67852 Federal Register / Vol. 88, No. 189 / Monday, October 2, 2023 / Notices 

10 15 U.S.C. 78s(b)(2). 

11 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b–4. 

3 17 CFR 240.3a51–1(g). 

4See Rule 14.9(b)(1)(A). 

5See Securities Exchange Act Nos. 66159 

(January 13, 2012) 77 FR 3021 (January 20, 2012) 

(SR–NASDAQ–2012–002) (Notice of Filing of 

Proposed Rule Change To Adopt an Alternative to 

the $4 Initial Listing Bid Price Requirement for the 

Nasdaq Capital Market of Either $2 or $3, if Certain 

Other Listing Requirements Are Met); 66830 (April 

18, 2012) 77 FR 24549 (April 24, 2012) (Notice of 

Filing of Amendment No. 1 and Order Granting 

Accelerated Approval to Proposed Rule Change, as 

Modified by Amendment No. 1, To Adopt an 

Alternative to the $4 Per Share Initial Listing Bid 

Price Requirement for the Nasdaq Capital Market of 

Either $2 Closing Price Per Share or $3 Closing 

Price Per Share, if Certain Other Listing 

Requirements are Met). 

6 17 CFR 240.3a51–1. 

7 17 CFR 240.15g–1. 

8 17 CFR 240.3a51–1(a)(2). 

9See 17 CFR 240.3a51–1(a)(1). 

10Supra note 5. 

11The Exchange notes that since Nasdaq adopted 

the alternative minimum price requirement in 2012, 

it has adopted certain other initial listing 

requirements that differ from the Exchange’s 

current initial listing requirements. The Exchange is 

not proposing to amend its initial listing 

requirements except for the proposed alternative 

to consider the proposed rule change, as 

modified by Amendment No. 3, and the 

issues raised therein. Accordingly, the 

Commission, pursuant to Section 

19(b)(2) of the Act,10 designates January 

10, 2024, as the date by which the 

Commission shall either approve or 

disapprove the proposed rule change, as 

modified by Amendment No. 3 (File No. 

SR– CboeBZX–2023–028). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–21622 Filed 9–29–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–98532; File No. SR– 

CboeBZX–2023–063] 

Self-Regulatory Organizations; Cboe 

BZX Exchange, Inc.; Notice of Filing of 

a Proposed Rule Change To Adopt an 

Alternative to the Minimum $4 Price 

Requirement for Companies Seeking 

To List Tier II Securities on the 

Exchange 

September 26, 2023. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on 

September 19, 2023, Cboe BZX 

Exchange, Inc. (the ‘‘Exchange’’ or 

‘‘BZX’’) filed with the Securities and 

Exchange Commission (the 

‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III, 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 

Cboe BZX Exchange, Inc. (‘‘BZX’’ or 

the ‘‘Exchange’’) is filing with the 

Securities and Exchange Commission 

(‘‘Commission’’ or ‘‘SEC’’) a proposed 

rule change to adopt an alternative to 

the minimum $4 price requirement for 

companies seeking to list Tier II 

securities on the Exchange. 

The text of the proposed rule change 

is also available on the Exchange’s 

website (http://markets.cboe.com/us/ 

equities/regulation/rule_filings/bzx/), at 

the Exchange’s Office of the Secretary, 

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 

The Exchange proposes to adopt an 

alternative to the minimum $4 price 

requirement for companies that seek to 

list Tier II securities on the Exchange 

which meet the express exclusion from 

the definition of a ‘‘penny stock’’ 

contained in Exchange Act Rule 3a51– 

1(g) (the ‘‘Penny Stock Rules’’).3 Such 

an amendment would allow a Company 

to list a Tier II security on the Exchange 

if it satisfies all existing and proposed 

listing standards except for the $4 price 

requirement.4 As discussed below, the 

‘‘net tangible assets and average revenue 

tests’’ proposed herein that satisfies the 

requirements of Exchange Act Rule 

3a51–1(g) are substantively identical to 

the net tangible assets and average 

revenue tests proposed by Nasdaq Stock 

Market, LLC (‘‘Nasdaq’’) that received 

Commission approval.5

The Exchange is seeking to make this 

change to enhance competition among 

exchanges for companies with securities 

priced between $2 and $4. Rule 3a51– 

1 6 defines a ‘‘penny stock’’ as any 

equity security that does not satisfy one 

of the exceptions enumerated in 

subparagraphs (a) through (g) under the 

Rule. If a security is a penny stock, 

Rules 15g–1 through 15g–9 under the 

Act 7 impose certain additional 

disclosure and other requirements on 

brokers and dealers when effecting 

transactions in such securities. 

