Federal Register / Vol. 85, No. 250 / Wednesday, December 30, 2020 / Notices 86625 

10 Id. 

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

12 17 CFR 240.19b–4(f)(6). 

13 15 U.S.C. 78s(b)(3)(A)(iii). 

14 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 fulfilled this requirement. 

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

16 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. 

the proposed rule change raises any new 

or novel issues not already considered 

by the Commission. 

In addition, the Exchange believes 

that the proposal is consistent with just 

and equitable principles of trade and 

not unfairly discriminatory because the 

Risk Controls mechanism is available to 

all Members and their clearing firms 

without charge. 

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 proposal 

is designed to expand the Exchange’s 

existing, optional Risk Controls 

mechanism by adding a new Net 

Notional Exposure risk control. The 

Exchange is not proposing to charge any 

fee for use of any aspect of its Risk 

Controls mechanism. The Exchange 

does not believe the proposed rule 

change will impose any burden on 

intermarket competition because other 

exchanges offer similar functionality.10

The Exchange also does not believe that 

the proposal will impose a burden on 

intramarket competition because its 

Risk Controls mechanism is available to 

all Members, and clearing firms of 

Members, and provides a way for LTSE 

Members and clearing firms to manage 

their risk by preventing trading that is 

erroneous or exceeds a Member or 

clearing firm’s financial resources, 

thereby contributing to the stability of 

the equities markets. Accordingly, the 

Exchange does not believe that this 

proposal will have any impact on 

competition. 

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 

The Exchange has filed the proposed 

rule change pursuant to Section 

19(b)(3)(A)(iii) of the Act 11 and Rule 

19b–4(f)(6) thereunder.12 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, 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)(iii) of the Act 13 and Rule 

19b–4(f)(6)(iii) thereunder.14

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) 15 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: 

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– 

LTSE–2020–23 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–LTSE–2020–23. 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–LTSE–2020–23 and should 

be submitted on or before January 20, 

2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.16

Eduardo A. Aleman, 

Deputy Secretary. 

[FR Doc. 2020–28806 Filed 12–29–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90776; File No. SR–NYSE– 

2020–105] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing of Proposed Rule Change 

Revising Rules 46 and 46A To Permit 

the Appointment of Trading Officials 

December 22, 2020 

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 

15, 2020, New York Stock Exchange 

LLC (‘‘NYSE’’ or the ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (the ‘‘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 

86626 Federal Register / Vol. 85, No. 250 / Wednesday, December 30, 2020 / Notices 

4Rule 2(a) states that the term ‘‘member,’’ when 

referring to a natural person, means a natural 

person associated with a member organization who 

has been approved by the Exchange and designated 

by such member organization to effect transactions 

on the Exchange Trading Floor or any facility 

thereof. See also note 6, infra. 

5The title ‘‘Floor Official’’ includes a broad 

category of titles that include, in order of increasing 

seniority, Floor Officials, Senior Floor Officials, 

Executive Floor Officials, Floor Governors and 

Executive Floor Governors. See Rules 46 and 46A 

(defining Floor Official, Floor Governor, Executive 

Floor Official, Senior Floor Official and Executive 

Floor Governors). 

6See 15 U.S.C. 78f. 

7The term ‘‘Trading Floor’’ is defined in Rule 6A 

to mean the restricted-access physical areas 

designated by the Exchange for the trading of 

securities, commonly known as the ‘‘Main Room’’ 

and the ‘‘Buttonwood Room.’’ 

8See Securities Exchange Act Release No. 57627 

(April 4, 2008), 73 FR 19919 (April 11, 2008) (SR– 

NYSE–2008–19) (‘‘Release No. 57627’’). 

9See, e.g., Securities Exchange Act Release No. 

75695 (August 13, 2015), 80 FR 50365 (August 19, 

2015) (SR–NYSE–2015–33) (deletion of Rule 79A.20 

requiring prior Floor Official approval for certain 

DMM dealer trades more than one or two dollars 

away from the last sale as moot). 

10See Securities Exchange Act Release No. 88765 

(April 29, 2020), 85 FR 26771 (May 5, 2020) (SR– 

NYSE–2020–03). The Exchange has filed a separate 

proposed rule change to make permanent that Floor 

Broker Interest would not be eligible to participate 

in the Closing Auction and in that filing, has also 

proposed to delete Rule 46B because RTOs would 

no longer have a role under Exchange rules. See 

Securities Exchange Act Release No. 90495 

(November 24, 2020), 85 FR 77304 (December 1, 

2020) (SR–NYSE–2020–95) (Notice) (‘‘NYSE Close 

Proposal’’). 

