9968 Federal Register / Vol. 86, No. 30 / Wednesday, February 17, 2021 / Notices 

22 15 U.S.C. 78s(b)(3)(A)(ii). 

23 17 CFR 240.19b–4(f)(2). 

24 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(2). 

5Available at http://www.dtcc.com/∼/media/ 

Files/Downloads/legal/fee-guides/dtcfeeguide.pdf. 

6See id at 6–8. 

7Pursuant to the Rules, the term ‘‘MMI Program’’ 

means the Program for transactions in MMI 

Securities, as provided in Rule 9(C) and as specified 

in the Procedures. See Rule 1, supra note 1. 

Pursuant to the Rules, the term ‘‘MMI Securities’’ 

means an Eligible Security described in the second 

paragraph of Section 1 of Rule 5, that would, upon 

a determination of eligibility by the Corporation, be 

assigned an Acronym by DTC. Id. Under the Rules, 

MMI Securities are processed differently than other 

Securities. See Rule 9(C), supra note 1; and DTC 

Operational Arrangements (Necessary for Securities 

to Become and Remain Eligible for DTC Services), 

at 3, available at http://www.dtcc.com/∼/media/ 

Files/Downloads/legal/issue-eligibility/eligibility/ 

operational-arrangements.pdf. The Procedures 

applicable to settlement processing of MMI 

Securities are set forth in the DTC Settlement 

Service Guide (‘‘Settlement Guide’’), available at 

http://www.dtcc.com/∼/media/Files/Downloads/ 

legal/service-guides/Settlement.pdf. 

8Each capitalized term not otherwise defined 

herein has its respective meaning as set forth in the 

Rules, By-Laws and Organization Certificate of DTC 

(the ‘‘Rules’’), available at http://dtcc.com/∼/media/ 

Files/Downloads/legal/rules/dtc_rules.pdf. 

9See supra note 5. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange neither solicited nor 

received comments on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act 22 and Rule 

19b–4(f)(2) 23 thereunder. 

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

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

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

MEMX–2021–02 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–MEMX–2021–02. 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 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–MEMX–2021–02, and 

should be submitted on or before March 

10, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.24

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–03087 Filed 2–16–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91098; File No. SR–DTC– 

2021–001)] 

Self-Regulatory Organizations; The 

Depository Trust Company; Notice of 

Filing and Immediate Effectiveness of 

a Proposed Rule Change To Add New 

Fees for DTC’s Money Market 

Instrument Program 

February 10, 2021. 

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 February 

1, 2021, The Depository Trust Company 

(‘‘DTC’’) filed with the Securities and 

Exchange Commission (‘‘Commission’’) 

the proposed rule change as described 

in Items I, II, and III below, which Items 

have been prepared by DTC. DTC filed 

the proposed rule change pursuant to 

Section 19(b)(3)(A) of the Act 3 and Rule 

19b–4(f)(2) thereunder.4 The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Clearing Agency’s Statement of the 

Terms of Substance of the Proposed 

Rule Change 

The purpose of the proposed rule 

change is to amend the Guide to the 

DTC Fee Schedule 5 (‘‘Fee Guide’’) to 

add new fees within the Corporate 

Actions section,6 and specifically as that 

section relates to the DTC’s Money 

Market Instrument program (‘‘MMI 

Program’’),7 as described in greater 

detail below.8

II. Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

In its filing with the Commission, the 

clearing agency included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

clearing agency has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of such statements. 

A. Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

(1) Purpose 

The proposed rule change would 

amend the Fee Guide to add new fees 

within the Corporate Actions section,9

and specifically as that section relates to 

the MMI Program, as described below. 


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10Pursuant to the Rules, the term (i) ‘‘MMI 

Issuing Agent’’ means a Participant, acting as an 

issuing agent for an issuer with respect to a 

particular issue for MMI Securities of that issuer, 

that has executed such agreements as the 

Corporation shall require in connection with the 

participation of such Participant in the MMI 

Program in that capacity, and (ii) ‘‘MMI Paying 

Agent’’ means a Participant, acting as a paying 

agent for an issuer with respect to a particular issue 

of MMI Securities of that issuer, that has executed 

such agreements as the Corporation shall require in 

connection with the participation of such 

Participant in the MMI Program in that capacity. 

