Operating Income Net
Cash Flow Securitization Code
 CMBS Asset Class: Item 2(d)(28)(xiii), Net Operating Income
Net Cash Flow Code

    The ABS-EE Asset Data schemas will also be updated to allow whole
integer numbers in decimal fields. For more information, see the
updated ``EDGAR ABS XML Technical Specification'' document located on
the SEC's Public Web site (https://www.sec.gov/info/edgar/tech-specs).
    A Large Trader whose most recent Form 13H submission was a Form
13H-I (Inactive) will now be able to subsequently submit a Form 13H-T
(Termination), regardless of the elapsed time.
    Documentation only corrections relating to eXtensible Business
Reporting Language (XBRL) formatting were made to Chapter 5,
``Constructing Attached Documents and Document Types'' and Chapter 6
``Interactive Data'' of the EDGAR Filer Manual: Volume II.
    On August 29, 2016, EDGAR Release 16.2.4 was updated to include two
new submission form types--N-MFP2 and N-MFP2/A--to incorporate the
amendments to Form N-MFP adopted by the Commission on September 16,
2015.
    These two new submission form types will be accepted from the EDGAR
Filing Web site via filer-constructed XML submissions, as described in
the ``EDGAR Form N-MFP2 XML Technical Specification'' document
available on the SEC's Public Web site (https://www.sec.gov/info/edgar/tech-specs).
    EDGAR will only accept TEST submissions for submission form types
N-MFP2 and N-MFP2/A until October 13, 2016. Beginning on October 14,
2016, submission form types N-MFP2 and N-MFP2/A will be accepted as
LIVE or TEST submissions. After that date, filers will be prevented
from submitting existing submission form type N-MFP1 beginning October
14, 2016. Filers will also be prevented from submitting existing
submission form type N-MFP1/A beginning October 14, 2017.
    Along with the adoption of the Filer Manual, we are amending Rule
301 of Regulation S-T to provide for the incorporation by reference
into the Code of Federal Regulations of today's revisions. This
incorporation by reference was approved by the Director of the Federal
Register in accordance with 5 U.S.C. 552(a) and 1 CFR part 51.
    The updated EDGAR Filer Manual will be available for Web site
viewing and printing; the address for the Filer Manual is https://www.sec.gov/info/edgar/edmanuals.htm. You may also obtain paper copies
of the EDGAR Filer Manual from the following address: Public Reference
Room, U.S. Securities and Exchange Commission, 100 F Street NE.,
Washington, DC 20549, on official business days between the hours of
10:00 a.m. and 3:00 p.m.
    Since the Filer Manual and the corresponding rule changes relate
solely to agency procedures or practice, publication for notice and
comment is not required under the Administrative Procedure Act
(APA).\4\ It follows that the requirements of the Regulatory
Flexibility Act \5\ do not apply.
---------------------------------------------------------------------------

    \4\ 5 U.S.C. 553(b).
    \5\ 5 U.S.C. 601-612.
---------------------------------------------------------------------------

    The effective date for the updated Filer Manual and the rule
amendments is September 30, 2016. In accordance with the APA,\6\ we
find that there is good cause to establish an effective date less than
30 days after publication of these rules. The EDGAR system upgrade to
Release 16.3 is scheduled to become available on September 19, 2016.
The Commission believes that establishing an effective date less than
30 days after publication of these rules is necessary to coordinate the
effectiveness of the updated Filer Manual with these system upgrades.
---------------------------------------------------------------------------

    \6\ 5 U.S.C. 553(d)(3).
---------------------------------------------------------------------------

Statutory Basis

    We are adopting the amendments to Regulation S-T under Sections 6,
7, 8, 10, and 19(a) of the Securities Act of 1933,\7\ Sections 3, 12,
13, 14, 15, 23, and 35A of the Securities Exchange Act of 1934,\8\
Section 319 of the Trust Indenture Act of 1939,\9\ and Sections 8, 30,
31, and 38 of the Investment Company Act of 1940.\10\
---------------------------------------------------------------------------

    \7\ 15 U.S.C. 77f, 77g, 77h, 77j, and 77s(a).
    \8\ 15 U.S.C. 78c, 78l, 78m, 78n, 78o, 78w, and 78ll.
    \9\ 15 U.S.C. 77sss.
    \10\ 15 U.S.C. 80a-8, 80a-29, 80a-30, and 80a-37.
---------------------------------------------------------------------------

List of Subjects in 17 CFR Part 232

    Incorporation by reference, Reporting and recordkeeping
requirements, Securities.