Exchange-listed securities are not 

considered penny stocks because they 

comply with the requirements of Rule 

3a51–1(a)(2) under the Act,8 which 

excepts from the definition of penny 

stock securities registered on national 

securities exchanges that have initial 

listing standards that meet certain 

requirements, including a $4 bid price 

at the time of listing. The Exchange’s 

listings standards currently include all 

the requirements to qualify for the 

penny stock exception under Exchange 

Act Rule 3a51–1(a)(2) so that today, 

once a security is initially listed on the 

Exchange, the Exchange will not be 

considered a penny stock for so long as 

it is listed on the Exchange. 

The penny stock rules also exclude 

from the definition of penny stock, 

under a ‘‘grandfather’’ provision, 

securities registered on a national 

securities exchange that has been 

continually registered as such since 

April 20, 1992, and has maintained 

quantitative listing standards that are 

substantially similar to or stricter than 

those listing standards that were in 

place on the exchange on January 8, 

2004.9 NYSE American, LLC (‘‘NYSE 

American’’) meets this standard, but the 

Exchange, which was more recently 

registered as a national securities 

exchange, does not. Accordingly, NYSE 

American’s initial listing price 

requirements of either $2 or $3 are 

grandfathered under this provision. 

In 2012, Nasdaq received Commission 

approval for a proposed rule change that 

allowed it to adopt an alternative to the 

$4 bid price requirement (the ‘‘Nasdaq 

proposal’’).10 The Exchange is now 

proposing to similarly adopt an 

alternative to the minimum $4 price 

requirement for companies seeking to 

list Tier II securities on the Exchange 

that is substantively identical to the 

Nasdaq proposal at the time it was 

adopted.11


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 88, No. 189 / Monday, October 2, 2023 / Notices 67853 

minimum price requirement at this time. Instead, 

the Exchange is proposing to adopt the proposed 

alternative minimum price requirement while its 

other initial listing standards are substantively 

identical to Nasdaq’s initial listing standards at the 

time the minimum price requirement was approved 

by the Commission in 2012. 12See 17 CFR 240.3a51–1(g). A company seeking 

to qualify under only the Market Value of Listed 

Securities Standard would, among other things, also 

be required to maintain for 90 consecutive trading 

days the market value of their listed securities at 

$50 million and the $2 price requirement prior to 

applying to list under the alternative standard. See 

Exchange Rule 14.9(b)(2)(B). Under the Market 

Value of Listed Securities Standard, an issuer 

would need to meet, among other things: (A) Market 

value of listed securities of at least $50 million 

(current publicly traded issuers must meet this 

requirement and the price requirement for 90 

consecutive trading days prior to applying for 

listing if qualifying to list only under the market 

value of listed securities standard); (B) 

stockholders’ equity of at least $4 million; and (C) 

market value of publicly held shares of at least $15 

million. The Exchange proposes to revise Rule 

14.9(b)(2)(B) in order to make it consistent with the 

proposal. In particular, Rule 14.9(b)(2)(B)(i) would 

be revised to delete the specific reference to $4 bid 

price requirement, since an issuer seeking to 

initially list its securities under the Market Value 

of Listed Securities Standard using the proposed 

alternative price requirement would have to 

maintain a closing price of at least $2 per share for 

90 consecutive trading days. 

13See Exchange Rule 14.9(b)(2)(A). 

14See Exchange Rule 14.9(b)(2)(C). 

15See Exchange Rule 14.9(b)(2)(B). 

16The proposed rule adopts the 15-month 

requirement to assure consistency with the timing 

requirements contained in Exchange Act Rule 

3a51–1(g). 

