10386 Federal Register / Vol. 86, No. 32 / Friday, February 19, 2021 / Notices 

72 15 U.S.C. 78s(b)(2). 

73 Id. 

74 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. 90387 

(Nov. 10, 2020), 85 FR 73322 (Nov. 17, 2020) 

(‘‘Notice’’). 

4See Securities Exchange Act Release No. 90723 

(Dec. 18, 2020), 85 FR 84446 (Dec. 28, 2020). 

5See Notice, supra note 3, at 73323. 

Commentaries .01 and .02 to Rule 7.35, currently 

in effect on a temporary basis through April 30, 

2021, provide for the dissemination of Auction 

Imbalance Information if a security is an IPO or 

Direct Listing and has not had its IPO Auction or 

Direct Listing Auction. See Securities Exchange Act 

Release No. 90795 (Dec. 23, 2020), 85 FR 86608 

(Dec. 30, 2020). 

6See id. 

7See id. 

8See id. 

9See id. 

10See Notice, supra note 3, 85 FR at 73324. 

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–CBOE–2020–051, and 

should be submitted on or before March 

12, 2021. 

V. Accelerated Approval of Proposed 

Rule Change, as Modified by 

Amendment Nos. 1 and 2 

The Commission finds good cause to 

approve the proposed rule change, as 

modified by Amendment Nos. 1 and 2, 

prior to the thirtieth day after the date 

of publication of notice of the filing of 

Amendment No. 2 in the Federal 

Register. As discussed above, in 

Amendment No. 2, the Exchange 

amended the proposal to specify that it 

may determine, per trading session, to 

establish the proposed maximum size of 

ten contracts for AIM and C–AIM 

agency orders in SPX. The Commission 

believes that Amendment No. 2 

provides additional specificity to the 

proposal that would allow the Exchange 

to make a determination, pursuant to 

Rule 1.5, to establish the proposed 

maximum size requirement of ten 

contracts for agency orders in SPX 

during RTH, while not imposing any 

maximum size requirement for agency 

orders in SPX during GTH, as it does 

today. Consequently, the Commission 

believes Amendment No. 2 does not 

raise any novel regulatory issues. 

Accordingly, the Commission finds 

good cause, pursuant to Section 19(b)(2) 

of the Act,72 to approve the proposed 

rule change, as modified by Amendment 

Nos. 1 and 2, on an accelerated basis. 

VI. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,73 that the 

proposed rule change, as modified by 

Amendment Nos. 1 and 2 (SR–CBOE– 

2020–051), be, and hereby is, approved 

on an accelerated basis. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.74

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2021–03336 Filed 2–18–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91121; File No. SR–NYSE– 

2020–93] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Order 

Instituting Proceedings To Determine 

Whether To Approve or Disapprove a 

Proposed Rule Change To Amend 

Rules 7.35 and 7.35A 

February 12, 2021. 

I. Introduction 

On November 3, 2020, New York 

Stock Exchange LLC (‘‘Exchange’’ or 

‘‘NYSE’’) filed with the Securities and 

Exchange Commission (‘‘Commission’’) 

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

Securities Exchange Act of 1934 

(‘‘Act’’) 1 and Rule 19b–4 thereunder,2 a 

proposed rule change to amend Rule 

7.35 regarding dissemination of Auction 

Imbalance Information if a security is an 

IPO or Direct Listing and has not had its 

IPO Auction or Direct Listing Auction, 

and Rule 7.35A regarding DMM 

consultations in connection with an IPO 

or Direct Listing. The proposed rule 

change was published for comment in 

the Federal Register on November 17, 

2020.3

On December 18, 2020, the 

Commission extended to February 15, 

2020, the time period in which to 

approve the proposal, disapprove the 

proposal, or institute proceedings to 

determine whether to approve or 

disapprove the proposal.4 The 

Commission has received no comments 

on the proposal. This order institutes 

proceedings under Section 19(b)(2)(B) of 

the Act to determine whether to approve 

or disapprove the proposal. 