Text of the Amendment

    In accordance with the foregoing, Title 17, Chapter II of the Code
of Federal Regulations is amended as follows:

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

0
1. The authority citation for part 232 continues to read in part as
follows:

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

* * * * *

0
2. Section 232.301 is revised to read as follows:

Sec.  232.301  EDGAR Filer Manual.

    Filers must prepare electronic filings in the manner prescribed by
the EDGAR Filer Manual, promulgated by the Commission, which sets out
the technical formatting requirements for electronic submissions. The
requirements for becoming an EDGAR Filer and updating company data are
set forth in the updated EDGAR Filer Manual, Volume I: ``General
Information,'' Version 24 (December 2015). The requirements for filing
on EDGAR are set forth in the updated EDGAR Filer Manual, Volume II:
``EDGAR Filing,'' Version 38 (September 2016). Additional provisions
applicable to Form N-SAR filers are set forth in the EDGAR Filer
Manual, Volume III: ``N-SAR Supplement,'' Version 5 (September 2015).
All of these provisions have been incorporated by reference into the
Code of Federal Regulations, which action was approved by the Director
of the Federal Register in accordance with 5 U.S.C. 552(a) and 1 CFR
part 51. You must comply with these requirements in order for documents
to be timely received and accepted. The EDGAR Filer Manual is available
for Web site viewing and printing; the address for the Filer Manual is
https://www.sec.gov/info/edgar/edmanuals.htm. You can obtain

paper copies of the EDGAR Filer Manual from the following address:
Public Reference Room, U.S. Securities and Exchange Commission, 100 F
Street NE., Washington, DC 20549, on official business days between the
hours of 10 a.m. and 3 p.m. You can also inspect the document at the
National Archives and Records Administration (NARA). For information on
the availability of this material at NARA, call<PHONE_NUMBER>, or go to:
http://www.archives.gov/federal_register/code_of_federal_regulations/ibr_locations.html.

    By the Commission.

    Dated: September 20, 2016.
Brent J. Fields,
Secretary.
[FR Doc. 2016-23562 Filed 9-29-16; 8:45 am]
BILLING CODE 8011-01-P


[Federal Register Volume 83, Number 244 (Thursday, December 20, 2018)]
[Notices]
[Pages 65386-65389]
[FR Doc No: 2018-27509]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-84826; File No. SR-NYSEArca-2018-25]

Self-Regulatory Organizations; NYSE Arca, Inc.; Order Approving a
Proposed Rule Change, as Modified by Amendment No. 2, Regarding the
Continued Listing and Trading of Shares of the Natixis Loomis Sayles
Short Duration Income ETF

December 14, 2018.

I. Introduction

    On April 16, 2018, NYSE Arca, Inc. (``Exchange'' or ``NYSE Arca'')
filed with the Securities and Exchange Commission (``Commission''),
pursuant to Section 19(b)(1) \1\ of the Securities Exchange Act of 1934
(``Act'') \2\ and Rule 19b-4 thereunder,\3\ a proposed rule change to
amend the listing requirements applicable to the shares (``Shares'') of
the Natixis Loomis Sayles Short Duration Income ETF (``Fund''). The
proposed rule change was published for comment in the Federal Register
on May 3, 2018.\4\ On June 5, 2018, the Commission extended the time
period within which to approve the proposed rule change, disapprove the
proposed rule change, or institute proceedings to determine whether to
approve or disapprove the proposed rule change to August 1, 2018.\5\ On
June 6, 2018, the Exchange filed Amendment No. 1 to the proposed rule
change, which replaced and superseded the proposed rule change as
originally filed. On July 27, 2018, the Commission noticed filing of
Amendment No. 1 and instituted proceedings to determine whether to
approve or disapprove the proposed rule change.\6\ On July 27, 2018,
pursuant to Section 19(b)(2) of the Act,\7\ the Commission designated a
longer period within which to issue an order approving or disapproving
the proposed rule change.\8\ On December 6, 2018, the Exchange filed
Amendment No. 2 to the proposed rule change, which replaced and
superseded the proposed rule change as modified by Amendment No. 1.\9\
On October 22,