See Rule 1, supra note 1. 

11Eligibility for inclusion in the MMI Program 

covers Securities that are money market 

instruments, which are short-term debt Securities 

that generally mature 1 to 270 days from their 

original issuance date. MMI Securities include, but 

are not limited to, commercial paper, banker’s 

acceptances and short-term bank notes and are 

issued by financial institutions, large corporations, 

or state and local governments. Most MMI 

Securities trade in large denominations (typically, 

$250,000 to $50 million) and are purchased by 

institutional investors. Eligibility for inclusion in 

the MMI Program also covers medium term notes 

that mature over a longer term. 

12See Securities Exchange Act Release No. 79764 

(January 9, 2017), 82 FR 4434 (January 13, 2017) 

(SR–DTC–2016–008). 

13A CUSIP number is the identification number 

created by the American Banking Association’s 

Committee on Uniform Security Identification 

Procedures (CUSIP) to uniquely identify issuers and 

issues of securities and financial instruments. See 

Committee on Uniform Securities Identification 

Procedures, available at https://www.aba.com/ 

about-us/our-story/cusip-securities-identification. 

See DTC Underwriting Service Guide 

(‘‘Underwriting Guide’’), available at http://

www.dtcc.com/∼/media/Files/Downloads/legal/ 

service-guides/Underwriting-Service-Guide.pdf at 6. 

14See Underwriting Guide, supra note 13 at 12. 

15See id at 13. 

16See Settlement Guide, supra note 7 at 46–47. 

17See id at 47. 

18Tasks involved for DTC to make an adjustment, 

may include, but not be limited to, receiving the 

request from the Participant, determining the 

positions that would be impacted by the 

adjustment, reviewing the positions and obligations 

of the affected Participants, and effectuating the 

adjustment. Most issues for which adjustments are 

requested have many holders, and the processing of 

the adjustments causes heightened operational risk 

to DTC and its Participants. 

19See Settlement Guide, supra note 7 at 2. 

20 Id. 

Background 

The MMI Program operates using an 

automated platform providing MMI 

Issuing and Paying Agents 10 (each, an 

‘‘IPA’’) with the ability to issue, service, 

and settle Securities that are money 

market instruments (‘‘MMI Securities’’) 

that are processed in DTC’s MMI 

Program 11 that they introduce into the 

marketplace through DTC. The MMI 

Program is designed to provide an IPA 

with the capability to process all 

corporate action activity associated with 

MMI Securities without requiring 

manual intervention by DTC. However, 

from time to time, IPAs make requests 

for adjustments relating to MMI 

Securities that require manual 

intervention by DTC, as described 

below. While MMI Securities processing 

is fully automated, the adjustments 

require manual intervention by DTC, 

introducing settlement and operational 

risk to DTC and its Participants, as 

described below. DTC does not 

currently charge its Participants for 

these adjustments. 

DTC’s Rules relating to settlement 

processing for the MMI Program are 

designed, among other things, to limit 

settlement risk for DTC and 

Participants. In this regard, DTC 

implemented rule changes (‘‘MMI Rule 

Changes’’) to the MMI Program to 

eliminate risks associated with intra-day 

reversals of processed MMI obligations 

to prevent the possibility that a reversal 

could override risk controls and 

heighten settlement risk.12

When an issue is made eligible at 

DTC, DTC’s system for processing of 

MMI transactions (‘‘MMI System’’) 

allows the IPA to create an instruction 

to add a CUSIP number 13 (‘‘CUSIP’’) 

and security-level details (e.g., interest 

rate, maturity date, payment frequency) 