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 revisions to 

Rules 46 and 46A to permit the 

appointment of Trading Officials and to 

make conforming changes to certain 

Exchange rules related to Floor Official 

duties and responsibilities. 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 revisions to 

Rules 46 and 46A to permit the 

appointment of Trading Officials and to 

make conforming changes to certain 

Exchange rules related to Floor Official 

duties and responsibilities. 

Background 

Rule 46 (Floor Officials— 

Appointment) and Rule 46A (Executive 

Floor Governors) currently set forth the 

process for the Exchange to appoint 

active NYSE members 4 as Floor 

Officials. In addition, Rule 46 permits 

the Exchange to appoint qualified ICE 

employees to as act as Floor Governors, 

a more senior type of Floor Official.5

The role of the Floor Official evolved 

out of the self-regulatory scheme of the 

Securities Exchange Act of 1934, as 

amended (the ‘‘Act’’).6 Floor Officials 

are delegated authority from the 

Exchange’s Board of Directors (the 

‘‘Board’’) to supervise and regulate 

active openings and unusual situations 

that arise in connection with the making 

of bids, offers or transactions on the 

Trading Floor,7 and to review and 

approve certain trading actions. A 

number of Exchange Rules specify 

involvement in the marketplace by 

Floor Officials, senior-level Floor 

Officials (i.e., Floor Governors, 

Executive Floor Officials, Senior Floor 

Officials and Executive Floor 

Governors), or both. 

Exchange members appointed as 

Floor Officials serve in a volunteer 

capacity in addition to their regular 

obligations as either brokers or 

Designated Market Makers (‘‘DMM’’). In 

2008, the Exchange amended Rule 46 to 

permit qualified ICE employees to be 

appointed as Floor Governors (‘‘Staff 

Governors’’).8 At the same time, as a 

result of the evolution of the equities 

markets away from manual executions 

and manual enforcement of rules toward 

an electronic market that automates 

executions and in many cases hard 

codes the rule requirements into the 

execution logic, many of the trading 

procedures and situations originally 

requiring Floor Official involvement 

have been automated; in other cases, 

Floor Official approval has become pro 

forma rather than substantive.9 More 

recently, the Exchange introduced 

Regulatory Trading Officials (‘‘RTOs’’) 

to perform the functions performed by 

Floor Officials regarding whether a bid 

or offer is eligible for inclusion in the 

Closing Auction by the DMM.10 As 

described below, the Exchange has now 

determined to delegate the remaining 

duties and responsibilities of Floor 

Officials to the proposed Trading 

Officials. 

Proposed Rule Change 

The Exchange proposes to transition 

the duties and responsibilities of Floor 

Officials to Trading Officials, who 

would be Exchange staff appointed by 

the NYSE CEO or his or her designee. 

As proposed, Trading Officials would be 

the only persons authorized to perform 

the delegated functions under the 

Exchange rules on the Floor that 

member Floor Officials and Staff 

Governors currently perform. The 

various seniority-based gradations of 

Floor Official (Floor Officials, Senior 

Floor Officials, Executive Floor 

Officials, Floor Governors and Executive 

Floor Governors) also would be 

eliminated. As a practical matter, the 

current Staff Governors would become 

the new Trading Officials. Active 

Exchange members would not be 

eligible for appointment as Trading 

Officials. 

Under current Rules 46 and 46A, 

Floor Officials are appointed by the 

Board and re-appointed annually. Floor 

Officials must also complete a 

mandatory education program and pass 

a qualifications exam. These 

requirements were developed for 

member Floor Officials, and the 

Exchange does not propose to retain 

them for Trading Officials. Like the 

current Staff Governors, Exchange staff 

would be appointed as Trading Officials 

based on experience and necessary 

business and rule knowledge that would 

enable them to participate in and 

supervise various trading situations on 

the Floor. Once appointed, Trading 

Officials would be trained and 

supervised by the Exchange in the same 

manner as the current Staff Governors. 

In order to effectuate the proposed 

changes, the Exchange proposes to 

delete current Rules 46 and 46A in their 

entirety and define a Trading Official in 

new Rule 46 as an Exchange staff person 

designated by the CEO of the Exchange 

or his or her designee to perform those 

functions specified in Exchange rules. 

