27640 Federal Register / Vol. 83, No. 114 / Wednesday, June 13, 2018 / Notices 

18For purposes only of waiving the 30-day 

operative delay, the Commission has considered the 

proposed rule’s impact on efficiency, competition, 

and capital formation. See 15 U.S.C. 78c(f). 

19 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

designates the proposal operative upon 

filing.18

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– 

FINRA–2018–022 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–FINRA–2018–022. This file 

number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549 on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing will also be available for 

inspection and copying at the principal 

office of FINRA. 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–FINRA– 

2018–022 and should be submitted on 

or before July 5, 2018. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–12647 Filed 6–12–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–83395; File No. SR– 

NASDAQ–2018–041] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Adopt 

Listing Standard for Paired Share Units 

June 7, 2018. 

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 May 30, 

2018, The Nasdaq Stock Market LLC 

(‘‘Nasdaq’’ or the ‘‘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 adopt a 

listing standard for Paired Share Units. 

The text of the proposed rule change 

is set forth below. Proposed new 

language is italicized; deleted text is in 

brackets. 

* * * * * 

The Nasdaq Stock Market Rules 

* * * * * 

5225. Listing Requirements for Units 

(other than Paired Share Units) 

No change. 

5226. Paired Share Units 

A ‘‘Paired Share Unit’’ is a security 

consisting of a share of the common 

stock of a Company (the ‘‘Parent’’) and 

a share of the common stock of that 

Company’s controlled subsidiary, 

which: (1) are attached together; and (2) 

only can be traded together as a unit 

pursuant to a pairing agreement. 

Instead of the requirements in Rule 5225 

(except as indicated below), a Paired 

Share Unit can list on the Nasdaq 

Global or Global Select Markets if it 

meets the following requirements: 

(a) For initial and continued listing, 

the controlled subsidiary must be a real 

estate investment trust (the ‘‘REIT’’) and 

the Parent must maintain ownership 

control, including voting control, over 

the REIT. 

(b) For initial listing, the Parent and 

the REIT must each separately satisfy 

the entity-level requirements of Rule 

5315(f)(3) or Rule 5405(b) (e.g., the 

stockholders’ equity, income, market 

capitalization, assets, revenue and 

operating history requirements), as 

applicable, and the Paired Share Unit 

must satisfy the security-level 

requirements of Rule 5315 or Rule 5405 

(e.g., the price, publicly held shares, 

holder, market value of publicly held 

shares and market maker requirements), 

as applicable. 

(c) For continued listing, the Parent 

and the REIT must each separately 

satisfy the applicable entity-level 

requirements of Rule 5450(b) and the 

Paired Share Unit must satisfy the 

applicable security-level requirements 

of Rules 5450(a) and 5450(b). 

(d) For initial and continued listing, 

the Parent and the REIT must each 

separately satisfy all other requirements 

of the listing rules applicable to a 

Company listing its primary equity 

security, including, without limitation, 

the corporate governance requirements 

in the Rule 5600 Series. 

(e) For initial and continued listing, 

the common stock of the Parent, the 

common stock of the REIT and the 

Paired Share Unit must each be 

registered pursuant to Section 12(b) of 

the Act. 

(f) For initial and continued listing, 

the common stock of the Parent and the 

common stock of the REIT, as attached 

and traded together in the Paired Share 

Unit, must be the only securities of each 

of the Parent and the REIT available to 

public investors. 

(g) The provisions of Rules 5225(a)(2) 

and 5225(a)(3) are applicable to Paired 

Share Units. 


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3A Paired Share Unit would not be eligible to list 

on the Nasdaq Capital Market. 

4The provisions of Rule 5315(b), (c) and (d) 

would not apply because neither the Parent nor the 

REIT would be a closed end management 

investment company or a business development 

company. 

5For example, if the Parent only satisfies the 

entity-level requirements of the income standard in 

Rule 5405(b)(1) and the REIT only satisfies the 

entity-level requirements of the market value 

standard in Rule 5405(b)(3), the Paired Share Unit 

must satisfy the higher market value of publicly 

held shares and market maker requirements in Rule 

5405(b)(3). 