to DTC’s masterfile.14 In this regard, the 

MMI system provides an IPA with the 

ability to issue, inquire about, withdraw 

or cancel instructions for all MMI 

Securities for which it is the IPA.15

When a maturity date, call date or 

payable date (‘‘Event Date’’) for an MMI 

Security that is on deposit at DTC 

arrives, the event is automatically 

processed by the MMI System. First, the 

MMI System would require the IPA to 

acknowledge its payment obligations 

associated with the event.16 Second, 

once the transaction is acknowledged by 

the IPA, the MMI System would process 

the related maturity, redemption or 

interest payment, which includes 

Deliveries of Securities between 

Participants and IPAs, as applicable, 

and inclusion of related funds payments 

in DTC’s end-of-day settlement.17

If an IPA notifies DTC on or after an 

Event Date that the IPA needs to modify 

details that impact the processing of an 

event, such as changing the Event Date 

to a later date, modifying the event type 

(e.g., from a principal payment to an 

interest payment) or a changing the rate, 

this presents DTC and its Participants 

with increased settlement and 

operational risk that the Rules 

applicable to the MMI Program have 

been designed to mitigate. In the case of 

a change in Event Date once that date 

has arrived, because the MMI System 

would have begun processing the event, 

effecting the change would require DTC 

to manually back the event out of the 

MMI System and change the Event Date. 

In cases where the transaction has been 

processed, this would require a reversal 

of the transaction, involving movement 

of Securities and reversals of funds 

credits and debits to the IPA and 

Participants holding the affected MMI 

Security, that the MMI Rule Change was 

intended to eliminate.18 Any resulting 

reversals of funds credits to Participants 

whose Securities are being redeemed 

would create settlement risk for DTC 

and Participants if it is in an amount 

that places the Participant in a Net Debit 

Balance, by potentially causing affected 

Participants to be in a position to satisfy 

a Net Debit Balance it might not 

otherwise have incurred and that would 

need to be funded in order to complete 

settlement. Operational risk arises as 

well since manual intervention is 

required to make the reversals which 

introduces the possibility of a manual 

error by staff making the entries. Similar 

risks arise in the case of a modification 

of the event type or change in interest 

rate, each of which requires manual 

intervention by DTC to make the 

adjustment requested by the IPA and 

potential movement of Securities and/or 

reversal of funds credits and debits. In 

addition, incorrect information 

previously provided by an IPA that 

requires adjustment and related to a 

transaction that has been acknowledged 

by an IPA could present settlement risk 

to DTC and Participants in the event 

DTC was unable to make the requested 

adjustment on that date and the IPA was 

not able to meet its related obligation to 

make payment for the affected MMI 

Securities. 

As a Participant, an IPA maintains a 

responsibility to check the accuracy, 

where applicable, of all statements and 

reports received from DTC and to notify 

DTC of any discrepancies.19 DTC relies, 

among other things, upon the duty of 

Participants and other authorized users 

to exercise diligence in all aspects of 

each transaction processed through 

DTC.20 IPAs receive output and have 

access to reports on DTC’s MMI System 

regarding the status of their issues. 

Failure of Participants to correct errors 

and discrepancies, including those 

relating to data that is provided by them 

for MMI Securities they service, such as 

Event Dates, types and rates, in a timely 

manner may create undue settlement 

and operational risk to DTC and its 

Participants, such as those described 

above. 

In this regard, adjustments can 

normally be made by an IPA during the 

lifecycle of the MMI Security with 

minimal intervention by DTC if the 

adjustment is made prior to an Event 

Date because the MMI System would 


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21The terms of an MMI Security, including 

maturity date, redemption dates, and interest rates 

are established at the time of the Securities 

issuance, and are entered directly by the IPA into 

the MMI System in connection with the issuance 

of the MMI Security, as described above. 22See Fee Guide, supra note 5 at 6–8. 23 15 U.S.C. 78q–1(b)(3)(D). 

24 15 U.S.C. 78q–1(b)(3)(F). 

25 17 CFR 240.17Ad–22(e)(23)(ii). 

26 15 U.S.C. 78q–1(b)(3)(D). 

not yet have begun processing the event. 

