630 Federal Register / Vol. 86, No. 3 / Wednesday, January 6, 2021 / Notices 

25 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 90104 

(October 7, 2020), 85 FR 64598 (‘‘Notice’’). 

4 15 U.S.C. 78s(b)(2). 

5See Securities Exchange Act Release No. 90418, 

85 FR 73812 (November 19, 2020). The Commission 

designated January 11, 2021, as the date by which 

the Commission shall approve or disapprove, or 

institute proceedings to determine whether to 

disapprove, the proposed rule change. 

6 15 U.S.C. 78s(b)(2)(B). 

7See Securities Exchange Act Release No. 88648 

(April 15, 2020), 85 FR 22200 (April 21, 2020) (SR– 

NYSEArca–2020–32) (Notice of Filing and 

Immediate Effectiveness of Proposed Rule Change 

to Adopt a New NYSE Arca Rule 8.900–E). 

8NYSE Arca Rule 8.900–E(c)(6) defines the term 

‘‘Creation Unit’’ as a specified minimum number of 

Managed Portfolio Shares issued by an Investment 

Company at the request of an Authorized 

Participant in return for a designated portfolio of 

instruments and/or cash. 

9NYSE Arca Rule 8.900–E(c)(4) defines the term 

‘‘Confidential Account’’ as ‘‘an account owned by 

an Authorized Participant and held with an AP 

Representative on behalf of the Authorized 

Participant. The account will be established and 

governed by contractual agreement between the AP 

Representative and the Authorized Participant 

solely for the purposes of creation and redemption, 

while keeping confidential the Creation Basket 

constituents of each series of Managed Portfolio 

Shares, including from the Authorized Participant. 

The books and records of the Confidential Account 

will be maintained by the AP Representative on 

behalf of the Authorized Participant.’’ NYSE Arca 

Rule 8.900–E(c)(3) defines the term ‘‘AP 

Representative’’ as ‘‘an unaffiliated broker-dealer, 

with which an Authorized Participant has signed an 

agreement to establish a Confidential Account for 

the benefit of such Authorized Participant, that will 

deliver or receive, on behalf of the Authorized 

Participant, all consideration to or from the 

Investment Company in a creation or redemption. 

An AP Representative will not be permitted to 

disclose the Creation Basket to any person, 

including the Authorized Participants.’’ 

10NYSE Arca Rule 8.900–E(c)(7) defines the term 

‘‘Redemption Unit’’ as a specified minimum 

number of Managed Portfolio Shares that may be 

redeemed to an Investment Company at the request 

of an Authorized Participant in return for a 

portfolio of instruments and/or cash. 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSENAT–2020–39 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–NYSENAT–2020–39. 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, on business days 

between the hours of 10:00 a.m. and 

3:00 p.m., located at 100 F Street NE, 

Washington, DC 20549. Copies of such 

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–NYSENAT–2020–39 and 

should be submitted on or before 

January 27, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–29213 Filed 1–5–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90835; File No. SR– 

NYSEArca–2020–84] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Order Instituting 

Proceedings To Determine Whether To 

Approve or Disapprove a Proposed 

Rule Change, as Modified by 

Amendment No. 1, To Amend NYSE 

Arca Rule 8.900–E To Adopt Generic 

Listing Standards for Managed 

Portfolio Shares 

December 31, 2020. 

I. Introduction 

On September 22, 2020, NYSE Arca, 

Inc. (‘‘NYSE Arca’’ or ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

Exchange Act of 1934 (‘‘Act’’ or 

‘‘Exchange Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

amend NYSE Arca Rule 8.900–E to 

adopt generic listing standards for 

Managed Portfolio Shares. On October 

2, 2020, the Exchange filed Amendment 

No. 1 to the proposed rule change. The 

proposed rule change, as modified by 

Amendment No. 1, was published for 

comment in the Federal Register on 

October 13, 2020.3 On November 13, 

2020, pursuant to Section 19(b)(2) of the 

Act,4 the Commission designated a 

longer period within which to approve 

the proposed rule change, disapprove 

the proposed rule change, or institute 

proceedings to determine whether to 

disapprove the proposed rule change.5

The Commission has received no 

comments on the proposed rule change. 

The Commission is publishing this 

order to solicit comments on the 

proposed rule change from interested 

persons and to institute proceedings 

pursuant to Section 19(b)(2)(B) of the 

Act 6 to determine whether to approve 

or disapprove the proposed rule change, 

as modified by Amendment No. 1. 