In addition, the Exchange proposes 

certain technical and conforming 

changes to replace references to Floor 

Officials, Senior Floor Officials, 

Executive Floor Officials, Floor 

Governors and/or Executive Floor 

Governors with Trading Official in the 

following rules: 

Federal Register / Vol. 85, No. 250 / Wednesday, December 30, 2020 / Notices 86627 

11The Exchange has separately proposed to 

delete Rule 7.35B(a)(1)(C). See id. 

• Rule 7.35A (DMM-Facilitated Core 

Open and Trading Halt Auctions) sets 

forth the responsibility of DMMs to 

ensure that registered securities open as 

close to the beginning of Core Trading 

Hours as possible or reopen at the end 

of the halt or pause. 

Æ Subsection (a)(4) provides for Floor 

Official participation in the opening and 

reopening process to provide an 

impartial professional assessment of 

unusual situations, as well as to provide 

guidance with respect to pricing when 

a significant disparity in supply and 

demand exists. The rule also 

contemplates DMMs consultations with 

Floor Officials under certain specific 

circumstances. References to Floor 

Official in Rule 7.35A(a)(4) and (a)(5) 

would be replaced with Trading 

Official. 

Æ Rule 7.35A(d) governs pre-opening 

indications. Subsection (d)(4) describes 

the procedures for publishing preopening indications and specifies when 

publication of a pre-opening indication 

requires supervision and approval of a 

Floor Governor. References to Floor 

Governor in Rule 7.35A(d)(4)(A) and 

(F)(i) would be replaced with Trading 

Official. 

• Rule 7.35B (DMM-Facilitated 

Closing Auctions) describes the 

responsibility of each DMM to ensure 

that registered securities close as soon 

after the end of Core Trading Hours as 

possible. 

Æ Rule 7.35B(a)(1)(C) provides that 

electronically-entered Floor Broker 

Interest cannot be reduced in size or 

replaced except that DMMs can accept 

a full cancellation of electronicallyentered Floor Broker Interest to correct 

a Legitimate Error subject to Floor 

Official approval. Floor Official would 

be replaced with Trading Official in 

Rule 7.35B(a)(1).11

Æ Rule 7.35B(d) governs closing 

imbalances. Subsection (d)(1)(A) 

describes the circumstances when a 

DMM may disseminate a Regulatory 

Closing Imbalance with prior Floor 

Official approval. Subsection (d)(2) 

provides that DMMs may disseminate a 

Manual Closing Imbalance only with 

prior Floor Official approval beginning 

one hour before the scheduled end of 

Core Trading Hours up to the Closing 

Auction Imbalance Freeze Time. In both 

subsections, references to Floor Official 

would be replaced with Trading 

Official. 

Æ Rule 7.35B(j) governs temporary 

rule suspensions. Subsection (j)(3) 

provides that a determination to declare 

a temporary suspension as well as any 

entry or cancellation of orders or closing 

of a security under subsection (j)(2) 

must be supervised and approved by an 

Executive Floor Governor and 

supervised by an Exchange Officer. The 

Exchange proposes that supervision and 

approval of these determinations must 

be supervised and approved by a 

Trading Official. 

• Rule 18(d) (Compensation in 

Relation to Exchange System Failure) 

sets forth the process for member 

organizations to seek reimbursement for 

losses resulting from system failures. 

Subsection (d) establishes a 

Compensation Review Panel consisting 

of three Floor Governors and three 

Exchange employees to determine the 

eligibility of a claim for payment. The 

Exchange proposes to eliminate the 

Compensation Review Panel and 

provide that the Exchange will perform 

will review claims submitted pursuant 

to the rule and determine eligibility of 

a claim for payment. 

• Rule 37 (Visitors) provides that 

visitors shall not be admitted to the 

Floor except by permission of Exchange 

officer, a Senior Floor Official, 

Executive Floor Official, a Floor 

Governor, or an Executive Floor 

Governor. The Exchange proposes that 

admission of visitors to the Floor be by 

permission of the Exchange. 

• As noted, the text of Rules 46 and 

46A would be deleted. The heading of 

Rule 46 would be changed to ‘‘Trading 

Officials’’. 

• Under current Rule 47 (Floor 

Officials—Unusual Situations), Floor 

Officials have the power to supervise 

and regulate active openings and 

unusual situations that may arise in 

connection with the making of bids, 

offers or transactions on the Floor. 