(h) In the event the common stock of 

the REIT becomes separately tradable 

from the common stock of the Parent, 

Nasdaq will immediately issue a Staff 

Delisting Determination for the Paired 

Share Unit pursuant to Listing Rule 

5810(c)(1), and each of the Parent and 

the REIT must apply, and each of the 

Parent and the REIT, and their 

respective securities, must separately 

qualify for initial listing to remain listed 

on Nasdaq. 

* * * * * 

5810. Notification of Deficiency by the 

Listing Qualifications Department 

When the Listing Qualifications 

Department determines that a Company 

does not meet a listing standard set forth 

in the Rule 5000 Series, it will 

immediately notify the Company of the 

deficiency. As explained in more detail 

below, deficiency notifications are of 

four types: 

(1)–(4) No change. 

Notifications of deficiencies that 

allow for submission of a compliance 

plan or an automatic cure or compliance 

period may result, after review of the 

compliance plan or expiration of the 

cure or compliance period, in issuance 

of a Staff Delisting Determination or a 

Public Reprimand Letter. 

(a)–(b) No change. 

(c) Types of Deficiencies and 

Notifications 

The type of deficiency at issue 

determines whether the Company will 

be immediately suspended and delisted, 

or whether it may submit a compliance 

plan for review or is entitled to an 

automatic cure or compliance period 

before a Staff Delisting Determination is 

issued. In the case of a deficiency not 

specified below, Staff will issue the 

Company a Staff Delisting 

Determination or a Public Reprimand 

Letter. 

(1) Deficiencies That Immediately 

Result in a Staff Delisting 

Determination 

Staff’s notice will inform the 

Company that its securities are 

immediately subject to suspension and 

delisting when: 

• A Company fails to timely solicit 

proxies; 

• an Equity Investment Tracking 

Stock fails to comply with the 

additional continued listing 

requirements in Rule 5222(c) or a Staff 

Delisting Determination has been issued 

with respect to the security such Equity 

Investment Tracking Stock tracks; 

• the common stock of the REIT in a 

Paired Share Unit listed under Rule 

5226 becomes separately tradable from 

the common stock of the Parent; or 

• Staff has determined, under its 

discretionary authority in the Rule 5100 

Series, that the Company’s continued 

listing raises a public interest concern. 

(2)–(4) No change. 

(d) No change. 

* * * * * 

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 the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

Nasdaq Listing Rule 5225 provides 

the requirements to list units on the 

Nasdaq Stock Market. Listing Rule 

5225(a)(1)(C) provides that all 

components of a unit listed on the 

Nasdaq Global or Global Select Market 

must be issued by the same issuer. 

Nasdaq notes that in limited 

circumstances the securities of a 

company and its controlled subsidiary 

are attached and only can be traded 

together as a ‘‘Paired Share.’’ Nasdaq 

proposes to adopt new Listing Rule 

5226 to allow the listing of this specific 

type of unit, called a Paired Share Unit, 

on the Nasdaq Global or Global Select 

Markets 3 under limited circumstances, 

even though one component of the unit 

is issued by a controlled subsidiary of 

the issuer of the other security in the 

unit and they are, therefore, not 

technically issued by the same issuer. 

Under the proposed rule, a Paired 

Share Unit, consisting of a share of the 

common stock of a company (the 

‘‘Parent’’) and a share of the common 

stock of that company’s controlled 

subsidiary, which are attached together 

and can only be traded together as a unit 

pursuant to a pairing agreement, can be 

listed on the Nasdaq Global or Global 

Select Market provided it meets the 

following requirements. 

First, the controlled subsidiary must 

be a real estate investment trust (the 

‘‘REIT’’) and the Parent must maintain 

ownership control, including voting 

control, over the REIT. Ownership 

control will be determined based on an 

analysis of the facts and circumstances 

surrounding the relationship between 

the Parent and the REIT, but will require 

that the Parent control at least a majority 

(i.e., over 50%) of the voting power of 

the REIT. In addition, the common stock 

of the Parent and the common stock of 

the REIT, as attached and traded 

together in the Paired Share Unit, must 

be the only security of each of the 

Parent and the REIT available to public 

investors, and the common stock of the 

Parent and the REIT must not trade 

separately. Thus, an investment in the 

Paired Share Unit represents an 

investment in the combined company 

and the only way for a public 

shareholder to invest in either company. 

