67400 Federal Register / Vol. 83, No. 248 / Friday, December 28, 2018 / Notices 

18 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The Trust has filed a registration statement on 

Form S–1 under the Securities Act of 1933 (15 

U.S.C. 77a), dated November 19, 2018 (File No. 

333–228469) (the ‘‘Registration Statement’’). The 

description of the operation of the Trust and the 

Shares herein is based, in part, on the Registration 

Statement. 

5Commodity-Based Trust Shares are securities 

issued by a trust that represents investors’ discrete 

identifiable and undivided beneficial ownership 

interest in the commodities deposited into the 

Trust. 

6 15 U.S.C. 80a–1. 

7 17 U.S.C. 1. 

8Securities Exchange Act Release No. 84257 

(September 21, 2018), 83 FR 48877 (September 27, 

2018) (SR–NYSEArca–2018–55) (order approving 

listing and trading shares of the GraniteShares Gold 

MiniBAR Trust under NYSE Arca Equities Rule 

8.201). 

9Securities Exchange Act Release No. 81077 (July 

5, 2017), 82 FR 24181 (July 11, 2017) (SR– 

NYSEArca–2017–55) (order approving listing and 

trading shares of the GraniteShares Gold Trust 

under NYSE Arca Equities Rule 8.201). 10Securities Exchange Act Release No. 71378 

(January 23, 2014), 79 FR 4786 (January 29, 2014) 

(SR–NYSEArca–2013–137). 11Securities Exchange Act Release No. 59895 

(May 8, 2009), 74 FR 22993 (May 15, 2009) (SR– 

NYSEArca–2009–40). 

12Securities Exchange Act Release No. 61219 

(December 22, 2009), 74 FR 68886 (December 29, 

2009) (SR–NYSEArca–2009–95). 

13Securities Exchange Act Release No. 61220 

(December 22, 2009), 74 FR 68895 (December 29, 

2009) (SR–NYSEArca–2009–94). 

14Securities Exchange Act Release No. 66930 

(May 7, 2012), 77 FR 27817 (May 11, 2012) (SR– 

NYSEArca–2012–18). 

15Securities Exchange Act Release No. 61496 

(February 4, 2010), 75 FR 6758 (February 10, 2010) 

(SR–NYSEArca–2009–113). 

16See Securities Exchange Act Release No. 58956 

(November 14, 2008), 73 FR 71074 (November 24, 

2008) (SR–NYSEArca–2008–124) (order approving 

listing on the Exchange of the iShares Silver Trust). 

17See Securities Exchange Act Release No. 56224 

(August 8, 2007), 72 FR 45850 (August 15, 2007) 

(SR–NYSEArca–2007–76) (order approving listing 

on the Exchange of the street TRACKS Gold Trust); 

Securities Exchange Act Release No. 56041 (July 11, 

2007), 72 FR 39114 (July 17, 2007) (SR–NYSEArca– 

2007–43) (order approving listing on the Exchange 

of iShares COMEX Gold Trust). 

18See Securities Exchange Act Release No. 79518 

(December 9, 2016), 81 FR 90876 (December 15, 

2016) (SR–NYSEArca–2016–84) (order approving 

listing and trading of shares of the Long Dollar Gold 

Trust). 

19See Securities Exchange Act Release No. 80840 

(June 17, 2017) (SR–NYSEArca–2017–33) (order 

approving listing and trading of shares of the Euro 

Gold Trust, Pound Gold Trust, and the Yen Gold 

Trust under NYSE Arca Equities Rule 8.201). 

20See Securities Exchange Act Release No. 81918 

(October 23, 2017), 82 FR 49884 (October 27, 2017) 

(SR–NYSEArca–2017–98) (Order Approving a 

Proposed Rule Change, as Modified by Amendment 

No. 1 Thereto, to List and Trade Shares of The Gold 

Trust under NYSE Arca Rule 8.201–E). 

21See Securities Exchange Act Release No. 50603 

(October 28, 2004), 69 FR 64614 (November 5, 2004) 

(SR–NYSE–2004–22) (order approving listing of 

street TRACKS Gold Trust on NYSE). 

22See Securities Exchange Act Release Nos. 

51058 (January 19, 2005), 70 FR 3749 (January 26, 

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–NYSEARCA–2018–93 and 

should be submitted on or before 

January 18, 2019. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.18

Brent J. Fields, 

Secretary. 

