12064 Federal Register / Vol. 86, No. 38 / Monday, March 1, 2021 / Notices 

46 17 CFR 240.17Ad–22(e)(23). 

47 12 U.S.C. 5464(b). 

48 17 CFR 240.17Ad–22(e)(4). 

49 17 CFR 240.17Ad–22(e)(15)(ii). 

50 17 CFR 240.17Ad–22(e)(15)(iii). 

51 17 CFR 240.17Ad–22(e)(2)(i). 

52 17 CFR 240.17Ad–22(e)(23). 53 17 CFR 200.30–3(a)(91). 

in-the-game (the Minimum Corporation 

Contribution, LNAFBE greater than 

110% of the Target Capital 

Requirement, and the EDCP Unvested 

Balance) and their places within OCC’s 

default waterfall. The proposed 

amendments to the Capital Management 

Policy would also identify factors the 

Board would consider in setting and 

adjusting the Minimum Corporate 

Contribution. Accordingly, OCC 

believes conforming the terms in these 

governance arrangements and 

identifying factors OCC would consider 

in adjusting the Minimum Corporate 

Contribution is consistent with Rule 

17Ad–22(e)(2)(i). 

Finally, OCC believe that the 

proposed changes are consistent with 

Rule 17Ad–22(e)(23), which requires 

covered clearing agencies to maintain 

written policies and procedures 

reasonably designed to, among other 

things, provide for publicly disclosing 

all relevant rules and material 

procedures, including key aspects of its 

default rules and procedures.46 The 

proposed changes would amend OCC’s 

Rules to remove the pre-Capital 

Management Policy references to use of 

‘‘retained earnings’’ or ‘‘current and 

retained earnings’’ with respect to the 

sources of OCC’s skin-in-the-game, and 

instead identify the Minimum Corporate 

Contribution and LNAFBE greater than 

110% of the Target Capital 

Requirement. The proposed changes 

would also provide greater clarity about 

how OCC calculates the amount of 

LNAFBE greater than 110% of the 

Target Capital Requirement based upon 

the unaudited financial statements from 

the close of the prior month; provided, 

however, that OCC would not be 

required to contribute an amount that 

would cause its LNAFBE to fall below 

110% of the Target Capital Requirement 

at the time charged. The proposed 

changes to OCC Rules would, in turn, be 

made available on OCC’s website. 

Therefore, OCC believes the proposed 

changes would disclose relevant default 

rules and procedures to the public and 

to Clearing Members. 

For the foregoing reasons, OCC 

believes that the proposed changes are 

consistent with Section 805(b) of the 

Clearing Supervision Act 47 and Rules 

17Ad–22(e)(4), 48 17Ad–22(e)(15) 

(ii)(A),49 17Ad–22(e)(15)(iii),50 Rules 

17Ad–22(e)(2)(i),51 and 17Ad– 

22(e)(23) 52 under the Exchange Act. 

III. Date of Effectiveness of the Advance 

Notice and Timing for Commission 

Action 

The proposed change may be 

implemented if the Commission does 

not object to the proposed change 

within 60 days of the later of (i) the date 

the proposed change was filed with the 

Commission or (ii) the date any 

additional information requested by the 

Commission is received. OCC shall not 

implement the proposed change if the 

Commission has any objection to the 

proposed change. 

The Commission may extend the 

period for review by an additional 60 

days if the proposed change raises novel 

or complex issues, subject to the 

Commission providing the clearing 

agency with prompt written notice of 

the extension. A proposed change may 

be implemented in less than 60 days 

from the date the advance notice is 

filed, or the date further information 

requested by the Commission is 

received, if the Commission notifies the 

clearing agency in writing that it does 

not object to the proposed change and 

authorizes the clearing agency to 

implement the proposed change on an 

earlier date, subject to any conditions 

imposed by the Commission. 

OCC shall post notice on its website 

of proposed changes that are 

implemented. The proposal shall not 

take effect until all regulatory actions 

required with respect to the proposal are 

completed. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the advance notice is 

consistent with the Clearing 

Supervision 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– 

OCC–2021–801 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549. 

All submissions should refer to File 

Number SR–OCC–2021–801. 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 advance notice that 

are filed with the Commission, and all 

written communications relating to the 

advance notice 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 self-regulatory organization. 