For initial listing, the Parent and the 

REIT must each separately satisfy the 

entity-level requirements of Rule 

5315(f)(3) or Rule 5405(b), as applicable, 

and the Paired Share Unit must satisfy 

the security-level requirements of Rule 

5315 or Rule 5405, as applicable.4 For 

continued listing, the Parent and the 

REIT must each separately satisfy the 

entity-level requirements of Rule 

5450(b), and the Paired Share Unit must 

satisfy the security-level requirements of 

Rules 5450(a) and (b). For these 

purposes the entity-level requirements 

include the stockholders’ equity, 

income, market capitalization, asset, 

revenue and operating history 

requirements, and the security-level 

requirements include the price, publicly 

held shares, holder, market value of 

publicly held shares and market maker 

requirements. While the Parent and the 

REIT may satisfy different entity-level 

listing standards, in such a case the 

Paired Share Unit must satisfy the 

higher security-level requirements of 

those different standards.5 In addition, 

for both initial and continued listing, 

the Parent and the REIT must each 

separately satisfy all other requirements 

of the listing rules applicable to a 

Company listing its primary equity 

security, including, without limitation, 


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27642 Federal Register / Vol. 83, No. 114 / Wednesday, June 13, 2018 / Notices 

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

7 15 U.S.C. 78f(b)(5). 

8 15 U.S.C. 78s(b)(3)(A)(iii). 

9 17 CFR 240.19b–4(f)(6). 

10 In addition, Rule 19b–4(f)(6)(iii) requires a selfregulatory organization to give the Commission 

written notice of its intent to file the proposed rule 

change at least five business days prior to the date 

of filing of the proposed rule change, or such 

shorter time as designated by the Commission. The 

Exchange has satisfied this requirement. 

11 17 CFR 240.19b–4(f)(6). 

the corporate governance requirements 

in the Rule 5600 Series. 

While proposed Rule 5226 is a new 

rule for listing a specific type of unit on 

the Nasdaq Global or Global Select 

Markets, the provisions of Rule 

5225(a)(2), which provides the 

minimum listing period and notice of 

withdrawal requirements for units, and 

Rule 5225(a)(3), which provides 

disclosure requirements for units, are 

applicable to Paired Share Units. The 

other provisions of Rule 5225(a) are 

either separately incorporated in the 

requirements for a Paired Share Unit or 

are not applicable. Specifically, the first 

sentence of Rule 5225(a)(1)(A), which 

requires all units to have at least one 

equity component, is incorporated in 

the definition of a Paired Share Unit 

because a Paired Share Unit must 

contain the common stock of the Parent 

and the REIT. Rule 5225(a)(1)(B) is not 

applicable because a Paired Share Unit 

does not contain debt components. As 

described above, the first sentence of 

Rule 5225(a)(1)(C) is not applicable 

because the Paired Share Unit is a 

special type of unit, which contains the 

common stock of a company and its 

controlled subsidiary. The remainder of 

the requirements in Rules 5225(a)(1)(A) 

and (C) are addressed by the 

requirements of proposed Rules 5226(b), 

(c) and (d) that for initial and continued 

listing, respectively, the Parent and the 

REIT must each separately satisfy the 

entity-level requirements and all other 

requirements applicable to a company 

listing its primary equity security, and 

that the Paired Share Unit must satisfy 

the security-level requirements for 

listing on the Nasdaq Global or Global 

Select Market. 

Rule 5225(a)(4), which imposes 

market maker requirements for units, is 

incorporated in the requirement that the 

Paired Share Unit must satisfy the 

highest applicable market maker 

requirement under the listing standard 

that each the Parent and the REIT 

qualify. The minimum market maker 

requirements under any of those 

standards are at least as high as in Rule 

5225(a)(4): Three market makers for 

initial listing and two market makers for 

continued listing. 