2018, the Commission extended the time period for Commission action to
December 29, 2018.\10\ The Commission received no comments on the
proposed rule change. This order approves the proposed rule change, as
modified by Amendment No. 2.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
    \4\ See Securities Exchange Act Release No. 83122 (April 27,
2018), 83 FR 19578.
    \5\ See Securities Exchange Act Release No. 83385, 83 FR 27034
(June 11, 2018).
    \6\ See Securities Exchange Act Release No. 83733, 83 FR 37831
(August 2, 2018).
    \7\ 15 U.S.C. 78s(b)(2).
    \8\ See Securities Exchange Act Release No. 84462, 83 FR 54153
(October 26, 2018). The Commission designated December 29, 2018, as
the date by which the Commission shall either approve or disapprove
the proposed rule change.
    \9\ In Amendment No. 2, the Exchange: (1) Clarified the scope of
asset-backed securities (``ABSs'') in which the Fund may invest; (2)
limited the junior loans in which the Fund may invest to those that
satisfy all of the criteria in Commentary .01(b) to Rule 8.600-E;
(3) clarified the scope of mortgage-backed securities (``MBSs'') in
which the Fund may invest; (4) eliminated as permitted investments
of the Fund publicly or privately issued interests in investment
pools whose underlying assets are credit default, credit-linked,
interest rate, currency exchange, equity-linked or other types of
swap contracts and related underlying securities or securities loan
agreements; (5) established and provided support for the following
diversification requirements with respect to the Fund's investments
in non-agency ABS and MBS, which collectively may comprise up to 30%
of the weight of the Fund's ``Fixed Income Securities'' (defined
below): (a) Up to 25% of such weight may be in ABS, provided that up
to 5% of the weight of its Fixed Income Securities investments may
be in CBOs, CLOs and CDOs, in the aggregate; (b) up to 15% of its
Fixed Income Securities investments may be in MBS, including CMOs
but excluding CMBS; and (c) up to 15% of its Fixed Income Securities
investments may be in CMBS; and (6) made other technical, non-
substantive, and conforming changes. Because Amendment No. 2 makes
clarifying modifications, provides additional representations, and
eliminates a permitted category of investments, it is not subject to
notice and comment. All of the amendments to the proposed rule
change are available at: https://www.sec.gov/comments/sr-nysearca-2018-25/nysearca201825.htm.
    \10\ See Securities Exchange Act Release No. 84462, 83 FR 54153
(October 26, 2018).
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II. Description of the Proposal \11\
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    \11\ Additional information regarding the Fund, the Trust
(defined infra), and the Shares can be found in Amendment No. 2,
supra note 9, and the Registration Statement, infra note 13.
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    Pursuant to Commentary .01 to NYSE Arca Rule 8.600-E,\12\ the
Exchange listed and began trading the Shares on December 28, 2017. The
Shares are offered by Natixis ETF Trust (``Trust''), which is
registered as an open-end management investment company under the
Investment Company Act of 1940 (``1940 Act'').\13\ Natixis Advisors,
L.P. (``Adviser'') is the investment adviser for the Fund. Loomis,
Sayles & Company, L.P. is the Fund's sub-adviser (``Sub-Adviser''). The
Fund's investment objective is current income consistent with
preservation of capital. The Exchange filed this proposed rule change
because the Fund would like to invest in assets that may not satisfy
all of the requirements of Commentary .01 to NYSE Arca Rule 8.600-E, as
discussed further below.
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    \12\ NYSE Arca Rule 8.600-E governs the listing and trading of
Managed Fund Shares on the Exchange. A ``Managed Fund Share'' is a
security that (1) represents an interest in a registered investment
company (``Investment Company'') organized as an open-end management
investment company or similar entity, that invests in a portfolio of
securities selected by the Investment Company's investment adviser
consistent with the Investment Company's investment objectives and
policies; (2) is issued in a specified aggregate minimum number in
return for a deposit of a specified portfolio of securities and/or a
cash amount with a value equal to the next determined net asset
value (``NAV''); and (3) when aggregated in the same specified
minimum number, may be redeemed at a holder's request, which holder
will be paid a specified portfolio of securities and/or cash with a
value equal to the next determined NAV. See NYSE Arca Rule 8.600-
E(c)(1). Pursuant to Commentary .01 to NYSE Arca Rule 8.600-E, the
Exchange may approve Managed Fund Shares for listing and trading
pursuant to Rule 19b-4(e) under the Act provided that components the
actively managed fund's portfolio comply with specified criteria
upon initial listing and on a continual basis.
    \13\ On December 26, 2017, the Trust filed with the Commission
its registration statement on Form N-1A under the Securities Act of
1933 (15 U.S.C. 77a), and under the 1940 Act relating to the Fund
(File Nos. 333-210156 and 811-23146) (``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. 30654 (August 20, 2013) (File No. 812-13942-
02).
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A. The Fund's Contemplated Investments