However, if an IPA does not act to 

correct the information for its issue 

prior to an Event Date, DTC would 

process the event using the existing 

information that was previously entered 

by the IPA in the MMI System.21 Once 

processing on the Event Date has begun, 

adjustments require intervention by 

DTC in the form of manual entry of 

movements of MMI Securities and funds 

to effectuate the adjustments. DTC staff 

must perform a significant amount of 

work to input the adjustment and 

ensure it settles accurately in a timely 

fashion. Depending on the amount, an 

adjustment may have a significant effect 

on the amount of a Participant’s net 

settlement balance, presenting 

settlement risk and settlement 

uncertainty to DTC and the Participant. 

In addition, the Participant that held an 

MMI for which the transaction has been 

processed must be contacted, and 

agreement by the Participant to the 

adjustment must be received, prior to 

entering the adjustment, which can 

extend the period of uncertainty relating 

to settlement of the transaction. 

Considering the risks presented by the 

processing of adjustments relating to 

MMI Securities as discussed above, DTC 

is proposing to add new fees to the Fee 

Guide to encourage an IPA to 

implement practices that promote 

efficient market behavior, including 

meeting an IPA’s obligations to 

reconcile its activity at DTC and ensure 

its accuracy in accordance with the 

Rules. The fees would be intended to (i) 

deter behavior by an IPA, such as the 

input of incorrect information and/or a 

failure to timely reconcile its MMI 

activity, that could result in the IPA 

requesting an adjustment that presents 

settlement and operational risk to DTC 

and its Participants that the MMI Rule 

Change was designed to eliminate, and 

(ii) encourage IPAs, through 

disincentives, to perform the necessary 

levels of due diligence and operational 

disciplines to fulfill their obligations. 

The proposed fees would be set on a 

sliding scale, categorized by three types 

of adjustment requests, that considers 

the level of settlement risk DTC believes 

an adjustment type presents to DTC and 

its Participants, as described below. 

First, adjustments requiring position 

reinstatement to reverse a processed 

transaction either on Event Date or after 

Event Date, would cause the IPA for the 

affected MMI Security to incur a fee of 

$10,000 per CUSIP. This type of 

adjustment would incur the highest of 

the three proposed adjustment fee 

amounts because it involves the 

movement of MMI Securities positions 

between an IPA and Participants and 

the debit of funds previously credited to 

Participants for the redemption of the 

MMI Securities. This type of adjustment 

presents the highest level of risk as it 

involves the reinstatement of the full 

position and the debiting of the full 

value of an issue that was previously 

credited to Participants holding the 

issue. This type of adjustment would 

present a higher level of settlement risk 

than an adjustment of an event type, 

such as an interest payment, that would 

typically be for a percentage amount 

that is less than the full value of the 

MMI Securities outstanding for the 

CUSIP. 

Second, events requiring the 

modification of the event type would 

cause the IPA for the affected MMI 

Security to incur a fee of $7,500 per 

CUSIP. This type of adjustment would 

incur the second highest fee of the three 

proposed adjustment fee categories 

because it would typically involve the 

movement of Securities and funds, 

though not for the entire outstanding 

amount of the issue, and therefore 

presents potential settlement risk to 

DTC and Participants, although 

potentially less than if a reinstatement 

to reverse a full redemption of a 

Security was required to make the 

requested adjustment. 

Third, events requiring a rate change 

and possibly a manual allocation of 

funds relating to the corrected rate 

would cause the IPA for the affected 

issue to incur a charge of $2,000 per 

CUSIP. This type of adjustment would 

incur the lowest fee amount of the three 

proposed adjustment fee categories 

because it would involve the movement 

of funds, either in the form of an 

allocation to, or a debit from, 

Participants holding an MMI Security, 

and would not involve the movement of 

MMI Securities. 