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–OCC–2021–801 and should 

be submitted on or before March 16, 

2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.53

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–04087 Filed 2–26–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–91192] 

Order Granting Application by MIAX 

PEARL, LLC for an Exemption 

Pursuant to Section 36(a) of the 

Exchange Act From the Rule Filing 

Requirements of Section 19(b) of the 

Exchange Act With Respect to Certain 

Rules Incorporated by Reference 

February 23, 2021. 

MIAX PEARL, LLC (‘‘MIAX PEARL’’ 

or ‘‘Exchange’’) has filed with the 

Securities and Exchange Commission 

Federal Register / Vol. 86, No. 38 / Monday, March 1, 2021 / Notices 12065 

1 15 U.S.C. 78mm(a)(1). 

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

3See Letter from Christopher Solgan, VP, Senior 

Counsel, MIAX PEARL, to Vanessa Countryman, 

Secretary, Commission, dated January 15, 2021 

(‘‘Exemptive Request’’). The Exchange submitted 

the Exemptive Request in connection with its 

proposal to adopt rules to govern the trading of 

equity securities on the Exchange (referred to herein 

as ‘‘MIAX PEARL Equities Rules’’). See Securities 

Exchange Act Release Nos. 88132 (February 6, 

2020), 85 FR 8053 (February, 12, 2020) (Notice of 

Filing of a Proposed Rule Change To Adopt Rules 

Governing the Trading of Equity Securities); and 

88859 (May 12, 2020), 85 FR 29759 (May 18, 2020) 

(Notice of Filing of Amendment No. 1 and Order 

Instituting Proceedings To Determine Whether To 

Approve or Disapprove a Proposed Rule Change, as 

Modified by Amendment No. 1, To Establish Rules 

Governing the Trading of Equity Securities). 

4See Securities Exchange Act Release No. 83289 

(August 14, 2020), 85 FR 51510 (August 20, 2020) 

(SR–PEARL–2020–03). 

5 17 CFR 240.0–12. 

6See Exemptive Request, supra note 3, at 2. 7 Id. at 2–3. 

8See id. at 4. The Exchange represents that the 

FINRA and MIAX rules proposed to be incorporated 

by reference are not trading rules. In addition, the 

Exchange notes that several other self-regulatory 

organizations (‘‘SROs’’) incorporate by reference 

certain regulatory rules of another SRO and have 

received from the Commission similar exemptions 

from Section 19(b) of the Exchange Act. See id. at 

4 n.7. 

9See id. at 4. 

10See id. at 3; Securities Exchange Act Release 

No. 79543 (December 13, 2016), 81 FR 92901 

(December 20, 2016) (File No. 10–227) (In the 

Matter of the Application of MIAX PEARL, LLC for 

Registration as a National Securities Exchange; 

Findings, Opinion, and Order of the Commission) 

(granting the application of MIAX PEARL for 

registration as a national securities exchange, and 

conditionally exempting MIAX PEARL from the 

rule filing requirements of Section 19(b) of the Act 

with respect to the MIAX, Chicago Board Options 

Exchange, Incorporated (‘‘CBOE’’), New York Stock 

Exchange LLC, and FINRA rules that MIAX PEARL 

proposed to incorporate by reference, including 

MIAX Rules Chapters III and XIII). 

11See MIAX PEARL Rule 2000. 

12See MIAX PEARL Rules Chapters III and XIII. 

13See Exemptive Request, supra note 3, at 4. 

14The Exchange represents that it will provide 

such notice on its website in the same section it 

uses to post its own proposed rule change filings 

pursuant to Rule 19b–4(l) within the same time 

period required by such Rule. The MIAX PEARL 

website will also include a link to the FINRA or 

MIAX website where the proposed rule change 

filings are located. See id. 

15See id. at 4 n.8. 

(‘‘Commission’’) an application for an 

exemption under Section 36(a)(1) of the 

Securities Exchange Act of 1934 (‘‘Act’’ 

or ‘‘Exchange Act’’) 1 from the rule filing 

requirements of Section 19(b) of the 

Exchange Act 2 with respect to certain 

rules of the Financial Industry 

Regulatory Authority, Inc. (‘‘FINRA’’) 

and Miami International Securities 

Exchange, LLC (‘‘MIAX’’), an affiliate of 

MIAX PEARL, that the Exchange seeks 

to incorporate by reference.3 Section 36 

of the Exchange Act authorizes the 

Commission to conditionally or 

unconditionally exempt any person, 

security, or transaction, or any class 

thereof, from any provision of the 

Exchange Act or rule thereunder, if 

necessary or appropriate in the public 

interest and consistent with the 

protection of investors. 