References to Floor Official would be 

changed to Trading Officials and the 

heading would be changed to ‘‘Unusual 

Situations on the Floor.’’ Current Rule 

47 would become new Rule 48. 

• Rule 75 (Disputes as to Bids and 

Offers) mandates that disputes arising 

on bids or offers that are not settled by 

agreement between the interested 

members shall be settled by a Floor 

Official. The Exchange proposes that 

disputes be settled by a Trading Official 

and would amend the rule text and 

Supplementary Material .10 

accordingly. The rule currently provides 

that, if both parties to a dispute 

involving either a monetary difference 

of $10,000 or more or a questioned 

trade, the matter may be referred for 

resolution to a panel of three Floor 

Governors, Senior Floor Officials, or 

Executive Floor Officials, or any 

combination thereof (‘‘3 Floor Official 

Panel’’), whose decision shall be 

binding on the parties. As an alternative 

to the 3 Floor Official Panel, members 

may proceed to resolve a dispute 

through long-standing arbitration 

procedures established under the 

Exchange’s rules. The Exchange 

proposes to eliminate the 3 Floor 

Official Panel. Disputes involving either 

a monetary difference of $10,000 or 

more or a questioned trade would thus 

be resolved exclusively through 

arbitration. 

• Rule 91.50 (Taking or Supplying 

Securities Named in Order) provides 

that if there is a continued pattern of 

rejection of a DMM’s principal 

transactions, a Floor Official may be 

called upon and require the broker to 

review his actions. Floor Official would 

be changed to Trading Official in Rule 

91.50. 

• Rule 93(b) (Trading for Joint 

Account) provides that no member 

while on the Floor shall initiate the 

purchase or sale on the Exchange of a 

stock for any account in which the 

member, the member’s member 

organization or any other member or 

allied member therein is directly or 

indirectly interested with any person 

other than such member organization or 

any other member or allied member 

therein, without the prior approval of a 

Floor Official. The reference to Floor 

Official would be changed to Trading 

Official. 

• Rule 103.10 (Registration and 

Capital Requirements of DMMs and 

DMM Units) governs the temporary 

reallocation of securities and provides 

that the CRO or his or her designee and 

two non-DMM Executive Floor 

Governors or if only one or no nonDMM Executive Floor Governors is 

present on the Floor, the most senior 

non-DMM Floor Governor or Governors 

based on length of consecutive service 

as a Floor Governor at the time of any 

action covered by this rule, acting by a 

majority, shall have the power to 

reallocate temporarily any security on 

an emergency basis whenever such 

reallocation would be in the public 

interest. The Exchange proposes that 

only the CRO or his or her designee 

would have the power to reallocate 

temporarily any security on an 

emergency basis. 

• Rule 103A (Member Education) 

provides for the Exchange to develop 

procedures and standards for 

qualification and performance of 

members active on the Floor of the 

Exchange. The rule currently exempts 

Executive Floor Governors from the 

requirement to complete educational 

modules, which the Exchange proposes 

to eliminate. The Exchange also 

proposes the non-substantive change of 

86628 Federal Register / Vol. 85, No. 250 / Wednesday, December 30, 2020 / Notices 

12 15 U.S.C. 78f(b). 

13 15 U.S.C. 78f(b)(5). 

14See Release No. 57627, 73 FR at 19920. 

deleting the superfluous ‘‘(I)’’ at the 

beginning of the rule. 

• Rule 103B(G) (Security Allocation 

and Reallocation) describes the 

allocation freeze policy and provides 

that, following allocation probation, a 

second six month period will begin 

during which a DMM unit may apply 

for new listings, provided that the unit 

demonstrates relevant efforts taken to 

resolve the circumstances that triggered 

the allocation prohibition. Currently, 

the determination as to whether a unit 

may apply for new listings is made by 

Exchange regulatory staff in 

consultation with the Executive Floor 

Governors. The Exchange proposes that 

this determination will be made solely 

by regulatory staff. 

• Rule 104 (Dealings and 

Responsibilities of DMMs) governs 

dealings and responsibilities of DMMs. 

Subsection (i) provides for temporary 

DMMs and permits a Floor Governor to 

authorize a member of the Exchange 

who is not registered as a DMM in such 

stock or stocks, to act as a temporary 

DMM under specific circumstances. The 

Exchange proposes that Trading 

Officials would perform this function 

under the rule. 

