Federal Register / Vol. 86, No. 2 / Tuesday, January 5, 2021 / Notices 335 

32The Exchange states that its surveillances focus 

on detecting securities trading outside of their 

normal patterns, followed by surveillance analysis 

and investigations, where appropriate, to review the 

behavior of all relevant parties for all relevant 

trading violations. The Exchange also states that it 

or the Financial Industry Regulatory Authority, on 

behalf of the Exchange, or both, communicate as 

needed regarding ETP trading with other markets 

and the Intermarket Surveillance Group member 

entities, and may obtain trading information in 

ETPs from such markets and other entities. 

33While one commenter suggests alternative 

liquidity standards (see SecLenX Letter, supra note 

14), this commenter does not explain them with any 

specificity or explain how they would satisfy the 

requirements of the Exchange Act, and, in any 

event, the Exchange has not proposed them. The 

other commenter asserts that the creation and 

redemption processes, which tap into the liquidity 

of the underlying holdings, coupled with the 

enhanced disclosures mandated under Rule 6c–11 

under the Investment Company Act of 1940, 

mitigate manipulation concerns. See SIFMA Letter, 

supra note 14, at 3. However, neither the Exchange 

nor that commenter explains why arbitrage 

opportunities would sufficiently mitigate 

manipulation concerns for the full range of ETPs, 

including ETPs overlying a portfolio of instruments 

that are themselves illiquid, or where market 

interest in the ETP is not sufficient to attract 

effective arbitrage activity. While this commenter 

asserts that certain disclosures under Rule 6c–11 

under the Investment Company Act of 1940 provide 

investors with additional insight into the 

effectiveness of an ETF’s arbitrage (see SIFMA 

Letter, supra note 14, at 3–4), neither the Exchange 

nor the commenter explains how such disclosures 

might prevent manipulation. 

34Rule 700(b)(3), Commission Rules of Practice, 

17 CFR 201.700(b)(3). 

35See id. 

36 In disapproving this proposed rule change, the 

Commission has considered the proposed rule’s 

impact on efficiency, competition, and capital 

formation. See 15 U.S.C. 78c(f). Although one 

commenter (see SecLenX Letter, supra note 14) 

asserts that the current Beneficial Holders Rule 

disproportionately punishes smaller companies and 

disincentivizes issuers from launching funds that 

can prove their investment merit over the long term, 

no data is provided—by the commenter or the 

Exchange—to support these conclusions. Similarly, 

although the other commenter (see SIFMA Letter, 

supra note 14, at 4) asserts that the current 

Beneficial Holders Rule puts newer and smaller 

sponsors at an unnecessary disadvantage to larger 

sponsors having the enterprise-wide scale and 

distribution reach to gather assets in the months 

after launch, neither the commenter nor the 

Exchange has provided data to support this 

conclusion. 

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. 

compliance difficulties justify tripling 

the Non-Compliance Period for this core 

quantitative listing standard from one 

year to three years, and permitting ETPs 

to trade on the Exchange for an 

additional two years without the 

protections, described above, that the 

Beneficial Holders Rule was designed to 

provide. For example, the Exchange 

states that no new manipulation 

concerns would arise with a longer NonCompliance Period than a shorter one, 

but does not address why tripling the 

period during which the same 

regulatory risks posed by a NonCompliance Period would be present is 

consistent with the Exchange Act. As 

discussed above, the Beneficial Holders 

Rule and other minimum number of 

holders requirements are important to 

ensure that trading in exchange listed 

securities is fair and orderly and not 

susceptible to manipulation, and the 

Exchange does not explain why it is 

consistent with the Exchange Act to 

permit ETPs to trade for two additional 

years without any of the protections of 

the Beneficial Holders Rule. The 

Exchange also states that the 

manipulation risk is not materially 

greater with 49 beneficial holders than 

with 50, but there is no minimum 

number of beneficial holders during the 

Non-Compliance Period, and the 

Exchange does not sufficiently address 

why the manipulation and other 

regulatory risks to fair and orderly 

markets, investor protection and the 

public interest would not be materially 

greater with a number of beneficial 

holders that is substantially smaller 

than 49 (e.g., 10 or 20). 