[FR Doc. 2018–28195 Filed 12–27–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–84881; File No. SR– 

NYSEArca–2018–94] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Relating To Listing and 

Trading of Shares of iShares Gold 

Trust Micro Under NYSE Arca Rule 

8.201–E 

December 20, 2018. 

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 December 

14, 2018, NYSE Arca, Inc. (‘‘Exchange’’ 

or ‘‘NYSE Arca’’) 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. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to list and 

trade shares of iShares Gold Trust Micro 

under NYSE Arca Rule 8.201–E. 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 Exchange proposes to list and 

trade shares (‘‘Shares’’) of the iShares 

Gold Trust Micro under NYSE Arca 

Rule 8.201–E.4 Under NYSE Arca Rule 

8.201–E, the Exchange may propose to 

list and/or trade pursuant to unlisted 

trading privileges (‘‘UTP’’) 

‘‘Commodity-Based Trust Shares.’’ 5

The Trust will not be registered as an 

investment company under the 

Investment Company Act of 1940, as 

amended.6 The Trust is not a 

commodity pool for purposes of the 

Commodity Exchange Act of 1936, as 

amended (the ‘‘Commodity Exchange 

Act’’).7

The sponsor of the Trust is iShares 

Delaware Trust Sponsor LLC 

(‘‘Sponsor’’). The trustee is The Bank of 

New York Mellon (‘‘Trustee’’) and the 

custodian is JPMorgan Chase Bank N.A., 

London branch (‘‘Custodian’’). 

The Commission has previously 

approved listing on the Exchange under 

NYSE Arca Rules 5.2–E(j)(5) and 8.201– 

E of other precious metals and goldbased commodity trusts, including the 

GraniteShares Gold MiniBAR Trust; 8

GraniteShares Gold Trust; 9 Merk Gold 

Trust; 10 ETFS Gold Trust,11 ETFS 

Platinum Trust 12 and ETFS Palladium 

Trust (collectively, the ‘‘ETFS 

Trusts’’); 13 APMEX Physical–1 oz. Gold 

Redeemable Trust; 14 Sprott Gold 

Trust; 15 SPDR Gold Trust (formerly, 

streetTRACKS Gold Trust); iShares 

Silver Trust; 16 iShares COMEX Gold 

Trust (now known as iShares Gold 

Trust); 17 Long Dollar Gold Trust; 18

Euro Gold Trust, Pound Gold Trust and 

Yen Gold Trust; 19 and The Gold 

Trust.20 Prior to their listing on the 

Exchange, the Commission approved 

listing of the streetTRACKS Gold Trust 

on the New York Stock Exchange 

(‘‘NYSE’’) 21 and listing of iShares 

COMEX Gold Trust and iShares Silver 

Trust on the American Stock Exchange 

LLC.22 In addition, the Commission has 


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2005) (SR–Amex–2004–38) (order approving listing 

of iShares COMEX Gold Trust on the American 

Stock Exchange LLC); 53521 (March 20, 2006), 71 

FR 14967 (March 24, 2006) (SR–Amex–2005–72) 

(order approving listing on the American Stock 

Exchange LLC of the iShares Silver Trust). 

23See Securities Exchange Act Release Nos. 

53520 (March 20, 2006), 71 FR 14977 (March 24, 

2006) (SR–PCX–2005–117) (order approving trading 

on the Exchange pursuant to UTP of the iShares 

Silver Trust); 51245 (February 23, 2005), 70 FR 

10731 (March 4, 2005) (SR–PCX–2004–117) (order 

approving trading on the Exchange of the 

streetTRACKS Gold Trust pursuant to UTP). 

24With respect to the application of Rule 10A– 

3 (17 CFR 240.10A–3) under the Act, the Trust 

relies on the exemption contained in Rule 10A– 

3(c)(7). 

25The description of the operation of the Trust, 

the Shares and the gold market contained herein is 

based, in part, on the Registration Statement. See 

note 4, supra. 