Proposed Rule Change 

Pursuant to the proposed rule change, 

the following entries would be added to 

the Fee Guide in the Corporate Actions 

section 22 under the heading for ‘‘Agent 

Fees’’: 

Fee name Amount 

($) Conditions 

MMI Position Reinstatement (Maturity Date/Call Date/Payable Date Correction) ................................................... 10,000 per CUSIP. 

Event Type Modification (Change of Principal to Interest) ....................................................................................... 7,500 per CUSIP. 

Rate Change (Post-Payable) And Manual Allocations ............................................................................................. 2,000 per CUSIP. 

Over the course of the previous two 

years, DTC has discussed with impacted 

Participants the (i) risks associated with 

Participants’ practices with respect to 

MMI processing that results in their 

requests to make late adjustments and 

(ii) proposed fees. While Participants 

have been informed of these risks and 

the potential for the fee proposal, and, 

the requests from Participants for late 

adjustments have continued to an extent 

that DTC believes the implementation of 

proposed fees is necessary to encourage 

the Participants to adjust their practices 

to avoid the need for the late 

adjustments to their MMI activity. 

Implementation Timeframe 

The proposed rule change would 

become effective upon filing with the 

Commission such that the text of the 

Fee Guide would be revised as set forth 

above. 

(2) Statutory Basis 

DTC believes that this proposal is 

consistent with the requirements of the 

Act and the rules and regulations 

thereunder applicable to a registered 

clearing agency. Specifically, DTC 

believes that this proposal is consistent 

with Sections 17A(b)(3)(D) 23 and 

17A(b)(3)(F) 24 of the Act and Rule 

17Ad–22(e)(23)(ii),25 as promulgated 

under the Act, for the reasons described 

below. 

(i) Section 17A(b)(3)(D) of the Act 

requires, inter alia, that the Rules 

provide for the equitable allocation of 

reasonable dues, fees, and other charges 

among participants.26 For the reasons 

set forth below, DTC believes that the 


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27 Id. 

28 15 U.S.C. 78q–1(b)(3)(F). 

29 17 CFR 240.17Ad–22(e)(23)(ii). 

30 15 U.S.C. 78q–1(b)(3)(I). 

31 Id. 

32 15 U.S.C. 78q–1(b)(3)(I). 

33 Id. 

34 15 U.S.C 78s(b)(3)(A). 

35 17 CFR 240.19b–4(f). 

proposed rule change described above 

would provide for the equitable 

allocation of reasonable dues, fees, and 

other charges among participants. 

DTC believes that the proposed rule 

change to add new fees as described 

above under a new heading ‘‘MMI 

Exception Processing Fees’’ would 

provide for the equitable allocation of 

reasonable fees.27 Each proposed fee 

under this heading would be charged to 

a Participant in accordance with the 

types and numbers of MMI-related 

adjustments requested by a Participant. 

In this regard, DTC believes the 

proposed MMI exception processing 

fees would be equitably allocated 

because each Participant that requests 

an adjustment relating to an MMI event 

that has reached its Event Date would be 

charged in accordance with the risk 

DTC believes that the Participant’s 

exception processing request presents to 

DTC and its Participants, based on the 

proposed three categories of 

adjustments and respective fees, as 

described above. Further, DTC believes 

that the proposed fees would be 

reasonable. As discussed above, the 

proposed fees were designed 

specifically to incentivize Participants 

to accurately input information relating 

to MMI Securities and timely address 

any discrepancies so as to avoid the 

risks to DTC and Participants associated 

with exception processing in this 

regard. DTC believes that charging fees 

in the amounts as proposed would 

provide the necessary encouragement to 

Participants to adjust their own 

practices with respect to MMI 

processing so as to avoid (i) the risks 

discussed above to DTC and its 

Participants associated with late MMI 

adjustment processing and (ii) incurring 

the proposed fees. 