II. Description of the Proposal 

Rule 7.35—Auction Imbalance 

Information 

The Exchange proposes to amend 

Rule 7.35 to eliminate, on a permanent 

basis, the restriction on the Exchange 

disseminating Auction Imbalance 

Information if a security is an IPO or 

Direct Listing and has not had its IPO 

Auction or Direct Listing Auction.5 The 

Exchange asserts that disseminating 

Auction Imbalance Information in 

advance of an IPO Auction or Direct 

Listing Auction would promote 

transparency in advance of these 

Auctions, which would benefit 

investors and other market 

participants.6

As part of the proposed change, the 

Exchange proposes that the Imbalance 

Reference Price for determining the 

Auction Imbalance Information for 

either an IPO Auction or a Direct Listing 

Auction would be determined in the 

same manner as currently provided for 

under the temporary Commentaries .01 

and .02 to Rule 7.35, respectively.7

Specifically, the Imbalance Reference 

Price for determining the Auction 

Imbalance Information for a Core Open 

Auction under Rule 7.35A(e)(3) is the 

Consolidated Last Sale Price, bound by 

the bid and offer of any published preopening indication.8 Because this 

definition of Imbalance Reference Price 

does not currently specify what the 

Consolidated Last Sale Price would be 

for an IPO Auction or Direct Listing 

Auction (which does not exist because 

the security has not been previously 

listed on an exchange), the Exchange 

proposes to amend the definition of 

Consolidated Last Sale Price in Rule 

7.35(a)(11)(A) to provide that: (i) For an 

IPO that has not had its IPO Auction, 

the Consolidated Last Sale Price would 

mean the security’s offering price; and 

(ii) for a Direct Listing that has not had 

its Direct Listing Auction, the 

Consolidated Last Sale Price would 

mean the Indication Reference Price for 

such security.9

Rule 7.35A—DMM Consultations 

The Exchange proposes to amend 

Rule 7.35A(g)(1) to provide for DMM 

consultations with an underwriter or 

financial advisor for initial listings and 

follow-on offerings.10 The Exchange 

represents that the proposed rule text 

reflects long-standing practice relating 

to the type of consultations that a DMM 


tkelley on DSKBCP9HB2PROD with NOTICES
Federal Register / Vol. 86, No. 32 / Friday, February 19, 2021 / Notices 10387 

11See id. 

12See id. 

13See id. 

14 15 U.S.C. 78s(b)(2)(B). 

15 15 U.S.C. 78f(b)(5). 16Notice, supra note 3, 85 FR at 73324. 

17 15 U.S.C. 78f(b)(5). 

18 17 CFR 240.19b–4. 

19Rule 700(c)(2) of the Commission’s Rules of 

Practice provides that ‘‘[t]he Commission, in its sole 

discretion, may determine whether any issues 

relevant to approval or disapproval would be 

facilitated by the opportunity for an oral 

presentation of views.’’ 17 CFR 201.700(c)(2). 

may have with an underwriter or 

financial advisor.11 The Exchange 

further proposes to specify that any 

such consultations may be conveyed to 

the DMM via either a Floor broker or 

Exchange staff. The Exchange represents 

that, as with current practice, the only 

consultations that would be required in 

Exchange rules would be in connection 

with a Direct Listing that has not had 

recent sustained history of trading in a 

Private Placement Market prior to 

listing.12 The Exchange states that it 

believes that this proposed rule text 

would promote transparency and clarity 

in Exchange rules by specifying the 

existing process whereby a DMM may 

consult with an underwriter or financial 

advisor in connection with a security 

having its initial listing on the Exchange 

or for a follow-on offering.13

III. Proceedings To Determine Whether 

To Disapprove SR–NYSE–2020–93 and 

Grounds for Disapproval Under 

Consideration 

The Commission is instituting 

proceedings pursuant to Section 

19(b)(2)(B) of the Act 14 to determine 

whether the proposal should be 

disapproved. Institution of such 

proceedings is appropriate at this time 

in view of the legal and policy issues 

raised by the proposal, as discussed 

below. Institution of disapproval 

proceedings does not indicate that the 

Commission has reached any 

conclusions with respect to any of the 

issues involved. Rather, as described in 

greater detail below, the Commission 

seeks and encourages interested persons 

to provide additional comment on the 

proposal. 

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

Act, 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,15 which requires that 

the rules of an exchange be designed, 

among other things, to prevent 

fraudulent and manipulative acts and 

practices, to promote just and equitable 

principles of trade, to remove 

impediments to and perfect the 

mechanism of a free and open market 

and a national market system and, in 

general, to protect investors and the 

public interest. In addition, Section 

6(b)(5) of the Act prohibits the rules of 

an exchange from being designed to 

permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

Under the proposal, the Exchange 

seeks to amend Rule 7.35A with respect 

to the consultations a DMM may have 

with an underwriter or financial 

advisor. The Exchange further proposes 

to specify that any such consultations 

may be conveyed to the DMM via either 

a Floor broker or Exchange staff. 