26The Basket Gold Amount is the amount of gold 

(measured in fine ounces), determined on each 

business day by the Trustee, which Authorized 

Participants must transfer to the Trust in exchange 

for a Basket, or will receive in exchange for each 

Basket surrendered for redemption. 

approved trading of the streetTRACKS 

Gold Trust and iShares Silver Trust on 

the Exchange pursuant to UTP.23

The Exchange represents that the 

Shares satisfy the requirements of NYSE 

Arca Rule 8.201–E and thereby qualify 

for listing on the Exchange.24

Operation of the Trust 25

According to the Registration 

Statement, the Trust will seek to reflect 

generally the performance of the price of 

gold before payment of the Trust’s 

expenses and liabilities. The Trust will 

issue Shares which represent units of 

fractional undivided beneficial interest 

in the net assets of the Trust. 

The Trust will not trade in gold 

futures, options or swap contracts on 

any futures exchange or over the 

counter (‘‘OTC’’). The Trust will not 

hold or trade in commodity futures 

contracts, ‘‘commodity interests’’, or any 

other instruments regulated by the 

Commodity Exchange Act. The Trust 

will take delivery of physical gold that 

complies with the London Bullion 

Market Association (‘‘LBMA’’) gold 

delivery rules. 

The Shares are intended to constitute 

a simple and cost-effective means of 

making an investment similar to an 

investment in gold. Although the Shares 

are not the exact equivalent of an 

investment in gold, they are intended to 

provide investors with an alternative 

that allows a level of participation in the 

gold market through the securities 

market. 

Operation of the Gold Market 

The global trade in gold consists of 

OTC transactions in spot, forwards, and 

options and other derivatives, together 

with exchange-traded futures and 

options. 

The OTC gold market includes spot, 

forward, and option and other 

derivative transactions conducted on a 

principal-to-principal basis. While this 

is a global, nearly 24-hour per day 

market, its main centers are London, 

New York, and Zurich. 

According to the Registration 

Statement, most OTC market trades are 

cleared through London. The LBMA 

plays an important role in setting OTC 

gold trading industry standards. A 

London Good Delivery Bar (as described 

below), which is acceptable for 

settlement of any OTC transaction, will 

be acceptable for delivery to the Trust 

in connection with the issuance of 

Baskets. 

The most significant gold futures 

exchange in the U.S. is COMEX, 

operated by Commodities Exchange, 

Inc., a subsidiary of New York 

Mercantile Exchange, Inc., and a 

subsidiary of the Chicago Mercantile 

Exchange Group (the ‘‘CME Group’’). 

Other commodity exchanges include the 

Tokyo Commodity Exchange 

(‘‘TOCOM’’), the Multi Commodity 

Exchange Of India (‘‘MCX’’), the 

Shanghai Futures Exchange, ICE Futures 

US (the ‘‘ICE’’), and the Dubai Gold & 

Commodities Exchange. The CME 

Group and ICE are members of the 

Intermarket Surveillance Group (‘‘ISG’’). 

Although the Trust will not invest in 

gold futures, information about the gold 

futures market is relevant as such 

markets contribute to, and provide 

evidence of, the liquidity of the overall 

market for gold. 

The London Gold Bullion Market 

According to the Registration 

Statement, most trading in physical gold 

is conducted on the OTC market, 

predominantly in London. LBMA 

coordinates various OTC-market 

activities, including clearing and 

vaulting, acts as the principal 

intermediary between physical gold 

market participants and the relevant 

regulators, promotes good trading 

practices and develops standard market 

documentation. In addition, the LBMA 

promotes refining standards for the gold 

market by maintaining the ‘‘London 

Good Delivery List,’’ which identifies 

refiners of gold that have been approved 

by the LBMA. 

In the OTC market, gold bars that 

meet the specifications for weight, 

dimensions, fineness (or purity), 

identifying marks (including the assay 

stamp of an LBMA-acceptable refiner) 

and appearance described in ‘‘The Good 

Delivery Rules for Gold and Silver Bars’’ 

published by the LBMA are referred to 

as ‘‘London Good Delivery Bars.’’ A 

London Good Delivery Bar (typically 

called a ‘‘400 ounce bar’’) must contain 

between 350 and 430 fine troy ounces 

of gold (1 troy ounce = 31.1034768 

grams), with a minimum fineness (or 

purity) of 995 parts per 1,000 (99.5%), 

be of good appearance and be easy to 

handle and stack. The fine gold content 

of a gold bar is calculated by 

multiplying the gross weight of the bar 

(expressed in units of 0.025 troy ounces) 

by the fineness of the bar. A London 

Good Delivery Bar must also bear the 

stamp of one of the refiners identified 

on the London Good Delivery List. 