II. Description of the Proposed Rule 

Change 

The Exchange adopted listing 

standards for Managed Portfolio Shares 

as set forth in NYSE Arca Rule 8.900– 

E.7 A Managed Portfolio Share is a 

security that (a) represents an interest in 

an investment company (‘‘Investment 

Company’’), registered under the 

Investment Company Act of 1940 

(‘‘1940 Act’’) organized as an open-end 

management investment company, that 

invests in a portfolio of securities 

selected by the Investment Company’s 

investment adviser consistent with the 

Investment Company’s investment 

objectives and policies; (b) is issued in 

a Creation Unit,8 or multiples thereof, in 

return for a designated portfolio of 

instruments (and/or an amount of cash) 

with a value equal to the next 

determined net asset value and 

delivered to the Authorized Participant 

(as defined in the Investment 

Company’s Form N–1A filed with the 

Commission) through a Confidential 

Account; 9 (c) when aggregated into a 

Redemption Unit,10 or multiples 

thereof, may be redeemed for a 

designated portfolio of instruments 

(and/or an amount of cash) with a value 

equal to the next determined net asset 

value delivered to the Confidential 

Account for the benefit of the 

Authorized Participant; and (d) the 

portfolio holdings for which are 

disclosed within at least 60 days 

following the end of every fiscal 


jbell on DSKJLSW7X2PROD with NOTICES
Federal Register / Vol. 86, No. 3 / Wednesday, January 6, 2021 / Notices 631 

11See NYSE Arca Rule 8.900–E(c)(1). 

12NYSE Arca Rule 8.900–E(c)(2) defines the term 

‘‘Verified Intraday Indicative Value’’ (‘‘VIIV’’) as the 

indicative value of a Managed Portfolio Share based 

on all of the holdings of a series of Managed 

Portfolio Shares as of the close of business on the 

prior business day and, for corporate actions, based 

on the applicable holdings as of the opening of 

business on the current business day, priced and 

disseminated in one second intervals during the 

Core Trading Session by the Reporting Authority. 

13NYSE Arca Rule 8.900–E(d)(2)(A) requires for 

continued listing that the VIIV for a series of 

Managed Portfolio Shares be widely disseminated 

by the Reporting Authority and/or by one or more 

major market data vendors in one second intervals 

during the Core Trading Session, and be 

disseminated to all market participants at the same 

time. 

14The Exchange notes that the Commission has 

approved listing and trading of series of Managed 

Portfolio Shares on the Exchange under NYSE Arca 

Rule 8.900–E and on another national securities 

exchange under substantially equivalent listing 

rules. See Securities Exchange Act Release Nos. 

89633 (August 25, 2020), 85 FR 53868 (August 31, 

2020) (SR–NYSEArca–2020–48) (Order Approving a 

Proposed Rule Change, as Modified by Amendment 

No. 1, to List and Trade Shares of Gabelli ETFs 

under Rule 8.900–E) (‘‘Gabelli Approval Order’’); 

88247 (February 20, 2020), 85 FR 11137 (February 

26, 2020) (SR–CboeBZX–2019–102) (Notice of 

Filing of Amendment No. 3 and Order Granting 

Accelerated Approval of a Proposed Rule Change, 

as Modified by Amendment No. 3 Thereto, to List 

and Trade Shares of the ClearBridge Focus Value 

ETF under BZX Rule 14.11(k)) (‘‘ClearBridge 

Approval Order’’); 88175 (February 12, 2020), 85 FR 

9494 (February 19, 2020) (SR–CboeBZX–2019–057) 

(Notice of Filing of Amendment No. 2 and Order 

Granting Accelerated Approval of a Proposed Rule 

Change, as Modified by Amendment No. 2 Thereto, 

to List and Trade Shares of the American Century 

Focused Dynamic Growth ETF and American 

Century Focused Large Cap Value ETF under BZX 

Rule 14.11(k)) (‘‘American Century Approval 

Order’’ and, together with the Gabelli Approval 

Order and the ClearBridge Approval Order, 

‘‘Approval Orders’’). 

