77322 Federal Register / Vol. 85, No. 231 / Tuesday, December 1, 2020 / Notices 

10 15 U.S.C. 78s(b)(3)(A). 

11 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

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. 

12 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

Because the 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 after the date of 

the filing, or such shorter time as the 

Commission may designate, it has 

become effective pursuant to 19(b)(3)(A) 

of the Act 10 and Rule 19b–4(f)(6) 11

thereunder. 

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 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

MIAX–2020–36 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–MIAX–2020–36. 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–MIAX–2020–36 and should 

be submitted on or before December 22, 

2020. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–26405 Filed 11–30–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90523; File No. SR–BOX– 

2020–36] 

Self-Regulatory Organizations; BOX 

Exchange LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend BOX Rule 7020 

(‘‘Days and Hours of Business’’) 

November 25, 2020. 

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

Securities Exchange Act of 1934 

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that, on 

November 19, 2020, BOX Exchange LLC 

(‘‘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. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend 

BOX Rule 7020 (‘‘Days and Hours of 

Business’’). The text of the proposed 

rule change is available from the 

principal office of the Exchange, at the 

Commission’s Public Reference Room 

and also on the Exchange’s internet 

website at http://boxoptions.com. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

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 these statements may be examined at 

the places specified in Item IV below. 

The self-regulatory organization has 

prepared summaries, set forth in 

Sections A, B, and C below, of the most 

significant aspects of such statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend 

BOX Rule 7020 (Days and Hours of 

Business) to include Rule 7020(f) which 

details Exchange actions in emergency 

conditions. Specifically, proposed Rule 

7020(f) states that the Chief Executive 

Officer or the President (or his or her 

senior-level designee) have the power to 

halt trading in some or all securities 

traded on the Exchange, to close some 

or all Exchange facilities, to determine 

the duration of any such halt or closing, 

to take one or more of the actions 

permitted to be taken by any person or 

body of the Exchange under Exchange 

rules, or to take any other action 

deemed to be necessary or appropriate 

for the maintenance of a fair and orderly 

market or the protection of investors, or 

otherwise in the public interest, due to 

emergency conditions or extraordinary 

circumstances, such as (1) actual or 

threatened physical danger, severe 

climatic conditions, natural disaster, 

civil unrest, terrorism, acts of war, or 


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Federal Register / Vol. 85, No. 231 / Tuesday, December 1, 2020 / Notices 77323 

3See Cboe Exchange, Inc. (‘‘Cboe’’) Rule 5.23(d) 4 15 U.S.C. 78f(b). 

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

6 15 U.S.C. 78f(b)(1). 

7See Cboe Rule 5.23(d), NYSE Arca, Inc. (‘‘NYSE 

Arca’’) Rule 7.1–O(d), and Miami International 

Securities Exchange LLC (‘‘MIAX’’) Rule 523. 

8See supra note 3. 

9 15 U.S.C. 78s(b)(3)(A)(iii). 

10 17 CFR 240.19b–4(f)(6). 

11 15 U.S.C. 78s(b)(3)(A). 

12 15 U.S.C. 78s(b)(3)(A)(iii). 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 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 Commission notes that the 

Exchange satisfied this requirement. 

13 17 CFR 240.19b–4(f)(6). 

14 17 CFR 240.19b–4(f)(6)(iii). 

15For purposes only of waiving the operative 

delay for this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 

16 15 U.S.C. 78s(b)(2)(B). 

loss or interruption of facilities utilized 

by the Exchange, or (2) a request by a 

governmental agency or official, or (3) a 

period of mourning or recognition for a 

person or event. The Exchange notes 

that the proposed change is 

substantially similar to a rule currently 

in place at another options exchange.3

2. Statutory Basis 

The Exchange believes that the 

proposal is consistent with the 

requirements of Section 6(b) of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’),4 in general, and Section 6(b)(5) 

of the Act,5 in particular, in that it is 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade, to foster cooperation and 

coordination with persons engaged in 

facilitating transactions in securities, 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 and because they are not 

designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. The 

Exchange also believes that the 

proposed rule changes are consistent 

with Section 6(b)(1) of the Act,6 in that 

they enable the Exchange to be so 

organized as to have the capacity to be 

able to carry out the purposes of the Act 

and to comply, and to enforce 

compliance by its Exchange Participants 

and persons associated with its 

Exchange Participants, with the 

provisions of the Act, the rules and 

regulations thereunder, and the rules of 

the Exchange. 

The Exchange believes that the 

proposed changes to BOX Rule 7020 

would remove impediments to, and 

perfect the mechanisms of, a free and 

open market and a national market 

system and, in general, protect investors 

and the public interest, and enable the 

Exchange to be so organized as to have 

the capacity to be able to carry out the 

purposes of the Act, because they would 

make BOX Rule 7020 more reflective of 

the process and procedure with respect 

to the exchange actions in emergency 

conditions which are practiced at all 

other exchanges in the industry.7

Further, the Exchange believe that 

bestowing authority in the Chief 

Executive Officer of the President (or his 

or her senior-level designee)—rather 

than the BOX Board—is appropriate as 

their authority relates to the general 

charge and supervision of Exchange 

business. The Exchange believes that 

the responsibility and power to take 

action in emergency conditions 

bestowed upon the CEO or President is 

appropriate as it is more aligned with 

the scope of the CEO’s and President’s 

roles at the Exchange than the Board. 