    While the Fund may hold any portion of its assets in cash (U.S.
dollars, foreign currencies or multinational currency units) and/or
cash equivalents, under normal market conditions,\14\ the Fund will
invest at least 80% of its net assets in the following:
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    \14\ The term ``normal market conditions'' is defined in NYSE
Arca Rule 8.600-E(c)(5).
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     U.S. Government Securities, including U.S. Treasury Bills,
U.S. Treasury Notes and Bonds, U.S. Treasury Floating Rate Notes,
Treasury Inflation-Protected Securities, and obligations of U.S.
agencies or instrumentalities (e.g., ``Ginnie Maes'', ``Fannie Maes''
and ``Freddie Macs'');
     agency and non-agency asset-backed securities (``ABS'');
\15\
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    \15\ ABSs may include collateralized bond obligations
(``CBOs''), collateralized loan obligations (``CLOs''), and other
collateralized debt obligations (``CDOs'').
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     U.S. dollar-denominated foreign securities, including
emerging market securities;
     Adjustable-Rate Mortgage Securities;
     junior and senior loans; \16\
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    \16\ The Fund's investment in junior loans is subject to all
criteria in Commentary .01(b) to Rule 8.600-E, including the
criteria relating to minimum original principal amount outstanding
(Commentary .01(b)(1), portfolio weighting (Commentary .01(b)(2),
and the numerical and other criteria in Commentary .01(b)(4). See
Amendment No. 2, supra note 9, at 6, n.7.
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     bank loans, loan participations and assignments;
     agency and non-agency mortgage-backed securities
(``MBS''); \17\
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    \17\ MBS may include collateralized mortgage obligations
(``CMOs'') and commercial mortgage-backed securities (``CMBS'').
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     zero coupon and pay-in-kind securities;
     corporate bonds;
     Non-US government securities, supranational entities
obligations issued by foreign governments, or international agencies
and instrumentalities;
     inflation-linked and inflation-indexed securities;
     money market instruments; \18\
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    \18\ Money market instruments are short-term instruments
referenced in Commentary .01(c) to NYSE Arca Rule 8.600-E.
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     mortgage-related securities (such as Government National
Mortgage Association or Federal National Mortgage Association
certificates);
     mortgage dollar rolls;
     variable and floating rate securities;
     Rule 144A securities;
     taxable municipal securities;
     step-coupon securities; and
     stripped securities (collectively, ``Fixed Income
Securities'').
    Additionally, under normal market conditions,\19\ the Fund may
invest its remaining assets in the following:
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    \19\ See supra note 14.
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     short sales of Fixed Income Securities;
     exchange-traded funds (``ETFs'') \20\ and exchange-traded
notes (``ETNs''); \21\
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    \20\ All ETFs will be listed and traded in the U.S. on a
national securities exchange. While the Fund may invest in inverse
ETFs, the Fund will not invest in leveraged (e.g., 2X, -2X, 3X or -
3X) ETFs. See Amendment No. 2, supra note 9, at 7, n.11.
    \21\ ETNs are Index-Linked Securities as described in NYSE Arca
Rule 5.2-E(j)(6). See id. at 7, n.12.
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     the following swaps: Interest rate, credit default, credit
default swaps index (``CDX''), commodity, equity-linked, fixed income,
credit default, credit-linked and currency exchange swaps or an index
or indexes of the foregoing;
     swaptions;
     the following options: U.S. exchange-traded and over-the-
counter (``OTC'') options on Fixed Income Securities, domestic and
foreign equity and fixed income indices, CDX, U.S. Treasury futures
contracts, interest rates and currencies;
     futures on Fixed Income Securities, domestic and foreign
equity and fixed income indices, interest rates and CDX; and
     shares of non-exchange-traded open-end investment company
securities.