15 17 CFR 240.19b–4(e). Rule 19b–4(e)(1) under 

the Act provides that the listing and trading of a 

new derivative securities product by a selfregulatory organization (‘‘SRO’’) is not deemed a 

proposed rule change, pursuant to paragraph (c)(1) 

of Rule 19b–4, if the Commission has approved, 

pursuant to Section 19(b) of the Act, the SRO’s 

trading rules, procedures and listing standards for 

the product class that would include the new 

derivative securities product and the SRO has a 

surveillance program for the product class. See 17 

CFR 240.19b–4(e)(1). Under Rule 19b–4(e), the term 

‘‘new derivative securities product’’ means any type 

of option, warrant, hybrid securities product or any 

other security, other than a single equity option or 

a security futures product, whose value is based, in 

whole or in part, upon the performance of, or 

interest in, an underlying instrument. See 17 CFR 

240.19b–4(e). Under Rule 19b–4(c)(1), a stated 

policy, practice, or interpretation of the SRO shall 

be deemed to be a proposed rule change unless it 

is reasonably and fairly implied by an existing rule 

of the SRO. 17 CFR 240.19b–4(c)(1). 17 CFR 

240.19b–4(c)(1). 

16For example, according to the Exchange, if the 

components of a series of Managed Portfolio Shares 

included a security or asset that is not specified in 

proposed Commentary .01, the Exchange would file 

a separate proposed rule change with the 

Commission to list the series of Managed Portfolio 

Shares. 17See supra note 14. 

quarter.11 Further, each series of 

Managed Portfolio Shares widely 

disseminates a Verified Intraday 

Indicative Value or ‘‘VIIV’’ 12 in one 

second intervals during the Core 

Trading Session.13

NYSE Arca Rule 8.900–E(b)(1) 

currently requires that the Exchange 

submit a proposed rule change with the 

Commission to list and trade each new 

series of Managed Portfolio Shares.14

The Exchange proposes to amend NYSE 

Arca Rule 8.900–E to adopt ‘‘generic’’ 

listing standards that would allow the 

Exchange to approve the listing and 

trading (including pursuant to unlisted 

trading privileges) of series of Managed 

Portfolio Shares that satisfy those 

generic listing standards pursuant to 

Rule 19b–4(e) under the Act.15

A. Proposed Amendments to Rule 

8.900–E 

The Exchange proposes to amend 

Rule 8.900–E(b)(1) to state that the 

Exchange may approve Managed 

Portfolio Shares for listing and/or 

trading (including pursuant to unlisted 

trading privileges) pursuant to Rule 

19b–4(e) under the Act. The Exchange 

would also specify within proposed 

Rule 8.900–E(b)(1) that components of a 

series of Managed Portfolio Shares listed 

pursuant to Rule 19b–4(e) shall satisfy 

the criteria set forth in Rule 8.900–E and 

Commentary .01 thereto upon initial 

listing and on a continual basis. In 

addition, the Exchange would specify 

that it will file separate proposals under 

Section 19(b) of the Act before the 

listing and trading of a series of 

Managed Portfolio Shares with 

components that do not satisfy the 

criteria set forth in proposed 

Commentary .01 or components other 

than those specified in proposed 

Commentary .01.16

Proposed Commentary .01(a) to Rule 

8.900–E would provide that the 

portfolio holdings for a series of 

Managed Portfolio Shares shall include 

only the following components: 

(1) U.S. exchange-traded securities 

that are common stocks; preferred 

stocks; American Depositary Receipts; 

and real estate investment trusts; 

(2) U.S. exchange-traded funds that 

are listed under the following NYSE 

Arca rules: Investment Company Units 

(Rule 5.2–E(j)(3)); Exchange-Traded 

Fund Shares (Rule 5.2–E(j)(8)); Portfolio 

Depositary Receipts (Rule 8.100–E); 

Managed Fund Shares (Rule 8.600–E); 

Active Proxy Portfolio Shares (Rule 

8.601–E); and Managed Portfolio Shares 

(Rule 8.900–E); 

(3) Equity Gold Shares (listed under 

NYSE Arca Rule 5.2–E(j)(5)) 

(4) Index-Linked Securities (listed 

under NYSE Arca Rule 5.2–E(j)(6)); 

(5) Commodity-Based Trust Shares 

(listed under NYSE Arca Rule 8.201–E); 

(6) Currency Trust Shares (listed 

under NYSE Arca Rule 8.202–E); 

(7) The following securities, which 

are required to be organized as 

commodity pools: Commodity Index 

Trust Shares (listed under NYSE Arca 

Rule 8.203–E); Commodity Futures 

Trust Shares (listed under NYSE Arca 

Rule 8.204–E); Trust Units (listed under 

NYSE Arca Rule 8.500–E); and Managed 

Trust Securities (listed under NYSE 

Arca Rule 8.700–E); 

(8) The following securities if 

organized as commodity pools: Trust 

Issued Receipts (listed under NYSE 

Arca Rule 8.200–E) and Partnership 

Units (listed under NYSE Arca Rule 

8.300–E); 

(9) U.S. exchange-traded futures that 

trade contemporaneously with shares of 

a series of Managed Portfolio Shares in 

the Exchange’s Core Trading Session; 

and 

(10) Cash and cash equivalents, which 

cash equivalents would be limited to 

short-term U.S. Treasury securities, 

government money market funds, and 

repurchase agreements. 