Following the enactment of the 

Financial Markets Act 2012, the 

Prudential Regulation Authority of the 

Bank of England is responsible for 

regulating most of the financial firms 

that are active in the bullion market, 

and the Financial Conduct Authority is 

responsible for consumer and 

competition issues. Trading in spot, 

forwards and wholesale deposits in the 

bullion market is subject to the NonInvestment Products Code adopted by 

market participants. 

Creation and Redemption of Shares 

According to the Registration 

Statement, the Trust will create and 

redeem Shares on a continuous basis in 

‘‘Baskets’’ of 50,000 Shares. Only 

‘‘Authorized Participants’’, which are 

registered broker-dealers who have 

entered into written agreements with 

the Sponsor and the Trustee, can 

deposit gold and receive Baskets in 

exchange. Upon the deposit of the 

corresponding amount of gold with the 

Custodian, and the payment of the 

Trustee’s applicable fee and of any 

expenses, taxes or charges, the Trustee 

will deliver the appropriate number of 

Baskets to the DTC account of the 

depositing Authorized Participant. The 

Sponsor and the Trustee will maintain 

a current list of Authorized Participants. 

Gold deposited with the Custodian must 

meet the specifications for weight, 

dimensions, fineness (or purity), 

identifying marks and appearance of 

gold bars as set forth in ‘‘The Good 

Delivery Rules for Gold and Silver Bars’’ 

published by the LBMA. Orders to 

create or redeem Shares must be placed 

by 3:59 p.m. Eastern Time (‘‘E.T.’’). 

The ‘‘Basket Gold Amount’’ necessary 

for the creation of a Basket will change 

from day to day.26 On each day that 

NYSE Arca is open for regular trading, 

the Trustee will adjust the quantity of 

gold constituting the Basket Gold 

Amount as appropriate to reflect sales of 

gold, any loss of gold that may occur, 

and accrued expenses. The computation 

is made by the Trustee as promptly as 


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27The IIV on a per Share basis disseminated 

during the ‘‘Core Trading Session’’, as defined in 

NYSE Arca Rule 7.34–E, should not be viewed as 

a real-time update of the NAV, which is calculated 

once a day. 

28The bid-ask price of the Shares will be 

determined using the highest bid and lowest offer 

on the consolidated tape as of the time of 

calculation of the closing day NAV. 

practicable after 4:00 p.m., E.T. The 

Trustee will determine the Basket Gold 

Amount for a given day by multiplying 

the NAV by the number of Shares in 

each Basket (50,000) and dividing the 

resulting product by that day’s LBMA 

Gold Price PM. 

The Trustee intends to make available 

on each business day through the same 

channels used to disseminate the actual 

Basket Gold Amount determined by the 

Trustee as indicated above an indicative 

Basket Gold Amount for the next 

business day. Authorized Participants 

may use that indicative Basket Gold 

Amount as guidance regarding the 

amount of gold that they may expect to 

have to deposit with the Custodian in 

respect of purchase orders placed by 

them on such next business day and 

accepted by the Trustee. The agreement 

entered into with each Authorized 

Participant provides, however, that once 

a purchase order has been accepted by 

the Trustee, the Authorized Participant 

will be required to deposit with the 

Custodian the Basket Gold Amount 

determined by the Trustee on the 

effective date of the purchase order. 

Redemption of Baskets; Withdrawal of 

Gold 

According to the Registration 

Statement, Authorized Participants, 

acting on authority of the registered 

holder of Shares, may surrender Baskets 

in exchange for the corresponding 

Basket Gold Amount announced by the 

Trustee. Upon the surrender of such 

Shares and the payment of the Trustee’s 

applicable fee and of any expenses, 

taxes or charges, the Trustee will deliver 

to the order of the redeeming 

Authorized Participant the amount of 

gold corresponding to the redeemed 

Baskets. 

The amount of gold necessary for the 

creation of a Basket, or to be received 

upon redemption of a Basket, will 

decrease over the life of the Trust, due 

to the payment or accrual of fees and 

other expenses or liabilities payable by 

the Trust. 