17The Exchange believes that the other exclusion 

most likely to be implicated would be Rule 3a51– 

1(d), 17 CFR 240.3a51–1(d), which provides an 

exclusion from the definition of a penny stock for 

a security with a minimum bid price of $5. Note, 

however, that if a Company obtains a $4 minimum 

bid price at a time when it meets all other initial 

listing requirements, the Exchange would no longer 

consider the company as having listed under the 

proposed alternative standard. 

18See proposed Interpretation and Policy .01(a) to 

Rule 14.9. 

19The security will have to meet the $4 bid price 

requirement contained in Rule 14.9(b)(1)(A)(i). In 

addition, Rule 14.9(b)(2)(B) requires a company 

qualifying only under the Market Value of Listed 

Securities requirement to satisfy that requirement 

and the price requirement for 90 consecutive 

trading days prior to applying for listing. Such a 

company will have to achieve a $4 bid price for 90 

consecutive trading days and a $4 closing price for 

five days, although these periods may overlap. 

20See BZX Rule 11.23(a)(3). As provided in 

Exchange Rule 11.23(c)(2)(B), ‘‘[f]or a BZX-listed 

corporate security, the Closing Auction price will 

be the BZX Official Closing Price. In the event that 

there is no Closing Auction for a BZX-listed 

corporate security, the BZX Official Closing Price 

will be the price of the Final Last Sale Eligible 

Trade. See Exchange Rule 11.23(a)(9) for the 

definition of ‘‘Final Last Sale Eligible Trade’’. 

21The Exchange notes that the process for 

determining the BZX Official Closing Price is 

similar to the process on Nasdaq for determining 

the Nasdaq Official Closing Price. See Nasdaq Rule 

4754. The Exchange notes that pursuant to Nasdaq 

Rule 4754(b)(5), Nasdaq may apply auxiliary 

procedures for the Closing Cross to ensure a fair and 

orderly market, where no such provision is 

available on BZX. 

22The Exchange, working with FINRA, will also 

adopt surveillance procedures to monitor securities 

listed under the proposed alternative as they 

approach $4. These procedures will be designed to 

identify anomalous trading that could be indicative 

of potential manipulation of the price. 

Under proposed Rule 14.9(b)(1)(A)(ii), 

companies that maintain a $2 or $3 

closing price for at least five consecutive 

business days prior to approval would 

qualify for listing, if among other things, 

they meet the net tangible assets or 

average revenue tests of the alternative 

penny stock exclusion set forth in 

Exchange Act Rule 3a51–1(g) 12 and 

meet all existing listing standards 

except for the $4 price requirement. 

Such a company must instead have a 

minimum $3 price if it qualifies under 

the $5 million equity 13 or $750,000 net 

income alternatives 14 or a minimum $2 

price if it qualifies under the $50 

million market value of listed securities 

alternative.15 In addition, a company 

qualifying under the proposed standard 

must have either: (a) net tangible assets 

in excess of $2 million, if the issuer has 

been in continuous operation for at least 

three years; or (b) net tangible assets in 

excess of $5 million, if the issuer has 

been in continuous operation for less 

than three years; or (c) average revenue 

of at least $6 million for the last three 

years. For this purpose, net tangible 

assets or revenue must be demonstrated 

on the Company’s most recently filed 

audited financial statements, satisfying 

the requirements of the Commission, 

and which are dated less than 15 

months prior to the date of listing.16

As proposed under new interpretation 

and policy .01(a) to Rule 14.9, an 

Exchange-listed security could become 

subject to the penny stock rules 

following initial listing if it no longer 

meets the tangible assets or average 

revenue tests of the alternative 

exclusion, and does not qualify for 

another exclusion under the penny 

stock rules. Further, unlike securities 

listed under the Exchange’s existing 

standards, which have a blanket 

exclusion from the penny stock rules, 

broker-dealers that effect recommended 

transactions in securities that originally 

qualified for listing under the 

Exchange’s alternative price standard 

would, among other things, under 

Exchange Act Rule 3a51–1(g), need to 

review current financial statements of 

the issuer to verify that it meets the 

applicable net tangible assets or average 

revenue test, have a reasonable basis for 

believing they remain accurate, and 

preserve copies of those financial 

statements as part of its records. As 

provided in proposed Interpretation and 

Policy .01 to Rule 14.9, in order to assist 

brokers’ and dealers’ compliance with 

the requirements of the Penny Stock 

Rules, the Exchange will monitor 

companies listed under the proposed 

alternative and publish a list of any 

company that initially listed under that 

requirement, which does not then meet 

the requirements of Exchange Act Rule 

3a51–1(g), described above, or any of 

the other exclusions from being a penny 

stock contained in Rule 3a51–1.17 Such 

list will be updated on a daily basis. 