(ii) Section 17A(b)(3)(F) 28 of the Act 

requires, inter alia, that the Rules 

provide for the prompt and accurate 

clearance and settlement of securities 

transactions by DTC. DTC believes that 

the proposed MMI exception processing 

fees, as described above, would provide 

for the prompt and accurate clearance 

and settlement of securities 

transactions, because DTC believes it 

would encourage IPAs to make timely 

adjustments to MMI issues they are 

responsible for, and avoid unexpected 

transactions that reverse payments and 

Securities movements associated with 

MMI transactions that are subject to an 

adjustment on or after the relevant 

Event Date, Therefore, the proposed rule 

change would enhance certainty for 

Participants with respect to their 

settlement obligations by allowing them 

to (i) allocate funds and Securities 

accordingly and (ii) promote their 

ability to satisfy their settlement 

obligations in a timely manner. 

(iii) Rule 17Ad–22(e)(23)(ii) under the 

Act requires DTC to establish, 

implement, maintain and enforce 

written policies and procedures 

reasonably designed to provide 

sufficient information to enable 

participants to identify and evaluate the 

risks, fees, and other material costs they 

incur by participating in DTC.29 DTC 

believes that the proposed rule changes 

with respect to implementing MMI 

exception processing fees would help 

ensure that the pricing structure of the 

Fee Guide is well-defined and clear to 

Participants. Having a well-defined and 

clear Fee Guide would help Participants 

to better understand the fees and help 

provide Participants with increased 

predictability and certainty regarding 

the fees they incur in participating in 

DTC. In this way, DTC believes the 

proposed rule changes to the Fee Guide, 

as described above, are consistent with 

Rule 17Ad–22(e)(23)(ii) under the Act, 

cited above. 

(B) Clearing Agency’s Statement on 

Burden on Competition 

Impact on Competition. DTC believes 

that the proposed rule change to add 

new fees as described above may have 

an impact on competition, because these 

proposed adjustments could result in a 

fee increase to Participants for the 

relevant service.30 DTC believes that the 

proposed fees for adjustments to MMI 

processing requested by Participants 

could create a burden on competition by 

negatively affecting such Participants’ 

operating costs. However, DTC believes 

that the burden on competition would 

not be significant and would be 

necessary and appropriate in 

furtherance of the purposes of the Act, 

as permitted by Section 17A(b)(3)(I) of 

the Act.31

Burden on Competition Would Not Be 

Significant. DTC believes that any 

burden on competition that may be 

imposed by the proposed fees for 

adjustments would be insignificant 

because a Participant can avoid the fee 

by submitting adjustments before an 

Event Date for a given Security. 

Burden on Competition Would Be 

Necessary and Appropriate. DTC 

believes that any burden on competition 

that is created by the proposed fees for 

MMI adjustments would be necessary 

and appropriate in furtherance of the 

purposes of the Act, as permitted by 

Section 17A(b)(3)(I) of the Act.32 The 

proposal necessary to manage the 

potential risks posed to the Participants 

relating to adjustments, as described 

above. The proposal is appropriate 

because of the size of the proposed fees 

are tied to the underlying risks 

associated with adjustment requests, as 

described above. Therefore, DTC 

believes that any burden on competition 

that may be imposed by the proposed 

rule changes would be necessary and 

appropriate, as permitted by Section 

17A(b)(3)(I) of the Act.33

(C) Clearing Agency’s Statement on 

Comments on the Proposed Rule 

Change Received From Members, 

Participants or Others 

Written comments relating to this 

proposed rule change have not been 

solicited or received. DTC will notify 

the Commission of any written 

comments received by DTC. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A) 34 of the Act and paragraph 

(f) 35 of Rule 19b–4 thereunder. At any 

time within 60 days of the filing of the 

proposed rule change, the Commission 

summarily may temporarily suspend 

such rule change if it appears to the 

Commission that such action is 

necessary or appropriate in the public 

interest, for the protection of investors, 

or otherwise in furtherance of the 

purposes of the Act. 