Proposed Commentary .01(b) to Rule 

8.900–E would provide that a series of 

Managed Portfolio Shares will not hold 

short positions in securities and other 

financial instruments referenced in the 

list of permitted investments in 

proposed Commentary .01(a). Proposed 

Commentary .01(c) would provide that 

the securities referenced in proposed 

Commentary .01(a)(2)–(8) would also 

include securities listed on another 

national securities exchange pursuant to 

substantially equivalent listing rules. 

The Exchange states that the 

securities and financial instruments 

enumerated in proposed Commentary 

.01(a) to Rule 8.900–E are consistent 

with, and limited to, the ‘‘permissible 

investments’’ for series of Managed 

Portfolio Shares previously approved by 

the Commission for Exchange listing 

and trading, as described in the 

Approval Orders 17 and as permitted by 

their respective exemptive relief under 

the 1940 Act. 

The Exchange also states that the 

regulatory staff of the Exchange, or the 

Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’), on behalf of 

the Exchange, will communicate as 

needed regarding trading in Managed 

Portfolio Shares, other exchange-traded 

equity securities and futures contracts 

with other markets that are members of 

the Intermarket Surveillance Group 

(‘‘ISG’’), including U.S. exchanges on 

which the components are traded. In 

addition, the Exchange may obtain 

information regarding trading in 


jbell on DSKJLSW7X2PROD with NOTICES
632 Federal Register / Vol. 86, No. 3 / Wednesday, January 6, 2021 / Notices 

18 15 U.S.C. 78s(b)(2)(B). 

19 Id. 

20 15 U.S.C. 78f(b)(5). 

21See supra note 7 and accompanying text. The 

Commission notes that it also recently approved a 

substantively similar rule for the listing and trading 

of Managed Portfolio Shares on Cboe BZX 

Exchange, Inc. (‘‘BZX’’). See Securities Exchange 

Act Release No. 87759 (December 16, 2019), 84 FR 

70223 (December 20, 2019) (Notice of Filing of 

Amendment Nos. 4 and 5, and Order Granting 

Accelerated Approval of a Proposed Rule Change, 

as Modified by Amendment Nos. 4 and 5, to Adopt 

BZX Rule 14.11(k) to Permit the Listing and Trading 

of Managed Portfolio Shares). 

22See Notice, supra note 3, at 64600. See also 

Approval Orders, supra note 14. The Commission 

notes that, since the initial filing of the Exchange’s 

proposal, additional Managed Portfolio Shares have 

been approved, or filed pursuant to (b)(3)(A) under 

Section 19 of the Exchange Act, for listing on a 

national securities exchange. See Securities 

Exchange Act Release Nos. 90528 (November 30, 

2020), 85 FR 78389 (December 4, 2020) (Order 

Approving a Proposed Rule Change, as Modified by 

Amendment No. 2, to List and Trade Shares of 

Alger Mid Cap 40 ETF and Alger 25 ETF Under 

Rule 8.900–E); 90683 (December 16, 2020), 85 FR 

83665 (December 22, 2020) (Order Approving a 

Proposed Rule Change, as Modified by 

Amendments No. 1 and No. 2, to List and Trade 

Shares of the AdvisorShares Q Portfolio Blended 

Allocation ETF and AdvisorShares Q Dynamic 

Growth ETF Under NYSE Arca Rule 8.900–E). 

23See supra note 15. 