If a company initially lists with a bid 

price below $4 under the alternative 

requirement contained in Rule 

14.9(b)(1)(A)(ii), but subsequently 

achieves a $4 closing price for at least 

five consecutive business days and, at 

the same time, satisfies all other initial 

listing criteria, it will no longer be 

considered as having listed under the 

alternative requirement and the 

Exchange will notify the Company that 

it has qualified for listing under the 

price requirement contained in Rule 

14.9(b)(1)(A)(i).18 If a security obtains a 

$4 closing price, the Exchange will 

determine whether it meets all other 

initial listing requirements for the Tier 

II securities, including both the 

quantitative and qualitative 

requirements.19 If the security meets all 

initial listing requirements, it will 

satisfy the requirements for the 

exclusion contained in Rule 3a51– 

1(a)(2) and no longer be monitored for 

compliance with the other exclusions 

from the definition of a penny stock. 

Brokers and dealers are reminded that 

the list published by the Exchange is 

only an aid and that the Penny Stock 

Rules impose specific obligations on 

brokers and dealers with respect to 

transactions in penny stocks. 

Proposed Interpretation and Policy 

.01(b) to Rule 14.9 provides that the 

proposed alternative price test will be 

based on the BZX Official Closing 

Price 20 in the security.21

The Exchange also proposes that the 

required closing price must be achieved 

for at least five consecutive business 

days before approval of the listing 

application.22 The Exchange may 

extend the minimum five-day 

compliance period required to satisfy 

these tests based on any fact or 

circumstance, including the margin of 

compliance, the trading volume, the 

trend of the security’s price, or 

information or concerns raised by other 

regulators concerning the trading of the 

security. The Exchange believes that 

requiring the minimum $2 or $3 closing 

price to be maintained for a period of 

five days (as opposed to one day) should 

reduce the risk that some might attempt 

to manipulate or otherwise artificially 

inflate the closing price in order to 

allow a security to qualify for listing. In 


lotter on DSK11XQN23PROD with NOTICES1
67854 Federal Register / Vol. 88, No. 189 / Monday, October 2, 2023 / Notices 

23See Exchange Rule 14.2. 

24 15 U.S.C. 78f(b). 

25 15 U.S.C. 78f(b)(5). 

26 17 CFR 240.3a51–1(g). 

27See Nasdaq Rule 5505(a)(1). 

28 15 U.S.C. 78k–1. 

29Supra note 5. 

addition, the Exchange will exercise its 

discretionary authority to deny initial 

listing if there are particular concerns 

about an issuer, such as its ability to 

maintain compliance with continued 

listing standards or if there are other 

public interest concerns.23

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the Act 

and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.24 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 25 requirements that the rules of 

an exchange be designed to prevent 

fraudulent and manipulative acts and 

practices, to promote just and equitable 

principles of trade, to foster cooperation 

and coordination with persons engaged 

in regulating, clearing, settling, 

processing information with respect to, 

and facilitating transactions in 

securities, to remove impediments to 

and perfect the mechanism of a free and 

open market and a national market 

system, and, in general, to protect 

investors and the public interest. 