B. The Contemplated Investments' Possible Non-Compliance With the
Generic Listing Requirements

    The Exchange filed this proposed rule change to allow the Fund's
portfolio to not satisfy the two ``generic'' listing criteria of
Commentary .01 to NYSE Arca Rule 8.600-E going forward.
    First, as noted above, the Fund desires to invest in non-exchange
traded investment company securities (e.g., mutual fund shares). Such
shares, which could comprise at most up to 20% of the Fund's net
assets, would not satisfy the requirements of Commentary .01(a)(1) to
Rule 8.600-E.\22\ According to

the Exchange, the Fund would utilize such investments to help the Fund
meet its investment objective and to equitize cash in the short
term.\23\
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    \22\ Commentary .01(a)(1) to Rule 8.600-E requires that the
component stocks of the equity portion of a portfolio that are U.S.
Component Stocks shall meet certain criteria initially and on a
continuing basis. Specifically: Commentary .01(a)(1)(A) requires
that component stocks (excluding Derivative Securities Products and
Index-Linked Securities) that in the aggregate account for at least
90% of the equity weight of the portfolio (excluding such Derivative
Securities Products and Index-Linked Securities) each shall have a
minimum market value of at least $75 million; Commentary
.01(a)(1)(B) requires that component stocks (excluding Derivative
Securities Products and Index-Linked Securities) that in the
aggregate account for at least 70% of the equity weight of the
portfolio (excluding such Derivative Securities Products and Index-
Linked Securities) each shall have a minimum monthly trading volume
of 250,000 shares, or minimum notional volume traded per month of
$25,000,000, averaged over the last six months; Commentary
.01(a)(1)(C) requires that the most heavily weighted component stock
(excluding Derivative Securities Products and Index-Linked
Securities) shall not exceed 30% of the equity weight of the
portfolio, and, to the extent applicable, the five most heavily
weighted component stocks (excluding Derivative Securities Products
and Index-Linked Securities) shall not exceed 65% of the equity
weight of the portfolio; Commentary .01(a)(1)(D) requires that,
where the equity portion of the portfolio does not include Non-U.S.
Component Stocks, the equity portion of the portfolio shall include
a minimum of 13 component stocks, provided that there shall be no
minimum number of component stocks if (i) one or more series of
Derivative Securities Products or Index-Linked Securities
constitute, at least in part, components underlying a series of
Managed Fund Shares, or (ii) one or more series of Derivative
Securities Products or Index-Linked Securities account for 100% of
the equity weight of the portfolio of a series of Managed Fund
Shares; and Commentary .01(a)(1)(E) requires that, except as
provided herein, equity securities in the portfolio shall be U.S.
Component Stocks listed on a national securities exchange and shall
be NMS Stocks as defined in Rule 600 of Regulation NMS under the
Securities Exchange Act of 1934.
    \23\ See id.
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    Second, the Fund seeks to modify the limit on non-agency, non-
government-sponsored entity (``GSE'') and privately-issued mortgage-
related and other asset-backed securities. Instead, of the 20% limit in
Commentary .01(b)(5),\24\ the Exchange proposes that up to 30% of the
weight of the Fixed Income Securities portion of the Fund's portfolio
consist of non-agency, non-GSE and privately-issued mortgage-related
and other asset-backed securities, provided that: (1) Up to 25% of such
weight may be in ABS, provided that up to 5% of the weight of its Fixed
Income Securities investments may be in CBOs, CLOs and CDOs, in the
aggregate; (2) up to 15% of its Fixed Income Securities investments may
be in MBS, including CMOs but excluding CMBS; and (3) up to 15% of its
Fixed Income Securities investments may be in CMBS. The Exchange
asserts that these limits would provide additional diversification to
the Fund's ABS and MBS investments and reduce concerns that the Fund's
investment in such securities would be readily susceptible to market
manipulation. According to the Adviser, permitting such investments:
(1) Would be in the best interest of the Fund's shareholders because
such investments have the potential to reduce the overall risk profile
of the Fund's portfolio through diversification; and (2) would afford
the Fund greater flexibility to invest in the most liquid available
Fixed Income Securities issues.\25\
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    \24\ Commentary .01(b)(5) to Rule 8.600-E prohibits non-agency,
non-GSE and privately-issued mortgage-related and other asset-backed
securities components of a portfolio from accounting (in the
aggregate) for more than 20% of the weight of the fixed income
portion of the portfolio.
    \25\ See id.
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    The Exchange would require the Shares to satisfy all the other
requirements of Rule 8.600-E.\26\
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    \26\ See id. at 15.
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III. Discussion and Commission Findings