24See Securities Exchange Act Release No. 78397 

(July 22, 2016), 81 FR 49320 (July 27, 2016 (SR– 

NYSEArca–2015–110) (Order Granting Approval of 

Proposed Rule Change, as Modified by Amendment 

No. 7 Thereto, Amending NYSE Arca Equities Rule 

8.600 to Adopt Generic Listing Standards for 

Managed Fund Shares) and Securities Exchange Act 

Release No. 57619 (April 4, 2008), 73 FR 19544 

(April 10, 2008) (Notice of Filing of Amendment 

No. 1 to Proposed Rule Change and Order Granting 

Accelerated Approval of Such Proposed Rule 

Change, as Modified by Amendment No. 1 Thereto, 

Relating to Rules Permitting the Listing and Trading 

of Managed Fund Shares, Trading Hours and Halts, 

Listing Fees Applicable to Managed Fund Shares, 

and the Listing and Trading of Shares of the 

PowerShares Active AlphaQ Fund, PowerShares 

Active Alpha Multi-Cap Fund, PowerShares Active 

Mega-Cap Portfolio, and the PowerShares Active 

Low Duration Portfolio). 

25 17 CFR 201.700(b)(3). 

Managed Portfolio Shares from other 

markets that are members of the ISG, 

including all U.S. securities exchanges 

and futures exchanges on which the 

equity securities and futures contracts 

are traded. The Exchange represents that 

its surveillance procedures are adequate 

to continue to properly monitor the 

trading of Managed Portfolio Shares in 

all trading sessions and to deter and 

detect violations of Exchange rules. 

Specifically, the Exchange intends to 

utilize its existing surveillance 

procedures applicable to derivative 

products, which will include Managed 

Portfolio Shares, to monitor trading in 

the Managed Portfolio Shares. 

The Exchange states that the Managed 

Portfolio Shares will conform to the 

initial and continued listing criteria 

under Rule 8.900–E. All Managed 

Portfolio Shares listed and/or traded 

pursuant to Rule 8.900–E (including 

pursuant to unlisted trading privileges) 

are subject to all Exchange rules and 

procedures that currently govern the 

trading of equity securities on the 

Exchange. The issuer of a series of 

Managed Portfolio Shares will be 

required to comply with Rule 10A–3 

under the Act for the initial and 

continued listing of Managed Portfolio 

Shares, as provided under NYSE Arca 

Rule 5.3–E. 

Further, according to the Exchange, 

prior to listing pursuant to proposed 

amended Rule 8.900–E and proposed 

Commentary .01 thereto, an issuer 

would be required to represent to the 

Exchange that it will advise the 

Exchange of any failure by a series of 

Managed Portfolio Shares 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 a 

series of Managed Portfolio Shares is not 

in compliance with the applicable 

listing requirements, the Exchange will 

commence delisting procedures under 

NYSE Arca Rule 5.5–E(m). 

III. Proceedings To Determine Whether 

To Approve or Disapprove SR– 

NYSEArca–2020–84, as Modified by 

Amendment No. 1, and Grounds for 

Disapproval Under Consideration 

The Commission is instituting 

proceedings pursuant to Section 

19(b)(2)(B) of the Act 18 to determine 

whether the proposed rule change 

should be approved or disapproved. 

Institution of such proceedings is 

appropriate at this time in view of the 

legal and policy issues raised by the 

proposed rule change. Institution of 

proceedings does not indicate that the 

Commission has reached any 

conclusions with respect to any of the 

issues involved. Rather, as described 

below, the Commission seeks and 

encourages interested persons to 

provide additional comment on the 

proposed rule change to inform the 

Commission’s analysis of whether to 

approve or disapprove the proposed 

rule change. 

Pursuant to Section 19(b)(2)(B) of the 

Act,19 the Commission is providing 

notice of the grounds for disapproval 

under consideration. The Commission is 

instituting proceedings to allow for 

additional analysis of the proposed rule 

change’s consistency with Section 

6(b)(5) of the Act, which requires, 

among other things, that the rules of a 

national securities exchange be 

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 

regulating, clearing, settling, processing 

information with respect to, and 

facilitating transactions in securities, to 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system, and to 