The proposed rule change would 

adopt a $2 and $3 initial listing price 

alternative for Tier II securities listed on 

the Exchange that is substantially 

similar to the requirements of NYSE 

American and Nasdaq. Particularly, the 

proposed rule change would require 

companies to satisfy an additional net 

tangible asset or revenue test, which is 

consistent with the requirements for a 

security to avoid being a penny stock as 

set forth in Exchange Act Rule 3a51– 

1(g).26 The proposed additional net 

tangible asset or revenue test is also 

identical to the existing test on 

Nasdaq.27

As discussed above, broker-dealers 

that effect recommended transactions in 

securities that originally qualified for 

listing under the Exchange’s alternative 

standard would among other things, 

under Exchange Act Rule 3a51–1(g), 

need to review current financial 

statements of the issuer to verify that it 

meets the applicable net tangible assets 

or average revenue test, have a 

reasonable basis for believing they 

remain accurate, and preserve copies of 

those financial statements as part of its 

records. To facilitate compliance by 

broker-dealers, the Exchange has 

committed to monitor the companies 

listed under the alternative price 

standard and to publish on its website, 

and update daily, a list of any such 

company that no longer meets the net 

tangible assets or average revenue tests 

of the penny stock exclusion, and which 

does not satisfy any other penny stock 

exclusion. The Exchange also 

specifically reminds broker-dealers of 

their obligations under the penny stock 

rules. The Exchange believes that, 

although the listing of securities that do 

not have a blanket exclusion from the 

penny stock rules and require ongoing 

monitoring may increase compliance 

burdens on broker-dealers, the 

additional steps proposed by the 

Exchange to facilitate compliance 

should reduce those burdens and that, 

on balance, the Exchange’s proposal is 

consistent with the requirement of 

Section 6(b)(5) of the Act that the rules 

of an exchange, among other things, be 

designed to prevent fraudulent and 

manipulative acts and practices, to 

promote just and equitable principles of 

trade and, in general, to protect 

investors and the public interest. 

Further, to address concerns about the 

potential manipulation of lower priced 

stocks to meet the initial listing 

requirements, the Exchange has 

proposed to require a company to 

maintain a $2 or $3 closing price for five 

consecutive business days prior to 

approval for listing, rather than on a 

single day. The Exchange believes that 

requiring the minimum $2 or $3 closing 

price to be maintained for a longer 

period should reduce the risk that some 

might attempt to manipulate or 

otherwise artificially inflate the closing 

price in order to allow a security to 

qualify for listing. In addition, the 

Exchange notes that it will exercise its 

discretionary authority to deny initial 

listing if there are particular concerns 

about an issuer, such as its ability to 

maintain compliance with continued 

listing standards or if there were other 

public interest concerns. The Exchange 

believes these additional measures, in 

conjunction with Exchange’s 

surveillance procedures and pre-listing 

qualification review, should help reduce 

the potential for price manipulation to 

meet the new initial listing standards, 

and in this respect are designed to 

prevent fraudulent and manipulative 

acts and practices consistent with 

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

As proposed, if securities listed under 

the alternative price listing standard 

subsequently achieve a $4 closing price 

over at least five consecutive business 

days, and the issuer and the securities 

satisfy all other relevant initial listing 

criteria, then such securities would no 

longer be considered as having listed 

under the alternative price requirement. 

The Exchange notes that it has taken 

several steps to address whether this 

provision could provide an incentive for 

market participants to manipulate the 

price of the security in order to achieve 

the $4 closing price and no longer be 

considered as having listed under the 

alternative requirement. First, the 

Exchange represents that it will conduct 

a robust, wholesale review of the 

issuer’s compliance with all applicable 

initial listing criteria, including 

qualitative and quantitative standards, 

at the time the $4 closing price is 

achieved, and will have a reasonable 

basis to believe that that price was 

legitimately, and not manipulatively, 

achieved. Secondly, the Exchange 

represents that it is developing 

enhanced surveillance procedures to 

monitor securities listed under the 

alternative price requirement as they 

approach $4 to identify anomalous 

trading that would be indicative of 

potential price manipulation. Finally, 

the proposal requires the $4 closing 

price to be met over at least a five 

consecutive business day period in 

order to reduce the potential for price 

manipulation. The Exchange believes 

that these measures should help reduce 

the potential for price manipulation to 

achieve the $4 closing price, and in this 

respect are designed to prevent 

fraudulent and manipulative acts and 

practices consistent with Section 6(b)(5) 

of the Act. 

Section 6(b)(8) of the Act requires that 

the rules of an exchange not impose any 

burden on competition not necessary or 

appropriate in furtherance of the 

purposes of the Act. In addition, Section 

11A of the Act 28 requires that there be 

fair competition among exchange 

markets to further the public interest 

and protection of investors. Currently, 

both Nasdaq and NYSE American rules 

allow for companies to list within a 

minimum price requirement of $2 or $3. 