Unless otherwise agreed to by the 

Custodian, gold is delivered to the 

redeeming Authorized Participants in 

the form of physical bars only (except 

that any amount of less than 430 ounces 

may be transferred to an unallocated 

account of or as ordered by, the 

redeeming Authorized Participant). 

Net Asset Value 

According to the Registration 

Statement, the net asset value of the 

Trust will be obtained by subtracting all 

accrued fees, expenses and other 

liabilities of the Trust on any day from 

the total value of the gold and all other 

assets of the Trust on that day; the net 

asset value per Share (the ‘‘NAV’’) will 

be obtained by dividing the net asset 

value of the Trust by the number of 

Shares outstanding on the date the 

computation is made. On each day on 

which NYSE Arca is open for regular 

trading, the Trustee will determine the 

NAV as promptly as practicable after 

4:00 p.m., E.T. The Trustee will value 

the Trust’s gold on the basis of that 

day’s LBMA Gold Price PM. If there is 

no LBMA Gold Price PM on any day, 

the Trustee is authorized to use the most 

recently announced LBMA Gold Price 

AM unless the Sponsor determines that 

such price is inappropriate as a basis for 

evaluation. 

Availability of Information Regarding 

Gold 

Currently, the ‘‘Consolidated Tape 

Plan’’ does not provide for 

dissemination of the spot price of a 

commodity such as gold over the 

consolidated tape. However, there will 

be disseminated over the consolidated 

tape the last sale price for the Shares. In 

addition, there is a considerable amount 

of information about gold and gold 

markets available on public websites 

and through professional and 

subscription services. 

Investors may obtain gold pricing 

information on a 24-hour basis based on 

the spot price for an ounce of gold from 

various financial information service 

providers, such as Reuters and 

Bloomberg. 

Reuters and Bloomberg, for example, 

provide at no charge on their websites 

delayed information regarding the spot 

price of gold and last sale prices of gold 

futures, as well as information about 

news and developments in the gold 

market. Reuters and Bloomberg also 

offer a professional service to 

subscribers for a fee that provides 

information on gold prices directly from 

market participants. Complete real-time 

data for gold futures and options prices 

traded on the COMEX are available by 

subscription from Reuters and 

Bloomberg. There are a variety of other 

public websites providing information 

on gold, ranging from those specializing 

in precious metals to sites maintained 

by major newspapers. In addition, the 

LBMA Gold Price is publicly available 

at no charge at www.lbma.org.uk. 

Availability of Information 

The intraday indicative value (‘‘IIV’’) 

per Share for the Shares will be 

disseminated by one or more major 

market data vendors. The IIV will be 

calculated based on the amount of gold 

held by the Trust and a price of gold 

derived from updated bids and offers 

indicative of the spot price of gold.27

The website for the Trust 

(www.ishares.com) will contain the 

following information, on a per Share 

basis, for the Trust: (a) The mid-point of 

the bid-ask price 28 at the close of 

trading (‘‘Bid/Ask Price’’), and a 

calculation of the premium or discount 

of such price against such NAV; and (b) 

data in chart format displaying the 

frequency distribution of discounts and 

premiums of the Bid/Ask Price against 

the NAV, within appropriate ranges, for 

each of the four previous calendar 

quarters. The website for the Trust will 

also provide the Trust’s prospectus. 

Finally, the Trust’s website will provide 

the last sale price of the Shares as traded 

in the U.S. market. In addition, 

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. 

Criteria for Initial and Continued Listing 

The Trust will be subject to the 

criteria in NYSE Arca Rule 8.201–E(e) 

for initial and continued listing of the 

Shares. 

A minimum of two Baskets or 100,000 

Shares will be required to be 

outstanding at the start of trading, 

which is equivalent to 1,000 fine ounces 

of gold. The Exchange believes that the 

anticipated minimum number of Shares 

outstanding at the start of trading is 

sufficient to provide adequate market 

liquidity. 

Trading Rules 

The Exchange deems the Shares to be 

equity securities, thus rendering trading 

in the Trust subject to the Exchange’s 

existing rules governing the trading of 

equity securities. Trading in the Shares 

on the Exchange will occur in 

accordance with NYSE Arca Rule 7.34– 

E(a). The Exchange has appropriate 

rules to facilitate transactions in the 

Shares during all trading sessions. As 

provided in NYSE Arca Rule 7.6–E, the 

minimum price variation (‘‘MPV’’) for 

quoting and entry of orders in equity 


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29See NYSE Arca Rule 7.12–E. 