Finally, while the Exchange asserts 

that existing surveillances and other 

listing standards are sufficient to 

mitigate manipulation concerns, it does 

not offer any explanation of the basis for 

that view or provide any supporting 

information or evidence to support its 

conclusion. Notably, although the 

Exchange acknowledges that the 

Beneficial Holders Rule helps to ensure 

that trading in exchange-listed securities 

is not susceptible to manipulation, the 

Exchange does not explain how any of 

its specific existing surveillances or 

other listing requirements effectively 

address, in the absence of the Beneficial 

Holders Rule, those manipulation 

concerns and other regulatory risks to 

fair and orderly markets, investor 

protection and the public interest.32

Accordingly, the Commission is unable 

to assess whether the Exchange’s 

assertion has merit. 

The Commission identified all of 

these concerns in the OIP, but the 

Exchange has not responded or 

provided additional data addressing 

these concerns.33 As stated above, under 

the Commission’s Rules of Practice, the 

‘‘burden to demonstrate that a proposed 

rule change is consistent with the 

Exchange Act and the rules and 

regulations issued thereunder . . . is on 

the self-regulatory organization [‘SRO’] 

that proposed the rule change.’’ 34 The 

description of a proposed rule change, 

its purpose and operation, its effect, and 

a legal analysis of its consistency with 

applicable requirements must all be 

sufficiently detailed and specific to 

support an affirmative Commission 

finding, and any failure of an SRO to 

provide this information may result in 

the Commission not having a sufficient 

basis to make an affirmative finding that 

a proposed rule change is consistent 

with the Exchange Act and the 

applicable rules and regulations.35 The 

Commission concludes that, because 

BZX has not demonstrated that its 

proposal is designed to prevent 

fraudulent and manipulative acts and 

practices or to protect investors and the 

public interest, the Exchange has not 

met its burden to demonstrate that its 

proposal is consistent with Section 

6(b)(5) of the Exchange Act.36 For this 

reason, the Commission must 

disapprove the proposal. 

IV. Conclusion 

For the reasons set forth above, the 

Commission does not find, pursuant to 

Section 19(b)(2) of the Exchange Act, 

that the proposed rule change is 

consistent with the requirements of the 

Exchange Act and the rules and 

regulations thereunder applicable to a 

national securities exchange, and in 

particular, with Section 6(b)(5) of the 

Exchange Act. 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Exchange Act, 

that proposed rule change SR– 

CboeBZX–2020–036 is disapproved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.37

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–29139 Filed 1–4–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90810; File No. SR–NYSE– 

2020–109] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Add 

Commentary .07 to Rule 7.35A To 

Provide That, for a Temporary Period, 

the Exchange Will Permit DMMs 

Limited-Entry to the Trading Floor or 

Remote Access to Floor-Based System 

for Certain Auctions 

December 29, 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 

28, 2020, New York Stock Exchange 

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


jbell on DSKJLSW7X2PROD with NOTICES
336 Federal Register / Vol. 86, No. 2 / Tuesday, January 5, 2021 / Notices 

4See Trader Update, dated December 23, 2020, 

available here: https://www.nyse.com/publicdocs/ 

nyse/notifications/trader-update/DMMs_moving_

remote_December_2020.pdf. 

5Beginning March 23, 2020, the Trading Floor 

facilities located at 11 Wall Street in New York City 

temporarily closed. See Press Release, dated March 

18, 2020, available here: https://ir.theice.com/press/ 

press-releases/all-categories/2020/03-18-2020- 

204202110. The Exchange’s current rules establish 

how the Exchange will function fully-electronically. 

6On May 23, 2020, the Trading Floor was 

reopened on a limited basis to a subset of Floor 

brokers. See Securities Exchange Act Release No. 

88933 (May 22, 2020), 85 FR 32059 (May 28, 2020) 

(SR–NYSE–2020–47) (Notice of filing and 

immediate effectiveness of proposed rule change). 

On June 17, 2020, the Trading Floor was reopened 

to a subset of DMMs. See Securities Exchange Act 

Release No. 89086 (June 17, 2020) (SR–NYSE– 

2020–52) (Notice of filing and immediate 

effectiveness of proposed rule change). 

7See Securities Exchange Act Release Nos. 88488 

(March 26, 2020), 85 FR 18286 (April 1, 2020) (SR– 

NYSE–2020–23) (amending Rule 7.35A to add 

Commentary .02); 88546 (April 2, 2020), 85 FR 

19782 (April 8, 2020) (SR–NYSE–2020–28) 

(amending Rule 7.35A to add Commentary .03); 

88705 (April 21, 2020), 85 FR 23413 (April 27, 

2020) (SR–NYSE–2020–35) (amending Rule 7.35A 

to add Commentary .04); and 88950 (May 26, 2020), 

85 FR 33252 (June 1, 2020) (SR–NYSE–2020–48) 

(amending Rule 7.35A to add Commentary .05). 

