Federal Register / Vol. 86, No. 20 / Tuesday, February 2, 2021 / Notices 7905 

20 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. 

4See Rule 7.31(c)(1)(D). 

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

6 15 U.S.C. 78f(b)(5). 

CboeEDGX–2021–006 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–CboeEDGX–2021–006. 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–CboeEDGX–2021–006, and 

should be submitted on or before 

February 23, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.20

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–02119 Filed 2–1–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–90996; File No. SR–NYSE– 

2021–07] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Amending Rule 

7.32 

January 27, 2021. 

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

Securities Exchange Act of 1934 

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

notice is hereby given that on January 

25, 2021, New York Stock Exchange 

LLC (‘‘NYSE’’ or ‘‘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 

comments on the proposed rule change 

from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend 

Rule 7.32 (Order Entry) to provide that 

the Exchange would not apply order 

entry size limitations to Issuer Direct 

Offering (‘‘IDO’’) Orders. The proposed 

rule change is available on the 

Exchange’s website at www.nyse.com, at 

the principal office of the Exchange, and 

at the Commission’s Public Reference 

Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization included 

statements concerning the purpose of, 

and basis for, the proposed rule change 

and discussed any comments it received 

on the proposed rule change. The text 

of those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

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

of the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend 

Rule 7.32 (Order Entry) to provide that 

the Exchange would not apply order 

entry size limitations to IDO Orders. 

Rule 7.32 provides that orders entered 

that are greater than five million shares 

in size will be rejected, provided, that 

in Auction-Eligible Securities, the 

Exchange will accept orders defined in 

Rule 7.31(c), DMM Auction Liquidity as 

defined in Rule 7.35, and Floor Broker 

Interest intended for the Closing 

Auction as defined in Rule 7.35B(a)(1), 

up to 25 million shares in size. In 

addition, in all securities traded on the 

Exchange, the Exchange will accept 

proposed cross transactions under Rule 

76 up to 25 million shares in size. 

The Exchange recently amended its 

rules to add the IDO Order, which is to 

be traded only in a Direct Listing for a 

Primary Direct Floor Listing.4 Rule 

7.31(c)(1)(D)(iii) provides that the IDO 

Order must be for the quantity of shares 

offered by the issuer, as disclosed in the 

prospectus in the effective registration 

statement. To facilitate this requirement, 

the Exchange proposes to amend Rule 

7.32 to specify that the Exchange would 

not apply order entry size limitations to 

IDO Orders. 

2. Statutory Basis 

The proposed rule change is 

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

in general, and furthers the objectives of 

Section 6(b)(5) of the Act,6 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. 

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 provide specificity in Exchange 

rules that Exchange systems would be 

able to accept IDO Orders that comply 

with the requirement specified in Rule 

7.31(c)(1)(D)(iii) that an IDO Order must 

be for the quantity of shares offered by 

the issuer, as disclosed in the 


jbell on DSKJLSW7X2PROD with NOTICES
7906 Federal Register / Vol. 86, No. 20 / Tuesday, February 2, 2021 / Notices 

7 15 U.S.C. 78s(b)(3)(A)(iii). 

8 17 CFR 240.19b–4(f)(6). 

9 15 U.S.C. 78s(b)(2)(B). 10 17 CFR 200.30–3(a)(12). 

prospectus in the effective registration 

statement. 

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 provide specificity 

in Exchange rules that Exchange 

systems would be able to accept IDO 

Orders that comply with the 

requirement specified in Rule 

7.31(c)(1)(D)(iii) that an IDO Order must 

be for the quantity of shares offered by 

the issuer, as disclosed in the 

prospectus in the effective registration 

statement. 

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 7 and Rule 

19b–4(f)(6) thereunder.8 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) 

of the Act and Rule 19b–4(f)(6)(iii) 

thereunder. 

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) 9 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–2021–07 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–2021–07. 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–2021–07 and 

should be submitted on or before 

February 23, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.10

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–02115 Filed 2–1–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–213, OMB Control No. 

3235–0220] 

Submission for OMB Review; 

Comment Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Extension: 

Rule 30b2–1 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission (the 

‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for extension of the 

previously approved collection of 

information discussed below. 

Rule 30b2–1 (17 CFR 270.30b2–1) 

under the Investment Company Act of 

1940 (15 U.S.C. 80a–1 et seq.) (the 

‘‘Investment Company Act’’) requires a 

registered management investment 

company (‘‘fund’’) to (1) file a report 

with the Commission on Form N–CSR 

(17 CFR 249.331 and 274.128) not later 

than 10 days after the transmission of 

any report required to be transmitted to 

shareholders under rule 30e–1 under 

the Investment Company Act, and (2) 

file with the Commission a copy of 

every periodic or interim report or 

similar communication containing 

financial statements that is transmitted 

by or on behalf of such fund to any class 

of such fund’s security holders and that 

is not required to be filed with the 

Commission under (1), not later than 10 

days after the transmission to security 

holders. The purpose of the collection of 

information required by rule 30b2–1 is 

to meet the disclosure requirements of 

the Investment Company Act and 

certification requirements of the 

Sarbanes-Oxley Act of 2002 (Pub. L. 

107–204, 116 Stat. 745 (2002)) and to 

provide investors with information 

necessary to evaluate an interest in the 

fund. 

The Commission estimates that there 

are 2,207 funds, with a total of 

approximately 11,977 portfolios, that 

are governed by the rule. For purposes 


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