30FINRA conducts cross-market surveillances on 

behalf of the Exchange pursuant to a regulatory 

services agreement. The Exchange is responsible for 

FINRA’s performance under this regulatory services 

agreement. 

31For a list of the current members of ISG, see 

www.isgportal.org. 

securities traded on the NYSE Arca 

Marketplace is $0.01, with the exception 

of securities that are priced less than 

$1.00 for which the MPV for order entry 

is $0.0001. 

Further, NYSE Arca Rule 8.201–E sets 

forth certain restrictions on ETP Holders 

acting as registered Market Makers in 

the Shares to facilitate surveillance. 

Under NYSE Arca Rule 8.201–E(g), an 

ETP Holder acting as a registered Market 

Maker in the Shares is required to 

provide the Exchange with information 

relating to its trading in the underlying 

gold, related futures or options on 

futures, or any other related derivatives. 

Commentary .04 of NYSE Arca Rule 

11.3–E requires an ETP Holder acting as 

a registered Market Maker, and its 

affiliates, in the Shares to establish, 

maintain and enforce written policies 

and procedures reasonably designed to 

prevent the misuse of any material 

nonpublic information with respect to 

such products, any components of the 

related products, any physical asset or 

commodity underlying the product, 

applicable currencies, underlying 

indexes, related futures or options on 

futures, and any related derivative 

instruments (including the Shares). 

As a general matter, the Exchange has 

regulatory jurisdiction over its ETP 

Holders and their associated persons, 

which include any person or entity 

controlling an ETP Holder. A subsidiary 

or affiliate of an ETP Holder that does 

business only in commodities or futures 

contracts would not be subject to 

Exchange jurisdiction, but the Exchange 

could obtain information regarding the 

activities of such subsidiary or affiliate 

through surveillance sharing agreements 

with regulatory organizations of which 

such subsidiary or affiliate is a member. 

With respect to trading halts, the 

Exchange may consider all relevant 

factors in exercising its discretion to 

halt or suspend trading in the Shares. 

Trading on the Exchange in the Shares 

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 

conditions in the underlying gold 

market have caused disruptions and/or 

lack of trading, or (2) whether other 

unusual conditions or circumstances 

detrimental to the maintenance of a fair 

and orderly market are present. In 

addition, trading in Shares will be 

subject to trading halts caused by 

extraordinary market volatility pursuant 

to the Exchange’s ‘‘circuit breaker’’ 

rule.29 The Exchange will halt trading in 

the Shares if the NAV of the Trust is not 

calculated or disseminated daily. The 

Exchange may halt trading during the 

day in which an interruption occurs to 

the dissemination of the IIV, as 

described above. If the interruption to 

the dissemination of the IIV persists 

past the trading day in which it occurs, 

the Exchange will halt trading no later 

than the beginning of the trading day 

following the interruption. 

Surveillance 

The Exchange represents that trading 

in the Shares will be subject to the 

existing trading surveillances 

administered by the Exchange, as well 

as cross-market surveillances 

administered by 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.30 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 federal 

securities laws applicable to trading on 

the Exchange. 

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. 

The Exchange or FINRA, on behalf of 

the Exchange, or both, will 

communicate as needed regarding 

trading in the Shares with other markets 

and other entities that are members of 

the ISG, and the Exchange or FINRA, on 

behalf of the Exchange, or both, may 

obtain trading information regarding 

trading in the Shares from such markets 

and other entities. In addition, the 

Exchange may obtain information 

regarding trading in the Shares from 

markets and other entities that are 

members of ISG or with which the 

Exchange has in place a comprehensive 

surveillance sharing agreement.31

Also, pursuant to NYSE Arca Rule 

8.201–E(g), the Exchange is able to 

obtain information regarding trading in 

the Shares and the underlying gold, gold 

futures contracts, options on gold 

futures, or any other gold derivative, 

through Equity Trading Permit (‘‘ETP’’) 

Holders acting as registered ‘‘Market 

Makers’’, in connection with such ETP 

Holders’ proprietary or customer trades 

through ETP Holders which they effect 

on any relevant market. 