On August 14, 2020, the Commission 

approved the Exchange’s proposal to 

adopt rules to govern the trading of cash 

equities and establish an equities 

trading facility of the Exchange.4 Among 

other things, these MIAX PEARL 

Equities Rules include conduct and 

operational rules applicable to a new 

category of Exchange member 

participation, referred to as ‘‘Equity 

Members.’’ 

MIAX PEARL has requested, pursuant 

to Rule 0–12 under the Exchange Act,5

that the Commission grant the Exchange 

an exemption from the rule filing 

requirements of Section 19(b) of the Act 

for changes to those MIAX PEARL 

Equities Rules that are effected solely by 

virtue of a change to a cross-referenced 

FINRA or MIAX rule.6 Specifically, the 

Exchange requests that it be permitted 

to incorporate by reference changes 

made to each FINRA or MIAX rule (or 

series of rules as the case may be) that 

is cross-referenced in the following 

MIAX PEARL Equities Rules, without 

the need for the Exchange to file 

separately the same proposed rule 

changes pursuant to Section 19(b) of the 

Act: 7

• Rule 2101 (Violations Prohibited) 

cross-references MIAX Rule 300 

(Adherence to Law), 

• Rule 2104 (Communications with 

the Public) cross-references FINRA Rule 

2210 (Communications with the Public) 

(except for paragraph (c) of FINRA Rule 

2210), 

• Rule 2105 (Know Your Customer) 

cross-references FINRA Rule 2090 

(Know Your Customer), 

• Rule 2107 (Suitability) crossreferences FINRA Rule 2111 

(Suitability), 

• Rule 2119 (Telemarketing) crossreferences MIAX Rule 1325 

(Telemarketing), 

• Rule 2200 (General Requirements) 

cross-references FINRA Rule 4511 

(General Requirements), 

• Rule 2201 (Customer Account 

Information) cross-references FINRA 

Rule 4512 (Customer Account 

Information), 

• Rule 2203 (Record of Written 

Complaints) cross-references FINRA 

Rule 4513 (Records of Written Customer 

Complaints), 

• Rule 2204 (Disclosure of Financial 

Condition) cross-references MIAX Rule 

1313 (Statement of Financial Condition 

to Customers), 

• Rule 2302 (Annual Certification of 

Compliance and Supervisory Processes) 

cross-references FINRA Rule 3130 

(Annual Certification of Compliance 

and Supervisory Processes), 

• Rule 2303 (Prevention of the Misuse 

of Material, Non-Public Information) 

cross-references MIAX Rule 303 

(Prevention of the Misuse of Material 

Non-Public Information), 

• Rule 2304 (Anti-Money Laundering 

Compliance Program) cross-references 

MIAX Rule 315 (Anti-Money 

Laundering Compliance Program), 

• Rule 2305 (Transactions for or by 

Associated Persons) cross-references 

FINRA Rule 3210 (Accounts at Other 

Broker-Dealers and Financial 

Institutions), 

• Rule 2712 (Trading Ahead of 

Research Reports) cross-references 

MIAX Rule 320 (Trading Ahead of 

Research Reports), 

• Rule 2714 (Front Running of Block 

Transactions) cross-references FINRA 

Rule 5270 (Front Running of Block 

Transactions), and 

• Rule 2715 (Disruptive Quoting and 

Trading Activity Prohibited) crossreferences MIAX Rule 322 (Disruptive 

Quoting and Trading Activity 

Prohibited). 