• Rule 112(a)(i) (Orders initiated ‘‘Off 

the Floor’’) provides that all orders in 

stocks for the account of a member 

organization or any member, principal 

executive, approved person, officer, or 

employee of such organization or a 

discretionary account serviced by the 

member or member organization must 

be sent to the Floor through a clearing 

firm’s order room or other facilities 

regularly used for transmission of public 

customers’ orders to the Floor, except 

for orders, among others, when a Floor 

Official expressly invites a member or 

members to participate in a difficult 

market situation. The Exchange would 

replace Trading Official for Floor 

Official in Rule 112(a)(i). 

• Rule 124(e) (Midday Auction) 

provides that, when there is a 

significant imbalance in a Midday 

Auction Stock at the end of the Midday 

Auction Pause, the Midday Auction 

Pause may be converted to an order 

imbalance halt with the approval of a 

Floor Governor or two Floor Officials. 

The Exchange proposes that the 

approval would be given by a Trading 

Official. 

• Rule 128B (Publication of Changes, 

Corrections, Cancellations or Omissions 

and Verification of Transactions) 

governs changes and corrections to the 

Consolidated Tape. 

Æ Rule 128B.10 (Publication on the 

tape or in the ‘‘sales sheet’’) provides 

that publication of a change or a 

correction in a transaction which 

previously appeared on the tape may be 

made on the tape on the day of the 

transaction provided that both buying 

and selling members or member 

organizations agree to the change in the 

transaction(s) and receive approval from 

a Floor Governor, Executive Floor 

Official, Senior Floor Official or 

Executive Floor Governor. In the event 

such publication is not made on the 

tape on the day of the transaction, it 

may be published on the tape at least 

ten minutes prior to the opening of 

business on the following business day 

or in the sales sheet within three 

business days of the transaction with 

the approval of both the buying and 

selling members and a Floor Official, 

provided the price of the transaction 

does not affect the high, low, opening or 

closing price of the security on the day 

of the transaction. The Exchange 

proposes that Trading Officials provide 

the approvals required under Rule 

128B.10. 

Æ Rule 128B.13 (Other errors) 

provides that a correction in the amount 

of a transaction reported erroneously to 

the tape by a party to the transaction, 

may be published on the tape on the day 

of the transaction, on the tape at least 

ten minutes prior to the opening on the 

following business day, or on the ‘‘sales 

sheet’’ within three business days of the 

transaction with the approval of a Floor 

Governor, Executive Floor Official, 

Senior Floor Official or Executive Floor 

Governor. The Exchange proposes that 

Trading Officials provide the approvals 

required under Rule 128B.13. 

• Rule 308(g) (Acceptability 

Proceedings) provides that any person 

whose application has been 

disapproved by an Acceptability 

Committee, or any member of the Board, 

any member of the Committee for 

Review, any Executive Floor Governor, 

and the Division of the Exchange 

initiating the proceedings may require a 

review by the Board of any 

determination of an Acceptability 

Committee. The Exchange proposes to 

delete Executive Floor Governors from 

the rule. 

• Rule 903(d)(ii) (Off-Hours 

Transactions) provides that a closing 

price order to buy (sell) a security for 

the account of the DMM registered in 

such security and approved by a Floor 

Official, coupled with a closing price 

order to sell (buy) to offset all or part of 

a market-on-close imbalance in the 

stock prior to the close, shall be 

executed upon entry. The Exchange 

proposes that a Trading Official would 

provide the required approval under the 

rule. 

• Rule 906 (Impact of Trading Halts 

on Off-Hours Trading) provides that a 

closing price order to buy (sell) a 

security for the account of the DMM 

registered in such security and 

approved by a Floor Official coupled 

with a closing price order to sell (buy) 

to offset all or part of any market-onclose imbalance in the stock prior to the 

close, shall not be so canceled or 

precluded from entry as result of 

corporate developments during the OffHours Trading Session. The Exchange 

proposes that a Trading Official would 

provide the required approval under the 

rule. 

• Finally, NYSE Listed Company 

Manual Section 202.04 (Exchange 

Market Surveillance) provides that a 

listed issue may be placed under special 

initial margin and capital requirements, 

which indicates a determination by the 

Exchange’s Floor Officials that the 

market in the issue has assumed a 

speculative tenor and has become 

volatile due to the influence of credit, 

which, if ignored, may lead to unfair 

and disorderly trading. The reference to 

Floor Officials would be updated to 

Trading Officials. 

2. Statutory Basis 

The proposed rule change is 

consistent with Section 6(b) of the 

Act,12 in general, and furthers the 

objectives of Section 6(b)(5),13 in 

particular, because 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. 