8See Securities Exchange Act Release No. 90795 

(December 23, 2020) (SR–NYSE–2020–106) (Notice 

of filing and immediate effectiveness of proposed 

rule change to extend the temporary period for 

specified Commentaries to Rules 7.35, 7.35A, 7.35B, 

and 7.35C and temporary rule relief in Rule 36.30). 

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 

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 add 

Commentary .07 to Rule 7.35A to 

provide that, for a temporary period that 

begins December 28, 2020, and ends on 

the earlier of a full reopening of the 

Trading Floor facilities to DMMs or after 

the Exchange closes on April 30, 2021, 

the Exchange would (1) permit a DMM 

limited entry to the Trading Floor or (2) 

provide a DMM remote access to Floorbased systems, for the purpose of 

effecting a manual Core Open Auction 

in connection with a corporate action 

that may result in a significant price 

discovery event or a manual Direct 

Listing Auction. 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 add 

Commentary .07 to Rule 7.35A to 

provide that, for a temporary period that 

begins December 28, 2020, and ends on 

the earlier of a full reopening of the 

Trading Floor facilities to DMMs or after 

the Exchange closes on April 30, 2021, 

the Exchange would (1) permit a DMM 

limited entry to the Trading Floor or (2) 

provide a DMM remote access to Floorbased systems, for the purpose of 

effecting a manual Core Open Auction 

in connection with a corporate action 

that may result in a significant price 

discovery event or a manual Direct 

Listing Auction. 

Background 

On December 23, 2020, in response to 

changes in the New York City-area 

public health conditions, the CEO of the 

Exchange made a determination under 

Rule 7.1(c)(3) that DMMs would 

temporarily return to remote operations 

beginning on Monday, December 28, 

2020.4 The Exchange previously moved 

to fully electronic trading on a 

temporary basis 5 and then partially 

reopened in two phases,6 subject to 

safety measures designed to prevent the 

spread of COVID–19. 

During the prior temporary period 

when DMMs operated remotely, the 

Exchange added Commentaries .02, .03, 

.04, and .05 to Rule 7.35A, which set 

forth limited circumstances when a 

DMM may be permitted limited entry to 

the Trading Floor or provided remote 

access to Floor-based systems for the 

purpose of effecting a manual IPO 

Auction, Core Open Auction in 

connection with a listed company’s 

post-IPO public offering, or Trading Halt 

Auction for reopening a security 

following a regulatory halt issued under 

Section 2 of the Listed Company 

Manual.7 Because these Commentaries 

remain operative,8 beginning December 

28, 2020, the relief described in these 

Commentaries will be available to 

DMMs. 

Proposed Rule Change 

The Exchange proposes to add 

Commentary .07 to Rule 7.35A to 

provide that, for a temporary period that 

begins December 28, 2020, and ends on 

the earlier of a full reopening of the 

Trading Floor facilities to DMMs or after 

the Exchange closes on April 30, 2021, 

the Exchange would (1) permit a DMM 

limited entry to the Trading Floor or (2) 

provide a DMM remote access to Floorbased systems, for the purpose of 

effecting a manual Core Open Auction 

in connection with a corporate action 

that may result in a significant price 

discovery event or a manual Direct 

Listing Auction. 

As noted above, during the prior 

temporary period while the Trading 

Floor was closed to DMMs, the 

Exchange permitted limited reentry to 

the Trading Floor for the purposes of 

effecting an IPO Auction, Core Open 

Auction in connection with a post-IPO 

offering, and specified Trading Halt 

Auctions. The Exchange has also 

provided DMMs with remote access to 

NYSE trading systems that are located 

on the Trading Floor so that a DMM can 

manually effect such Auctions remotely. 

The Exchange now proposes to provide 

DMMs with limited entry to the Trading 

Floor or remote access to NYSE trading 

systems so that a DMM may manually 

effect a Core Open Auction in 

connection with a corporate action that 

may result in a significant price 

discovery event or a Direct Listing 

Auction. 

To effect this change, the Exchange 

proposes to add Commentary .07 to Rule 

7.35A to provide that: 

For a temporary period that begins on 

December 28, 2020 and ends on the earlier 

of a full reopening of the Trading Floor 

facilities to DMMs or after the Exchange 

closes on April 30, 2021, the Exchange will 

(1) permit a DMM limited entry to the 

Trading Floor or (2) provide a DMM remote 

access to Floor-based systems, for the 

purpose of effecting a manual Core Open 

Auction in connection with a corporate 

action that may result in a significant price 

discovery event or a manual Direct Listing 

Auction. 