The Exchange states that the direct 

incorporations by reference of FINRA 

and MIAX rules, which are regulatory in 

nature,8 are intended to be a 

comprehensive integration of the 

relevant FINRA and MIAX rules into the 

MIAX PEARL Equities Rules.9 As the 

Exchange notes, the MIAX PEARL Rules 

currently incorporate by reference 

Chapters III and XIII of the MIAX Rules, 

and the Exchange has previously 

received an exemption from the rule 

filing requirements of Section 19(b) with 

respect to these rules.10 Equity Members 

are a subset of MIAX PEARL 

Members,11 and MIAX PEARL Members 

are currently subject to the MIAX Rules 

that are already incorporated by 

reference.12 According to the Exchange, 

the recently approved MIAX PEARL 

Equities Rules cross-reference to these 

MIAX Rules for completeness and to 

remove doubt as to whether an Equity 

Member would be subject to these crossreferenced MIAX Rules.13

The Exchange represents that, as a 

condition to the requested exemption 

from Section 19(b) of the Act, the 

Exchange will provide written notice to 

its members whenever FINRA or MIAX 

proposes a change to a cross-referenced 

rule.14 Such notice will alert Exchange 

members to the proposed rule change 

and give them an opportunity to 

comment on the proposal.15 The 

Exchange further represents that it 

similarly will inform members in 

12066 Federal Register / Vol. 86, No. 38 / Monday, March 1, 2021 / Notices 

16See id. 

17See id. at 3. 

18See id. 

19See id. 

20See, e.g., Securities Exchange Act Release Nos. 

83296 (May 21, 2018), 83 FR 24362 (May 25, 2018) 

(order granting NYSE National, Inc.’s exemptive 

request relating to rules of FINRA incorporated by 

reference); 83040 (April 12, 2018), 83 FR 17198 

(April 18, 2018) (order granting MIAX PEARL’s 

exemptive request relating to rules of MIAX 

incorporated by reference); 78101 (June 17, 2016), 

81 FR 41141, 41165 (June 23, 2016) (order granting 

application for registration as a national securities 

exchange of Investors’ Exchange, LLC and 

exemptive request relating to rules of FINRA 

incorporated by reference); 76998 (January 29, 

2016), 81 FR 6066, 6083–84 (February 4, 2016) 

(order granting application for registration as a 

national securities exchange of ISE Mercury, LLC 

(now known as Nasdaq MRX, LLC) and exemptive 

request relating to rules of the International 

Securities Exchange, LLC (now known as Nasdaq 

ISE, LLC) (‘‘ISE’’) incorporated by reference, 

including index options rules); 70050 (July 26, 

2013), 78 FR 46622, 46642 (August 1, 2013) (order 

granting application for registration as a national 

securities exchange of Topaz Exchange, LLC (now 

known as Nasdaq GEMX, LLC) and exemptive 

request relating to rules of ISE incorporated by 

reference, including index options rules); 61152 

(December 10, 2009), 74 FR 66699, 66709–10 

(December 16, 2009) (order granting application for 

registration as a national securities exchange of C2 

Options Exchange, Incorporated and exemptive 

request relating to rules of CBOE incorporated by 

reference, including index options rules). See also, 

e.g., Securities Exchange Act Release No. 61534 

(February 18, 2010), 75 FR 8760 (February 25, 2010) 

(order granting BATS Exchange, Inc.’s exemptive 

request relating to rules incorporated by reference 

by the BATS Exchange Options Market rules) 

(‘‘BATS Options Market Order’’). 

21See 17 CFR 240.0–12; Securities Exchange Act 

Release No. 39624 (February 5, 1998), 63 FR 8101 

(February 18, 1998) (Commission Procedures for 

Filing Applications for Orders for Exemptive Relief 

Pursuant to Section 36 of the Exchange Act). 

22See BATS Options Market Order, supra note 20 

(citing Securities Exchange Act Release No. 49260 

(February 17, 2004), 69 FR 8500 (February 24, 2004) 

(order granting exemptive request relating to rules 

incorporated by reference by several SROs) (‘‘2004 

Order’’)). 

23See id. at 8761. See also 2004 Order, supra note 

22, at 8502. 

24 15 U.S.C. 78mm. 