In particular, the Exchange believes 

that creating a new category of Trading 

Official to replace member Floor 

Officials would promote just and 

equitable principles of trade and remove 

impediments to a free and open market 

by streamlining and modernizing the 

role of a Trading Official on the Floor. 

The volunteer member Floor Official is 

a self-regulatory vestige developed for 

manual trading. As noted, the Exchange 

introduced Staff Governors several years 

ago to address the shortfall in 

experienced members following the 

consolidation of trading space on the 

Exchange.14 More recently, RTOs were 

introduced to perform certain functions 

performed by Floor Officials in 

Federal Register / Vol. 85, No. 250 / Wednesday, December 30, 2020 / Notices 86629 

15As noted above, the Exchange has separately 

proposed to delete Rule 46B because RTOs would 

no longer have a role under Exchange rules. See 

NYSE Close Proposal, supra note 10. 

16See NYSE American LLC (‘‘NYSE American’’) 

Rule 900.2NY(82) and NYSE Arca, Inc. (‘‘NYSE 

Arca’’) Rule 6.1–O(b)(34). 

17 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

connection with the Closing Auction.15

The proposed rule change would 

complete the evolution of member Floor 

Officials to Trading Officials that are 

Exchange-trained and supervised staff, 

which is similar to how trading officials 

function on the options markets run by 

the Exchange’s affiliates.16 By replacing 

the variety and hierarchy of Floor 

Officials based on seniority with a 

single Trading Official appointed by the 

NYSE CEO, the Exchange would 

significantly simplify the appointment 

and retention of individuals with 

responsibility under the Exchange’s 

rules to supervise and review trading on 

the Floor. Further, the proposal would 

contribute to the protection of investors 

and the public interest by ensuring that 

qualified Exchange staff continue to 

perform the formal roles prescribed by 

Exchange rules and provide a level of 

oversight to the marketplace on a dayto-day basis, thereby contributing to the 

maintenance of a fair and orderly 

marketplace on the Exchange. 

Finally, the Exchange believes that 

the conforming and technical changes 

would remove impediments to and 

perfect the mechanism of a free and 

open market and a national market 

system and, in general, protect investors 

and the public interest because the 

proposed non-substantive changes 

would add clarity, transparency and 

consistency to the Exchange’s rules. The 

Exchange believes that market 

participants would benefit from the 

increased clarity, thereby reducing 

potential confusion and ensuring that 

persons subject to the Exchange’s 

jurisdiction, regulators, and the 

investing public can more easily 

navigate and understand the Exchange’s 

rules. 

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 rule change is not intended to 

address competitive issues but is rather 

concerned with transferring Floor 

Official duties and responsibilities 

under Exchange rules to staff Trading 

Officials. The Exchange believes the 

proposed rule changes would streamline 

and modernize the role of the trading 

official on the Floor, thereby 

contributing to the maintenance of a fair 

and orderly marketplace on the 

Exchange to the benefit of all members 

and member organizations and the 

investing public. Moreover, since the 

proposal does not substantively modify 

system functionality or processes on the 

Exchange, the proposed changes will 

not impose any burden on 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 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or up to 90 days (i) as the 

Commission may designate if it finds 

such longer period to be appropriate 

and publishes its reasons for so finding 

or (ii) as to which the self-regulatory 

organization consents, the Commission 

will: 

(A) By order approve or disapprove 

the proposed rule change, or 

(B) institute proceedings to determine 

whether the proposed rule change 

should be disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

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

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSE–2020–105 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–NYSE–2020–105. 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–NYSE–2020–105 and 

should be submitted on or before 

January 20, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Eduardo A. Aleman, 

Deputy Secretary. 

[FR Doc. 2020–28805 Filed 12–29–20; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90771; File No. SR– 

NYSENAT–2020–38] 

Self-Regulatory Organizations; NYSE 

National, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To Extend the Effective 

Date in Commentary .10 Under NYSE 

National Rule 2.1210 

December 22, 2020. 

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

Securities Exchange Act of 1934 (‘‘Act’’ 

or ‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder,2 notice is hereby given that 

on December 15, 2020, NYSE National, 

Inc. (‘‘NYSE National’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission (‘‘SEC’’ or 

‘‘Commission’’) the proposed rule 

change as described in Items I and II 

below, which Items have been prepared 

by the Exchange. The Commission is 

publishing this notice to solicit