    After careful review, the Commission finds that the Exchange's
proposal to amend the listing requirements applicable to the Shares is
consistent with the Act and the rules and regulations thereunder
applicable to a national securities exchange.\27\ In particular, the
Commission finds that the proposed rule change, as modified by
Amendment No. 2, is consistent with Section 6(b)(5) of the Act,\28\
which requires, among other things, that the Exchange's rules be
designed to prevent fraudulent and manipulative acts and practices,
promote just and equitable principles of trade, 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.
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    \27\ 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).
    \28\ 15 U.S.C. 78f(b)(5).
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    As mentioned above, the Shares would continue to satisfy all of the
generic listing criteria except for the requirements of Commentary
.01(b)(5) to NYSE Arca Rule 8.600-E,\29\ and Commentary .01(a)(1)(A)
through (E) to Rule 8.600-E.
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    \29\ Commentary .01(b)(5) to NYSE Arca Rule 8.600-E provides
that non-agency, non-government sponsored entity and privately
issued mortgage-related and other asset-backed securities components
of a portfolio may not account, in the aggregate, for more than 20%
of the weight of the fixed income portion of the portfolio.
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    The Commission believes that permitting the Fund to invest up to
20% of its net assets in non-exchange traded investment company
securities would not render the Shares susceptible to manipulation. The
Commission has previously approved listing rules for other series of
Managed Fund Shares that permit investments in such securities.\30\
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    \30\ See, e.g., Securities Exchange Act Release No. 78414 (July
26, 2016), 81 FR 50576 (August 1, 2016) (SR-NYSEArca-2016-79)
(approving the listing and trading of shares of the Virtus Japan
Alpha ETF under NYSE Arca Equities Rule 8.600).
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    With respect to the proposed 30% limit on non-agency, non-GSE and
privately-issued mortgage-related and other asset-backed securities,
the Commission believes that the proposed sub-limits described above,
are sufficient to diversify the Fund's portfolio of such securities and
mitigate manipulation concerns. The Commission notes that it recently
approved a similar limit for an issue of Managed Fund Shares permitted
to invest in fixed income securities.\31\
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    \31\ See Securities Exchange Act Release No. 84047 (September 6,
2018), 83 FR 46200 (September 12, 2018) (SR-Nasdaq-2017-128)
(approving the listing and trading of shares of the Western Asset
Total Return ETF).
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    In support of this proposal, the Exchange has also made the
following representations:
    (1) The Fund will only purchase U.S. dollar denominated non-agency
ABS and MBS that are settled through DTC.\32\
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    \32\ See Amendment No. 2, supra note 9, at 12.
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    (2) All statements and representations made in this filing
regarding (a) the description of the portfolio, (b) limitations on
portfolio holdings or reference assets, or (c) the applicability of
Exchange listing rules specified in this rule filing shall constitute
continued listing requirements for listing the Shares on the
Exchange.\33\
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    \33\ See id. at 19.
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    (3) The issuer 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 NYSE Arca Rule
5.5(m)-E.\34\
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    \34\ See id.
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    (4) The Exchange has appropriate rules to facilitate transactions
in the Shares during all trading sessions.\35\
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    \35\ See id. at 17.
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    (5) The Exchange has in place surveillance procedures that are
adequate to properly monitor trading in the Shares in all trading
sessions and to deter and detect violations of Exchange rules and
federal securities laws applicable to trading on the Exchange.\36\
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    \36\ See id. at 18.
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    (6) For continued listing, the Fund will be in compliance with Rule
10A-3 under the Act, as provided by NYSE Arca Rule 5.3-E.\37\
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    \37\ See id. at 18. See also 17 CFR 240.10A-3.
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This approval order is based on all of the Exchange's representations,
including those set forth above and in the Amendment No. 2.
    For the foregoing reasons, the Commission finds that the proposed

rule change, as modified by Amendment No. 2, is consistent with Section
6(b)(5) of the Act \38\ and the rules and regulations thereunder
applicable to a national securities exchange.
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    \38\ 15 U.S.C. 78f(b)(5).
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IV. Conclusion

    It is therefore ordered, pursuant to Section 19(b)(2) of the
Act,\39\ that the proposed rule change (SR-NYSEArca-2018-25), as
modified by Amendment No. 2, be, and it hereby is, approved.
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    \39\ 15 U.S.C. 78s(b)(2).

    For the Commission, by the Division of Trading and Markets,
pursuant to delegated authority.\40\
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    \40\ 17 CFR 200.30-3(a)(12).
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Eduardo A. Aleman,
Deputy Secretary.
[FR Doc. 2018-27509 Filed 12-19-18; 8:45 am]
 BILLING CODE 8011-01-P