The Exchange’s initial listing 

requirements are substantively identical 

to Nasdaq’s initial listing requirements 

at the time the Nasdaq proposal was 

approved by the Commission.29 Further, 

the net tangible assets and average 

revenue tests proposed herein are 

identical to those on Nasdaq. Moreover, 

the proposed net tangible assets and 

average revenue tests satisfy the 

requirements of Exchange Act Rule 

3a51–1(g). The proposed rule change 

would enhance the competition 

between exchanges, and benefit 

companies and their investors, by 

providing companies with another 


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 88, No. 189 / Monday, October 2, 2023 / Notices 67855 

30 Id. 

31 Designated Markets refers to the national 

securities exchanges designated by the Commission 

to have substantially similar listing standards to 

those of the ‘‘named markets’’ (i.e., NYSE American 

and Nasdaq). 

32 15 U.S.C. 77r. 33 17 CFR 200.30–3(a)(12). 

listing venue. As such, the proposed 

rule change is consistent with Sections 

6(b)(8) and 11A. 

Finally, as noted above, the proposed 

rule change would adopt the identical 

initial listing price requirement 

contained in the NYSE American 

Company Guide as well as Nasdaq 

Listing Rules. While the Exchange 

acknowledges that Nasdaq has amended 

its initial listing requirements as it 

pertains to unrestricted publicly held 

shares since the Commission approved 

the alternative minimum price 

requirement, the Exchange notes that its 

initial listing standards are 

substantively identical to the Nasdaq 

Capital Market initial listing standards 

at the time the alternative minimum 

price requirement was approved by the 

Commission.30 As such, the Exchange 

believes that its listing requirements 

would remain substantially similar to 

those of ‘‘Designated Markets’’,31 as 

required for covered securities under 

Section 18 of the Securities Act.32

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

The Exchange believes the proposed 

rule change will not impose any 

unnecessary burden on intramarket 

competition as all companies seeking to 

list Tier II securities on the Exchange 

would be affected in the same manner 

by the proposed change. 

The proposed rule change will 

expand the competition for the listing of 

equity securities as they will enable the 

Exchange to compete for the listing of 

companies that are currently not 

qualified for listing on the Exchange but 

are qualified to list on other national 

securities exchanges. To the extent that 

companies prefer listing on a market 

with these proposed listing standards, 

other exchanges can choose to adopt 

similar enhancements to their 

requirements. As such, these changes 

are neither intended to, nor expected to, 

impose any burden on competition 

between exchanges. 

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 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or within such longer period 

up to 90 days (i) as the Commission may 

designate if it finds such longer period 

to be appropriate and publishes its 

reasons for so finding or (ii) as to which 

the Exchange consents, the Commission 

will: 

A. by order approve or disapprove 

such proposed rule change, or 

B. institute proceedings to determine 

whether the proposed rule change 

should be 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 (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

CboeBZX–2023–063 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–CboeBZX–2023–063. 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 (https://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 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–CboeBZX–2023–063 and should be 

submitted on or before October 23, 

2023. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.33

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2023–21624 Filed 9–29–23; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meetings 

TIME AND DATE: 2:00 p.m. on Thursday, 

October 5, 2023. 

PLACE: The meeting will be held via 

remote means and/or at the 

Commission’s headquarters, 100 F 

Street NE, Washington, DC 20549. 

STATUS: This meeting will be closed to 

the public. 

MATTERS TO BE CONSIDERED: 

Commissioners, Counsel to the 

Commissioners, the Secretary to the 

Commission, and recording secretaries 

will attend the closed meeting. Certain 

staff members who have an interest in 

the matters also may be present. 

In the event that the time, date, or 

location of this meeting changes, an 

announcement of the change, along with 

the new time, date, and/or place of the 

meeting will be posted on the 

Commission’s website at https://

www.sec.gov. 

The General Counsel of the 

Commission, or her designee, has 

certified that, in her opinion, one or 

more of the exemptions set forth in 5 

U.S.C. 552b(c)(3), (5), (6), (7), (8), 9(B) 

and (10) and 17 CFR 200.402(a)(3), 

(a)(5), (a)(6), (a)(7), (a)(8), (a)(9)(ii) and 

(a)(10), permit consideration of the 

scheduled matters at the closed meeting. 


lotter on DSK11XQN23PROD with NOTICES1