protect investors and the public interest, 

and not be designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers.20

The Exchange proposes to adopt 

generic listing standards for Managed 

Portfolio Shares, which would allow the 

Exchange to list and trade Managed 

Portfolio Shares that meet the 

requirements of NYSE Arca Rule 8.900– 

E and Commentary .01 without filing a 

proposed rule change with the 

Commission. As noted above, however, 

the Exchange only recently adopted 

Rule 8.900–E to permit the listing and 

trading of Managed Portfolio Shares on 

the Exchange.21 Further, the Exchange 

states that only three series of Managed 

Portfolio Shares are currently listed and 

traded on BZX and does not indicate 

whether any series are currently listed 

and traded on the Exchange.22

Accordingly, the Commission and the 

Exchange, as well as the marketplace, 

more generally, have limited experience 

with respect to this type of new 

derivative securities product.23 In the 

past, a new derivative securities product 

typically had a significant history of 

being listed and traded on an exchange 

before the Commission approved its 

generic listing standards. For example, 

the Commission approved the 

Exchange’s listing standards for 

Managed Fund Shares in 2008, but did 

not approve the generic listing 

standards for the same until 2016.24

Given the relatively short amount of 

time the Commission has had to oversee 

and observe Managed Portfolio Shares 

and other similarly structured exchange 

traded products, the Commission is 

concerned that there is insufficient 

experience to determine that the 

proposal to permit generic listing and 

trading of Managed Portfolio Shares is 

consistent with Section 6(b)(5) of the 

Act, including whether the proposal is 

designed to prevent fraudulent and 

manipulative acts and practices and to 

protect investors and the public interest. 

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 [SRO] that 

proposed the rule change.’’ 25 The 


jbell on DSKJLSW7X2PROD with NOTICES
Federal Register / Vol. 86, No. 3 / Wednesday, January 6, 2021 / Notices 633 

26See id. 

27See id. 

28 15 U.S.C. 78f(b)(5). 

29 17 CFR 240.19b–4. 

30Section 19(b)(2) of the Act, as amended by the 

Securities Act Amendments of 1975, Public Law 

94–29 (June 4, 1975), grants the Commission 

flexibility to determine what type of proceeding— 

either oral or notice and opportunity for written 

comments—is appropriate for consideration of a 

particular proposal by a self-regulatory 

organization. See Securities Act Amendments of 

1975, Senate Comm. on Banking, Housing & Urban 

Affairs, S. Rep. No. 75, 94th Cong., 1st Sess. 30 

(1975). 31See Notice, supra note 3. 

32 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b–4. 

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,26 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 Act and the applicable rules 

and regulations.27 The Commission 

notes that the Exchange has provided no 

data or analysis to support the 

determination that, in the absence of 

significant market or regulatory 

experience, its proposal to permit the 

listing and trading of Managed Portfolio 

Shares pursuant to a generic listing 

standards raises no new or novel 

concerns. 

Accordingly, the Commission is 

instituting proceedings to allow for 

additional consideration and comment 

on the issues raised herein, including 

whether the proposal is consistent with 

the Act. 

IV. Procedure: Request for Written 

Comments 

The Commission requests that 

interested persons provide written 

submissions of their views, data, and 

arguments with respect to the issues 

identified above, as well as any other 

concerns they may have with the 

proposal. In particular, the Commission 

invites the written views of interested 

persons concerning whether the 

proposal is consistent with Section 

6(b)(5) 28 of the Act or any other 

provision of the Act, or the rules and 

regulations thereunder. Although there 

do not appear to be any issues relevant 

to approval or disapproval that would 

be facilitated by an oral presentation of 

views, data, and arguments, the 

Commission will consider, pursuant to 

Rule 19b–4 under the Act,29 any request 

for an opportunity to make an oral 

presentation.30

Interested persons are invited to 

submit written data, views, and 

arguments regarding whether the 

proposal should be approved or 

disapproved by January 27, 2021. Any 

person who wishes to file a rebuttal to 

any other person’s submission must file 

that rebuttal by February 10, 2021. The 

Commission asks that commenters 

address the sufficiency of the 

Exchange’s statements in support of the 

proposal, which are set forth in the 

Notice,31 in addition to any other 

comments they may wish to submit 

about the proposed rule change. 

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–2020–84 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–2020–84. 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–2020–84 and 

should be submitted by January 27, 

2021. Rebuttal comments should be 

submitted by February 10, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.32

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2020–29283 Filed 1–5–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90831; File No. SR– 

PEARL–2020–36] 

Self-Regulatory Organizations; MIAX 

PEARL, LLC; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Exchange 

Rule 3100, Registration Requirements, 

To Adopt Temporary Interpretation and 

Policy .13 (Temporary Extension of the 

Limited Period for Registered Persons 

To Function as Principals) 

December 30, 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 28, 2020, MIAX PEARL, 

LLC (‘‘MIAX PEARL’’ 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 

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 Exchange Rule 3100, 

Registration Requirements, to adopt 

temporary Interpretation and Policy .13 

(Temporary Extension of the Limited 

Period for Registered Persons to 

Function as Principals). 

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. 


jbell on DSKJLSW7X2PROD with NOTICES