In addition, the Exchange also has a 

general policy prohibiting the 

distribution of material, non-public 

information by its employees. 

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 of the Trust on the 

Exchange. 

The issuer has represented to the 

Exchange that it will advise the 

Exchange of any failure by the Trust 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 Trust is not in 

compliance with the applicable listing 

requirements, the Exchange will 

commence delisting procedures under 

NYSE Arca Rule 5.5–E(m). 

Information Bulletin 

Prior to the commencement of 

trading, the Exchange will inform its 

ETP Holders in an Information Bulletin 

of the special characteristics and risks 

associated with trading the Shares. 

Specifically, the Information Bulletin 

will discuss the following: (1) The 

procedures for purchases and 

redemptions of Shares in Baskets 

(including noting that Shares are not 

individually redeemable); (2) NYSE 

Arca Rule 9.2–E(a), which imposes a 

duty of due diligence on its ETP Holders 

to learn the essential facts relating to 

every customer prior to trading the 

Shares; (3) how information regarding 

the IIV is disseminated; (4) the 

requirement that ETP Holders deliver a 

prospectus to investors purchasing 

newly issued Shares prior to or 

concurrently with the confirmation of a 

transaction; (5) the possibility that 

trading spreads and the resulting 

premium or discount on the Shares may 

widen as a result of reduced liquidity of 

gold trading during the Core Trading 

Session and ‘‘Late Trading Session’’ (as 

defined in NYSE Arca Rule 7.34–E) after 

the close of the major world gold 

markets; and (6) trading information. 

For example, the Information Bulletin 

will advise ETP Holders, prior to the 

commencement of trading, of the 


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67404 Federal Register / Vol. 83, No. 248 / Friday, December 28, 2018 / Notices 

32 15 U.S.C. 78f(b)(5). 

33 15 U.S.C. 78s(b)(3)(A). 

34 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6)(iii) requires a self-regulatory organization 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. 

35See notes 8–23, supra. 

36For 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). 

prospectus delivery requirements 

applicable to the Trust. The Exchange 

notes that investors purchasing Shares 

directly from the Trust will receive a 

prospectus. ETP Holders purchasing 

Shares from the Trust for resale to 

investors will deliver a prospectus to 

such investors. 

In addition, the Information Bulletin 

will reference that the Trust is subject 

to various fees and expenses as will be 

described in the Registration Statement. 

The Information Bulletin will also 

reference the fact that there is no 

regulated source of last sale information 

regarding physical gold, that the 

Commission has no jurisdiction over the 

trading of gold as a physical commodity, 

and that the Commodity Futures 

Trading Commission has regulatory 

jurisdiction over the trading of gold 

futures contracts and options on gold 

futures contracts. 

The Information Bulletin will also 

discuss any relief, if granted, by the 

Commission or the staff from any rules 

under the Act. 

2. Statutory Basis 

The basis under the Act for this 

proposed rule change is the requirement 

under Section 6(b)(5) 32 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. 

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 NYSE Arca Rule 

8.201–E. 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 applicable federal securities 

laws. The Exchange may obtain 

information via the ISG from other 

exchanges that are members of ISG or 

with which the Exchange has entered 

into a comprehensive surveillance 

sharing agreement. 

The proposed rule change is designed 

to promote just and equitable principles 

of trade and to protect investors and the 

public interest in that there is a 

considerable amount of gold price and 

gold market information available on 

public websites and through 

professional and subscription services. 

Investors may obtain on a 24-hour basis 

gold pricing information based on the 

spot price for an ounce of gold from 

various financial information service 

providers. Investors may obtain gold 

pricing information based on the spot 

price for an ounce of gold from various 

financial information service providers. 

Current spot prices also are generally 

available with bid/ask spreads from gold 

bullion dealers. In addition, the Trust’s 

website will provide pricing 

information for gold spot prices and the 

Shares. Market prices for the Shares will 

be available from a variety of sources 

including brokerage firms, information 

websites and other information service 

providers. The NAV of the Trust will be 

published by the Sponsor on each day 

that the NYSE Arca is open for regular 

trading and will be posted on the Trust’s 

website. The IIV relating to the Shares 

will be widely disseminated by one or 

more major market data vendors at least 

every 15 seconds during the Core 

Trading Session. In addition, the LBMA 

Gold Price is publicly available at no 

charge at www.lbma.org.uk. The Trust’s 

website will also provide the Trust’s 

prospectus, as well as the two most 

recent reports to stockholders. In 

addition, information regarding market 

price and trading volume of the Shares 

will be continually available on a realtime 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 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 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 gold pricing. 