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– 

DTC–2021–001 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Vanessa Countryman, Secretary, 

Securities and Exchange Commission, 


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36 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. 81188 

(July 21, 2017), 82 FR 35014 (July 27, 2017) 

(NASDAQ–2017–061); see also Securities Exchange 

Act Release No. 81556 (September 8, 2017), 82 FR 

43264 (September 14, 2017) (NASDAQ–2017–061). 4See Securities Exchange Act Release No. 85292 

(March 12, 2019), 84 FR 9848 (March 18, 2019) 

(NASDAQ–2019–010). 5See Securities Exchange Act Release No. 86642 

(August 13, 2019), 84 FR 42964 (August 19, 2019) 

(NASDAQ–2019–064). 6See Equity 4, Rule 4752. 

7The term ‘‘System Securities’’ shall mean (1) all 

securities listed on Nasdaq and (2) all securities 

subject to the Consolidated Tape Association Plan 

and the Consolidated Quotation Plan except 

securities specifically excluded from trading via a 

list of excluded securities posted on 

www.nasdaqtrader.com. Equity 1, Section 1. 

100 F Street NE, Washington, DC 

20549–1090. 

All submissions should refer to File 

Number SR–DTC–2021–001. 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 such 

filing also will be available for 

inspection and copying at the principal 

office of DTC and on DTCC’s website 

(http://dtcc.com/legal/sec-rulefilings.aspx). 

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–DTC–2021–001 and should 

be submitted on or before March 10, 

2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.36

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–03090 Filed 2–16–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91096; File No. SR– 

NASDAQ–2021–004] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing of Proposed Rule Change To 

Disseminate Abbreviated Order 

Imbalance Information, Amend Certain 

Cutoff Times for On-Open Orders 

Entered gor Participation in the 

Nasdaq Opening Cross and Extend the 

Time Period for Accepting Certain 

Limit On-Open Orders 

February 10, 2021. 

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 February 

3, 2021, The Nasdaq Stock Market LLC 

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

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I 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 proposes to (i) 

disseminate abbreviated order 

imbalance information prior to the 

dissemination of the Order Imbalance 

Indicator, (ii) amend certain cutoff times 

for on-open orders entered for 

participation in the Nasdaq Opening 

Cross and (iii) extend the time period 

for accepting certain Limit On Open 

Orders. 

The text of the proposed rule change 

is available on the Exchange’s website at 

https://listingcenter.nasdaq.com/ 

rulebook/nasdaq/rules, at the principal 

office of the Exchange, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

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

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

In July 2017 the Exchange enhanced 

the Nasdaq Closing Cross (‘‘Closing 

Cross’’) process by allowing customers 

to enter Limit-On-Close (‘‘LOC’’) orders 

after the first Net Order Imbalance 

Indicator is disseminated.3 These 

enhancements were designed to 

encourage greater participation and 

interaction opportunities within the 

Nasdaq Closing Cross process and 

support stability in the price discovery 

process. In March 2019, the Exchange 

continued to further improve price 

discovery in the Nasdaq Closing Cross 

process by creating an Early Order 

Imbalance Indicator (‘‘EOII’’) comprised 

of certain Net Order Imbalance Indicator 

(‘‘NOII’’) information that would 

disseminate ten minutes prior to the 

market close.4 In conjunction with the 

adoption of an EOII, in August 2019, the 

Exchange also expanded the order entry 

submission time for LOC orders to allow 

entries after 3:55 p.m. Eastern Time (all 

times noted hereafter are Eastern Time) 

and established a second reference price 

for late LOC orders.5 The Exchange did 

not receive public comments regarding 

any of its enhancements to the Closing 

Cross process. Given the improvements 

in stability and the price discovery 

process of the Closing Cross, the 

Exchange is proposing similar changes 

to the Nasdaq Opening Cross (‘‘Opening 

Cross’’).6

The Opening Cross is Nasdaq’s 

process for matching orders at the 

launch of regular trading hours and is 

open to all System Securities.7 The 

Opening Cross was designed to create a 

robust open that allows for efficient 

price discovery through a transparent 

automated auction process. Currently, 

beginning at 4:00 a.m. ET, Nasdaq 


jbell on DSKJLSW7X2PROD with NOTICES