Accordingly, the Commission seeks 

public comment on the nature of the 

communications permitted between the 

DMM and the underwriter or financial 

advisor. Specifically, the Commission 

seeks public comment on the following 

topics: 

(1) Should the proposed rule specify 

what is a permitted consultation 

provided for in the proposed 

amendments to NYSE Rule 7.35A—that 

is, specify what is a permitted 

consultation ‘‘to effect a fair and orderly 

opening on the first day of trading of a 

security having its initial listing on the 

Exchange or for a follow-on 

offering’’ 16—so that the permitted 

consultations are limited to conveying 

only such information? 

(2) Are there any types of information 

that the underwriter or financial advisor 

should be prohibited from conveying to 

the DMM in these consultations? Would 

any other types of limitations be 

appropriate with respect to the 

consultations between DMMs and 

underwriters or financial advisors? 

(3) Should a DMM be permitted to 

communicate directly with the 

underwriter or financial advisor with 

respect to these consultations, rather 

than through a Floor broker or a member 

of the Exchange’s staff? If so, what, if 

any, different restrictions should apply 

to such consultations? 

(4) Should the Exchange’s rules 

distinguish between DMM consultations 

with underwriters or financial advisors 

with respect to follow-on offerings for 

securities that have a market value 

reflected in trading prices as opposed to 

initial offerings? If so, why and in what 

way? What types of consultations, if 

any, would be appropriate for a followon offering and why? Would the types 

of appropriate consultations differ 

between a follow-on offering conducted 

through a firm-commitment 

underwriting and a follow-on offering 

conducted through a direct offering? 

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) 17 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,18 any request 

for an opportunity to make an oral 

presentation.19

Interested persons are invited to 

submit written data, views and 

arguments regarding whether the 

proposal should be disapproved by 

March 12, 2021. Any person who 

wishes to file a rebuttal to any other 

person’s submission must file that 

rebuttal by March 26, 2021. 

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–2020–93 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 

Numbers SR–NYSE–2020–93. The 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 proposal that are 

filed with the Commission, and all 

written communications relating to the 

proposal 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 


tkelley on DSKBCP9HB2PROD with NOTICES
10388 Federal Register / Vol. 86, No. 32 / Friday, February 19, 2021 / Notices 

20 17 CFR 200.30–3(a)(57). 

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 

filings also will be available for 

inspection and copying at the principal 

office of the Exchanges. 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–2020–93 and should 

be submitted on or before March 12, 

2021. Rebuttal comments should be 

submitted by March 26, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.20

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2021–03338 Filed 2–18–21; 8:45 am] 

BILLING CODE 8011–01–P 

SMALL BUSINESS ADMINISTRATION 

Meeting of the Advisory Committee on 

Veterans Business Affairs 

AGENCY: U.S. Small Business 

Administration (SBA). 

ACTION: Notice of open Federal Advisory 

Committee Meeting. 

SUMMARY: The SBA is issuing this notice 

to announce the date, time, and agenda 

for a meeting of the Advisory Committee 

on Veterans Business Affairs (ACVBA). 

DATES: Thursday, March 4, 2021, from 

9:00 a.m. to 3:30 p.m. EST. 

ADDRESSES: Due to the coronavirus 

pandemic, the meeting will be held via 

Microsoft Teams using a call-in number 

listed below. 

FOR FURTHER INFORMATION CONTACT: The 

meeting is open to the public; however 

advance notice of attendance is strongly 

encouraged. To RSVP and confirm 

attendance, the general public should 

email veteransbusiness@sba.gov with 

subject line—‘‘RSVP for 3/4/2021 

ACVBA Public Meeting.’’ To submit a 

written comment, individuals should 

email veteransbusiness@sba.gov with 

subject line—‘‘Response for 3/4/2021 

ACVBA Public Meeting’’ no later than 

February 26, 2021 or contact Timothy 

Green, Deputy Associate Administrator, 

Office of Veterans Business 

Development (OVBD) at (202) 205–6773. 

Comments received in advanced will be 

addressed as time allows during the 

public comment period. All other 

submitted comments will be included in 

the meeting record. During the live 

meeting, those who wish to comment 

will be able to do so during the public 

comment period. 

To join the ACVBA—March 4, 2021 √ 

9:00 a.m.–3:30 p.m. ET Participants may 

join the ACVBA meeting via computer 

(http://bit.ly/ACVBAMar2021) or phone. 