Lastly, the Exchange again notes that 

a substantially similar rule currently 

exists at another exchange.8

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition not 

necessary or appropriate in furtherance 

of the purposes of the Act. In this regard 

and as indicated above, the Exchange 

notes that the proposed rule is 

substantially similar to a rule currently 

in place at another exchange. The 

Exchange does not believe that the 

proposed rule change imposes any 

burden on intramarket competition 

because it applies to all Participants and 

is not designed to address any 

competitive issue. Further, the 

Exchange does not believe that the 

proposed rule change will impose any 

burden on intermarket competition that 

is not necessary or appropriate in 

furtherance of the purposes of the Act 

because the rule change is not intended 

to address competitive issues but rather 

is concerned solely with the 

administration and functioning of the 

Exchange. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange has neither solicited 

nor received comments on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The Exchange has filed the proposed 

rule change pursuant to Section 

19(b)(3)(A)(iii) of the Act 9 and Rule 

19b–4(f)(6) thereunder.10 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; and (iii) become operative 

prior to 30 days from the date on which 

it was filed, or such shorter time as the 

Commission may designate, if 

consistent with the protection of 

investors and the public interest, the 

proposed rule change has become 

effective pursuant to Section 19(b)(3)(A) 

of the Act 11 and Rule 19b–4(f)(6)(iii) 

thereunder.12

A proposed rule change filed under 

Rule 19b–4(f)(6) 13 normally does not 

become operative prior to 30 days after 

the date of filing. However, pursuant to 

Rule 19b–4(f)(6)(iii),14 the Commission 

may designate a shorter time if such 

action is consistent with the protection 

of investors and the public interest. 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’s proposed rule is 

substantively similar to rules currently 

in place on other options exchanges and 

therefore raises no novel regulatory 

issues. Accordingly, the Commission 

waives the 30-day operative delay and 

designates the proposed rule change as 

operative upon filing with the 

Commission.15

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. If the 

Commission takes such action, the 

Commission shall institute proceedings 

under Section 19(b)(2)(B) 16 of the Act to 

determine whether the proposed rule 

change should be approved or 

disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 


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77324 Federal Register / Vol. 85, No. 231 / Tuesday, December 1, 2020 / Notices 

17 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3REITs are subject to the same fee schedule as 

other equity securities; however for the purpose of 

determining the total shares outstanding, shares 

outstanding of all members in a REIT Family listed 

on the same Nasdaq market tier may be aggregated. 

Similarly, for the purpose of determining the total 

shares outstanding, fund sponsors may aggregate 

shares outstanding of all Closed-End Funds in the 

same fund family listed on the Nasdaq Global 

Market or the Nasdaq Capital Market. See Listing 

Rules 5910(b)(2) and 5920(b)(2). 

4The proposed fee change reflects about a 2.5% 

increase rounded to the nearest $500. 

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– 

BOX–2020–36 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–BOX–2020–36. 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–BOX–2020–36 and should 

be submitted on or before December 22, 

2020. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–26501 Filed 11–30–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90519; File No. SR– 

NASDAQ–2020–072] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Modify 

Certain Annual Listing Fees 

November 25, 2020. 

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

Securities Exchange Act of 1934 

(‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on November 

13, 2020, The Nasdaq Stock Market LLC 

(‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III below, which Items have been 

prepared by the Exchange. 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 a rule change 

to modify certain listing fees. While 

changes proposed herein are effective 

upon filing, the Exchange has 

designated the proposed amendments to 

be operative on January 1, 2021. 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://listingcenter.nasdaq.com/ 

rulebook/nasdaq/rules, at the principal 

office of the Exchange, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of the proposed rule 

change is to modify the Exchange’s allinclusive annual listing fees for all 

domestic and foreign companies listing 

equity securities covered by Listing 

Rules 5910 and 5920 on the Nasdaq 

Global Select, Global and Capital 

Markets. 

Currently, for companies listed on the 

Capital Market, other than, in part, 

ADRs, Closed-end Funds and Limited 

Partnerships, the all-inclusive annual 

fee ranges from $43,000 to $77,000; for 

ADRs listed on the Capital Market the 

all-inclusive annual fee ranges from 

$43,000 to $51,500; and for Limited 

Partnerships listed on the Capital 

Market the all-inclusive annual fee 

ranges from $31,000 to $38,500. On the 

Global and Global Select Markets, the 

all-inclusive annual fee for companies 

other than, in part, ADRs, Closed-end 

Funds and Limited Partnerships ranges 

from $46,000 to $159,000; for ADRs the 

all-inclusive annual fee ranges from 

$46,000 to $82,000; and for Limited 

Partnerships the all-inclusive annual fee 

ranges from $38,500 to $79,500. The allinclusive annual fee for Closed-end 

Funds listed on any market tier ranges 

from $31,000 to $102,500. In each case, 

a company’s all-inclusive annual fee is 

based on its total shares outstanding.3

Nasdaq proposes to amend the allinclusive annual fee for all domestic 

and foreign companies listing equity 

securities on the Nasdaq Global Select, 

Global and Capital Markets to the 

following amounts,4 effective January 1, 

2021: 


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