25 17 CFR 200.30–3(a)(76). 

writing when the Commission approves 

any such proposed rule changes.16

According to the Exchange, this 

exemption is necessary and appropriate 

because it would result in the MIAX 

PEARL Equities Rules being consistent 

with the relevant cross-referenced 

FINRA and MIAX rules at all times, thus 

ensuring identical regulation of joint 

members of the Exchange, FINRA, and/ 

or MIAX with respect to such rules.17

Without such an exemption, joint 

members of the Exchange, FINRA, and/ 

or MIAX could be subject to two 

different standards.18 In addition, the 

Exchange believes that the exemption 

would ensure consistency between 

certain MIAX PEARL Equities Rules and 

FINRA rules that are covered by the 

Exchange’s regulatory services 

agreement (‘‘RSA’’) with FINRA, which 

would facilitate FINRA’s provision of 

services to the Exchange under the RSA 

within the scope of those MIAX PEARL 

Equities Rules.19

The Commission has issued 

exemptions similar to the Exchange’s 

request.20 In granting one such 

exemption in 2010, the Commission 

repeated a prior, 2004 Commission 

statement that it would consider similar 

future exemption requests from other 

SROs, provided that: 

• An SRO wishing to incorporate 

rules of another SRO by reference has 

submitted a written request for an order 

exempting it from the requirement in 

Section 19(b) of the Exchange Act to file 

proposed rule changes relating to the 

rules incorporated by reference, has 

identified the applicable originating 

SRO(s), together with the rules it wants 

to incorporate by reference, and 

otherwise has complied with the 

procedural requirements set forth in the 

Commission’s release governing 

procedures for requesting exemptive 

orders pursuant to Rule 0–12 under the 

Exchange Act; 21

• The incorporating SRO has 

requested incorporation of categories of 

rules (rather than individual rules 

within a category) that are not trading 

rules (e.g., the SRO has requested 

incorporation of rules such as margin, 

suitability, or arbitration); and 

• The incorporating SRO has 

reasonable procedures in place to 

provide written notice to its members 

each time a change is proposed to the 

incorporated rules of another SRO.22

The Commission believes that the 

Exchange has satisfied each of these 

conditions. The Commission also 

believes that granting the Exchange an 

exemption from the rule filing 

requirements under Section 19(b) of the 

Exchange Act will promote efficient use 

of Commission and Exchange resources 

by avoiding duplicative rule filings 

based on simultaneous changes to 

identical rule text sought by more than 

one SRO.23 The Commission therefore 

finds it appropriate in the public 

interest and consistent with the 

protection of investors to exempt the 

Exchange from the rule filing 

requirements under Section 19(b) of the 

Exchange Act with respect to the abovedescribed rules it has incorporated by 

reference. This exemption is 

conditioned upon the Exchange 

promptly providing written notice to its 

members whenever FINRA or MIAX 

changes a rule that the Exchange has 

incorporated by reference. 

Accordingly, it is ordered, pursuant to 

Section 36 of the Exchange Act,24 that 

the Exchange is exempt from the rule 

filing requirements of Section 19(b) of 

the Exchange Act solely with respect to 

changes to the MIAX PEARL Equities 

Rules identified in its request that 

incorporate by reference certain FINRA 

and MIAX rules that are the result of 

changes to such FINRA or MIAX rules, 

provided that the Exchange promptly 

provides written notice to its members 

whenever FINRA or MIAX proposes to 

change a rule that the Exchange has 

incorporated by reference. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–04091 Filed 2–26–21; 8:45 am] 

BILLING CODE 8011–01–P 

SMALL BUSINESS ADMINISTRATION 

[License No. 05/05–0295] 

Northcreek Mezzanine Fund I, L.P.; 

Surrender of License of Small 

Business Investment Company 

Pursuant to the authority granted to 

the United States Small Business 

Administration under the Small 

Business Investment Act of 1958, as 

amended, under Section 309 of the Act 

and Section 107.1900 of the Small 

Business Administration Rules and 

Regulations (13 CFR 107.1900) to 

function as a small business investment 

company under the Small Business 

Investment Company License No. 05/ 

05–0295 issued to Northcreek 

Mezzanine Fund I, L.P., said license is 

hereby declared null and void. 

United States Small Business 

Administration. 

Thomas G. Morris, 

Acting Associate Administrator, Director, 

Office of SBIC Liquidation, Office of 

Investment and Innovation. 

[FR Doc. 2021–04138 Filed 2–26–21; 8:45 am] 

BILLING CODE P 

SMALL BUSINESS ADMINISTRATION 

[Disaster Declaration #16876 and #16877; 

TEXAS Disaster Number TX–00591] 

Presidential Declaration of a Major 

Disaster for the State of Texas 

AGENCY: U.S. Small Business 

Administration. 

ACTION: Notice.