After a security is listed, an issuer 

may undergo a corporate action that 

results in a significant price discovery 

event for the Core Open Auction on the 

morning of such corporate action. For 

example, a new company may be listing 

in connection with a carve-out or spinoff transaction. In such cases, both the 


jbell on DSKJLSW7X2PROD with NOTICES
Federal Register / Vol. 86, No. 2 / Tuesday, January 5, 2021 / Notices 337 

9Section 102.06 of the Listed Company Manual 

sets forth initial listing requirements applicable to 

a company whose business plan is to complete an 

initial public offering and engage in a merger or 

acquisition with one or more unidentified 

companies within a specified period of time. 10See Securities Exchange Act Release No. 90768 

(December 22, 2020) (SR–NYSE–2019–67) (Order 

setting aside action by delegated authority and 

approving a proposed rule change). 11See Rule 7.35C(c)(1)(C). 

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

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

14 15 U.S.C. 78s(b)(3)(A)(iii). 

15 17 CFR 240.19b–4(f)(6). 

newly listed company and the existing 

issuer that is carving out or spinning off 

a new listed company may undergo 

significant price discovery events in 

their respective Core Open Auctions. 

Similarly, a company emerging from 

bankruptcy may have a significant price 

discovery event for its Core Open 

Auction. In addition, upon consumption 

of a business combination, the Core 

Open Auction for an issuer listed as a 

special purpose acquisition company 

(‘‘SPAC’’) may also result in a 

significant price discovery event.9

While a DMM is permitted under 

Exchange rules to effect Core Open 

Auctions electronically, even when a 

security is affected by a corporate 

action, DMMs generally manually 

facilitate Core Open Auctions for issuers 

undergoing corporate actions that may 

result in a significant price discovery 

event. When a DMM manually effects 

such Core Open Auctions, the DMM is 

able to publish pre-opening indications 

pursuant to Rule 7.35A(d), which would 

be in addition to the Auction Imbalance 

Information available for such Core 

Open Auctions, thus promoting 

transparency in advance of a significant 

pricing event. In addition, when 

manually effecting such Core Open 

Auctions, the DMM can assess the buy 

and sell interest and determine when 

and at what price to open the security. 

The Exchange believes that during the 

temporary period when DMMs are 

operating remotely, it would promote 

fair and orderly markets to provide 

DMMs with limited entry to the Trading 

Floor or remote access to Floor-based 

systems so that DMMs may continue to 

effect such Core Open Auctions 

manually. 

Separately, because of the importance 

of the DMM to the Direct Listing 

Auction, the Exchange recently 

amended Rule 7.35C to provide that the 

Exchange would not facilitate Direct 

Listing Auctions.10 In addition, DMMs 

are not permitted to facilitate a Direct 

Listing Auction electronically.11

Accordingly, a DMM must facilitate a 

Direct Listing Auction manually. To 

enable the Exchange to provide issuers 

with the option to list on the Exchange 

via a Direct Listing during the 

temporary period when DMMs are 

operating remotely, the Exchange 

proposes that DMMs be permitted 

limited entry to the Trading Floor and 

be provided remote access to Floorbased systems for the purpose of 

manually effecting a Direct Listing 

Auction. 

This proposed rule change could be 

implemented immediately. 

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) of the Act,13

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, and to remove 

impediments to and perfect the 

mechanism of a free and open market 

and a national market system. 

On December 23, 2020, the CEO made 

a determination under Rule 7.1(c)(3) 

that, beginning December 28, 2020, as a 

precautionary measure, DMM units 

would return to working remotely. 

The Exchange believes that the 

proposed rule change would remove 

impediments to and perfect the 

mechanism of a free and open market 

and a national market system because it 

would promote fair and orderly Core 

Open Auctions in connection with an 

issuer undergoing a corporate action 

that may result in a significant price 

discovery event. The Exchange believes 

that it would promote fair and orderly 

markets to provide the DMM with 

mechanisms to facilitate such Core 

Open Auctions manually because it 

would provide flexibility for the DMM 

of when to facilitate such Auctions and 

at what price. DMMs would also be able 

to publish pre-opening indications in 

connection with such Core Open 

Auctions, which would promote 

transparency. 

In addition, because a Direct Listing 

Auction must be effected manually, this 

proposed rule change would allow for 

Direct Listing Auctions to occur during 

the period when the Trading Floor is 

temporarily closed to DMMs. 