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 

Exchange believes the proposed rule 

change will enhance competition by 

accommodating Exchange trading of an 

additional exchange-traded product 

relating to physical gold. 

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 proposed rule change 

does not: (i) Significantly affect the 

protection of investors or the public 

interest; (ii) impose any significant 

burden on competition; or (iii) become 

operative prior to 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) of the Act 33 and 

Rule 19b–4(f)(6) thereunder.34

The Exchange has asked the 

Commission to waive the 30-day 

operative delay so that the proposal may 

become operative immediately upon 

filing. The Exchange states that the 

Fund would operate in a manner 

comparable to other issues of 

Commodity-Based Trust Shares whose 

listing and trading the Commission has 

previously approved.35 The Exchange 

does not believe the proposed rule 

change raises any novel regulatory 

issues. Therefore, the Commission 

believes that waiver of the 30-day 

operative delay is consistent with the 

protection of investors and the public 

interest and hereby waives the 30-day 

operative delay and designates the 

proposed rule change to be operative 

upon filing.36

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 


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Federal Register / Vol. 83, No. 248 / Friday, December 28, 2018 / Notices 67405 

37 17 CFR 200.30–3(a)(12). 1 15 U.S.C.78s(b)(1). 

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The Exchange initially filed rule changes 

relating to its co-location services with the 

Commission on May 18, 2018. See Securities 

Exchange Act Release No. 83351 (May 31, 2018), 83 

FR 26314 (June 6, 2018) (SR–NYSENAT–2018–07). 

The Exchange operates a data center in Mahwah, 

New Jersey (the ‘‘data center’’) from which it 

provides co-location services to Users. 

5 Id. 

6For purposes of the Exchange’s co-location 

services, a ‘‘User’’ means any market participant 

that requests to receive co-location services directly 

from the Exchange. See supra note 4 at note 9. As 

specified in the Price List, a User that incurs colocation fees for a particular co-location service 

pursuant thereto would not be subject to co-location 

fees for the same co-location service charged by the 

Exchange’s affiliates NYSE American LLC (‘‘NYSE 

American’’), New York Stock Exchange LLC 

(‘‘NYSE’’), and NYSE Arca, Inc. (‘‘NYSE Arca’’ and, 

together with NYSE American and NYSE, the 

‘‘Affiliate SROs’’). See supra note 4 at note 11. 

7See supra note 4. 

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 (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSEArca–2018–94 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–2018–94. 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–NYSEArca–2018–94 and 

should be submitted on or before 

January 18, 2019. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.37

Brent J. Fields, 

Secretary. 

[FR Doc. 2018–28182 Filed 12–27–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–84895; File No. SR– 

NYSENAT–2018–26] 

Self-Regulatory Organizations; NYSE 

National, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Amend Its Schedule of 

Fees and Rebates To Extend for One 

Year a Fee Discount for the Partial 

Cabinet Solution Bundles Offered in 

Connection With the Exchange’s CoLocation Services 

December 20, 2018. 

Pursuant to Section 19(b)(1) 1 of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on December 

12, 2018, NYSE National, Inc. (the 

‘‘Exchange’’ or ‘‘NYSE National’’) filed 

with the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the selfregulatory organization. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend its 

Schedule of Fees and Rebates (the 

‘‘Price List’’) to extend for one year a fee 

discount for the Partial Cabinet Solution 

bundles offered in connection with the 

Exchange’s co-location services. 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 Exchange proposes to amend the 

Exchange’s Fee Schedules to extend a 

fee discount for the Partial Cabinet 

Solution bundles offered in connection 

with the Exchange’s co-location 

services.4 The Exchange offers the four 

Partial Cabinet Solution bundles to 

attract smaller Users, such as those with 

minimal power or cabinet space 

demands, or those for which the 

attendant costs of having a dedicated 

cabinet and related connectivity are too 

burdensome.5

The Exchange offers Users 6 that 

purchase a Partial Cabinet Solution 

bundle on or before December 31, 2018 

a 50% reduction in the monthly 


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