Call in (audio only): Dial In: 202–765– 

1264: Phone Conference ID: 422 462 

191#. 

Special accommodation requests 

should be directed to OVBD at (202) 

205–6773 or veteransbusiness@sba.gov. 

All applicable documents will be posted 

on the ACVBA website prior to the 

meeting: https://www.sba.gov/page/ 

advisory-committee-veterans-businessaffairs. For more information on veteran 

owned small business programs, please 

visit www.sba.gov/ovbd. 

SUPPLEMENTARY INFORMATION: Pursuant 

to section 10(a)(2) of the Federal 

Advisory Committee Act (5 U.S.C., 

Appendix 2), SBA announces the 

meeting of the Advisory Committee on 

Veterans Business Affairs. The ACVBA 

is established pursuant to 15 U.S.C. 

657(b) note and serves as an 

independent source of advice and 

policy. The purpose of this meeting is 

to discuss efforts that support veteranowned small businesses, updates on 

past and current events, and the 

ACVBA’s objectives for fiscal year 2021. 

Dated: February 16, 2021. 

Andrienne Johnson, 

Committee Management Officer. 

[FR Doc. 2021–03416 Filed 2–18–21; 8:45 am] 

BILLING CODE P 

SMALL BUSINESS ADMINISTRATION 

Meeting of the Interagency Task Force 

on Veterans Small Business 

Development 

AGENCY: U.S. Small Business 

Administration (SBA). 

ACTION: Notice of open Federal Advisory 

Committee Meeting. 

SUMMARY: The SBA is issuing this notice 

to announce the date, time, and agenda 

for the next meeting of the Interagency 

Task Force on Veterans Small Business 

Development (IATF). 

DATES: Wednesday, March 3, 2021, from 

1:00 p.m. to 3:00 p.m. EST. 

ADDRESSES: Due to the coronavirus 

pandemic, the meeting will be held via 

Microsoft Teams. 

FOR FURTHER INFORMATION CONTACT: The 

meeting is open to the public; however 

advance notice of attendance is strongly 

encouraged. To RSVP and confirm 

attendance, the general public should 

email veteransbusiness@sba.gov with 

subject line—‘‘RSVP for 3/3/2021 IATF 

Public Meeting.’’ To submit a written 

comment, individuals should email 

veteransbusiness@sba.gov with subject 

line—‘‘Response for 3/3/2021 IATF 

Public Meeting’’ no later than February 

26, 2021 or contact Timothy Green, 

Deputy Associate Administrator, Office 

of Veterans Business Development 

(OVBD) at (202) 205–6773. Comments 

received in advanced will be addressed 

as time allows during the public 

comment period. All other submitted 

comments will be included in the 

meeting record. During the live meeting, 

those who wish to comment will be able 

to do so during the public comment 

period. 

To join the IATF—March 3, 2021 √ 

1:00 p.m.–3:00 p.m. ET Participants can 

join the meeting via computer (http://

bit.ly/IATFMar2021) or phone. Call in 

(audio only): Dial In: 202–765–1264: 

Phone Conference ID: 422 331 000#. 

Special accommodation requests 

should be directed to OVBD at (202) 

205–6773 or veteransbusiness@sba.gov. 

All applicable documents will be posted 

on the IATF website prior to the 

meeting: https://www.sba.gov/page/ 

interagency-task-force-veterans-smallbusiness-development. For more 

information on veteran owned small 

business programs, please visit 

www.sba.gov/ovbd. 

SUPPLEMENTARY INFORMATION: Pursuant 

to section 10(a)(2) of the Federal 

Advisory Committee Act (5 U.S.C., 

Appendix 2), SBA announces the 

meeting of the Interagency Task Force 

on Veterans Small Business 

Development (IAFT). The IATF is 

established pursuant to Executive Order 

13540 to coordinate the efforts of 

Federal agencies to improve capital, 

business development opportunities, 

and pre-established federal contracting 

goals for small business concerns owned 

and controlled by veterans and servicedisabled veterans. 

The purpose of this meeting is to 

discuss efforts that support veteranowned small businesses, updates on 

past and current events, and the IATF’s 

objectives for fiscal year 2021. 

Dated: February 16, 2021. 

Andrienne Johnson, 

Committee Management Officer. 

[FR Doc. 2021–03415 Filed 2–18–21; 8:45 am] 

BILLING CODE P 


tkelley on DSKBCP9HB2PROD with NOTICES