Accordingly, this proposed rule change 

would remove impediments to and 

perfect the mechanism of a free and 

open market and a national market 

system because the Exchange would be 

able to provide issuers with the option 

to list on the Exchange via a Direct 

Listing during the temporary period 

when DMMs are operating remotely. 

The Exchange believes that, by clearly 

stating that this relief will be in effect 

through the earlier of the reopening of 

the Trading Floor facilities or the close 

of the Exchange on April 30, 2021, 

market participants will have advance 

notice that a Core Open Auction in 

connection with an issuer undergoing a 

corporate action that may result in a 

significant price discovery event may be 

effected manually by the DMM during 

this period, and therefore may not be 

conducted at 9:30 a.m. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change would 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 designed to 

address any competitive issues but 

rather is designed to ensure fair and 

orderly Core Open Auctions in 

connection with a corporate action that 

may result in a significant pricing event 

and Direct Listing Auctions by 

providing a DMM with either limited 

access to the Trading Floor or remote 

access to Floor-based systems for the 

sole purpose of effecting such Auctions 

manually during a temporary period 

when the Exchange Trading Floor has 

been closed to DMMs in response to 

social-distancing measures designed to 

reduce the spread of the COVID–19 

virus. 

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 

The Exchange has filed the proposed 

rule change pursuant to Section 

19(b)(3)(A)(iii) of the Act 14 and Rule 

19b–4(f)(6) thereunder.15 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 


jbell on DSKJLSW7X2PROD with NOTICES
338 Federal Register / Vol. 86, No. 2 / Tuesday, January 5, 2021 / Notices 

16 15 U.S.C. 78s(b)(3)(A)(iii). 17 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 complied with this requirement. 

18 17 CFR 240.19b–4(f)(6). 19 17 CFR 240.19b–4(f)(6)(iii). 20For purposes only of accelerating the operative 

date of this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. 15 

U.S.C. 78c(f). 21 15 U.S.C. 78s(b)(2)(B). 

22 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3The term ‘‘Member’’ means an individual or 

organization that is registered with the Exchange 

pursuant to Chapter II of these Rules for purposes 

of trading on the Exchange as an ‘‘Electronic 

Exchange Member’’ or ‘‘Market Maker.’’ Members 

are deemed ‘‘members’’ under the Exchange Act. 

See Exchange Rule 100. 

19(b)(3)(A)(iii) of the Act 16 and Rule 

19b–4(f)(6)(iii) thereunder.17

A proposed rule change filed under 

Rule 19b–4(f)(6) 18 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),19 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 

take effect immediately. The Exchange 

has stated that, because of the rapid 

changes to the New York City-area 

public health conditions, it made the 

determination to close the Trading Floor 

to DMMs with only two business days’ 

notice before such closure would take 

effect. However, the Exchange 

represents that at least three SPACs 

listed on the Exchange are anticipated to 

complete their business combinations 

during the week of December 28, 2020, 

and the Core Open Auctions for such 

securities are expected to be significant 

pricing events. The Exchange has asked 

the Commission to waive the operative 

delay so that the DMM assigned to these 

securities would be able to effect the 

Core Open Auctions manually. The 

Commission believes that waiver of the 

operative delay is consistent with the 

protection of investors and the public 

interest because it will allow the 

proposed rules to become effective in 

time for DMMs to manually effect Core 

Open Auctions for those securities that 

are anticipated to have significant price 

discovery events during the week of 

December 28, 2020. Accordingly, the 

Commission hereby waives the 30-day 

operative delay and designates the 

proposal operative upon filing.20

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) 21 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– 

NYSE–2020–109 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–2020–109. 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–2020–109 and 

should be submitted on or before 

January 26, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.22

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–29131 Filed 1–4–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90812; File No. SR– 

PEARL–2020–35] 

Self-Regulatory Organizations; MIAX 

PEARL, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend the MIAX 

PEARL Fee Schedule 

December 29, 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 December 

21, 2020, MIAX PEARL, LLC (‘‘MIAX 

PEARL’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) a 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 is filing a proposal to 

amend the MIAX PEARL Fee Schedule 

(the ‘‘Fee Schedule’’) to increase the 

number of additional Limited Service 

MIAX Express Order Interface (‘‘MEO’’) 

Ports available to Members.3 The 

Exchange does not propose to amend 

the fees for additional Limited Service 

MEO Ports. 

The text of the proposed rule change 

is available on the Exchange’s website at 

http://www.miaxoptions.com/rulefilings/pearl at MIAX PEARL’s principal 

office, and at the Commission’s Public 

Reference Room. 


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