For initial and continued listing, the 

common stock of the Parent, the 

common stock of the REIT and the 

Paired Share Unit must each be 

registered pursuant to Section 12(b) of 

the Act. Finally, in the event the 

common stock of the REIT becomes 

separately tradable from the common 

stock of the Parent, Nasdaq will 

immediately issue a Staff Delisting 

Determination for the Paired Share Unit. 

Nasdaq proposes to modify Rule 

5810(c)(1) to include this situation in 

the list of deficiencies where a 

company’s securities are immediately 

subject to suspension and delisting. 

Each of the Parent and the REIT must 

apply, and each of the Parent and the 

REIT, and their respective securities, 

must separately qualify for initial listing 

to remain listed on Nasdaq. 

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with Section 6(b) 

of the Act,6 in general, and furthers the 

objectives of Section 6(b)(5) of the Act,7

in particular, in that it is designed 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, by 

allowing a unit to list on the Nasdaq 

Global or Global Select Markets where 

it includes the securities of a company 

and a REIT that is that company’s 

controlled subsidiary if those entities 

each separately satisfy the entity-level 

listing requirements, the combined 

security satisfies the security-specific 

listing requirements, and the securities 

do not trade separately. 

In these situations, the security to be 

listed is substantially similar to a 

traditional unit in that one of the 

companies maintains ownership and 

voting control of the other, and the 

proposed rule would adopt additional 

protections ensuring that both entities 

and the combined security have 

achieved sufficient size and market 

interest for listing on Nasdaq to be 

appropriate. Under the proposed rule, 

each company with securities in the 

Paired Share Unit must satisfy all listing 

requirements applicable to a company 

listing its primary equity security on the 

Nasdaq Global or Global Select Markets 

and the security itself must satisfy all 

applicable requirements for listing as a 

primary equity security. In addition, the 

common stock of the Parent, the 

common stock of the REIT and the 

Paired Share Unit must each be 

registered pursuant to Section 12(b) of 

the Act. Accordingly, the proposed rule 

change continues to impose Nasdaq’s 

existing listing requirements, which are 

designed protect investors and the 

public interest. Further, the additional 

requirements proposed will supplement 

those existing requirements with 

investor protections designed to ensure 

that one company controls the other in 

the combined security. In the event the 

common stock of the REIT becomes 

separately tradable from the common 

stock of the Parent, Nasdaq would 

immediately issue a Staff Delisting 

Determination for the Paired Share Unit, 

which would be subject to suspension 

and delisting. Each of the Parent and the 

REIT must apply, and each of the Parent 

and the REIT, and their respective 

securities, must separately qualify for 

initial listing to remain listed on 

Nasdaq. Thus, adopting the proposed 

rule to address this unique situation 

with appropriate investor protections 

will eliminate the impediment to listing 

such a unit on the Nasdaq Global and 

Global Select Markets. 

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 not 

necessary or appropriate in furtherance 

of the purposes of the Act. Nasdaq 

believes that the New York Stock 

Exchange currently lists securities 

similar to the Paired Share Unit 

described in the proposed rule change. 

Further, other markets could adopt 

comparable rules to the extent they 

believe it appropriate. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were either 

solicited or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The Exchange has filed the proposed 

rule change pursuant to Section 

19(b)(3)(A) of the Act 8 and Rule 19b– 

4(f)(6) thereunder.9 Because the 

proposed rule change does not: (i) 

Significantly affect the protection of 

investors or the public interest; (ii) 

impose any significant burden on 

competition; and (iii) become operative 

for 30 days from the date on which it 

was filed, or such shorter time as the 

Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A) of the Act and Rule 19b– 

4(f)(6) thereunder.10

A proposed rule change filed under 

Rule 19b–4(f)(6) 11 normally does not 

become operative for 30 days after the 


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12 17 CFR 240.19b–4(f)(6)(iii). 

13For purposes only of waiving the operative 

delay, the Commission has considered the proposed 

rule’s impact on efficiency, competition, and capital 

formation. See 15 U.S.C. 78c(f). 14 15 U.S.C. 78s(b)(2)(B). 

15 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

date of the filing. However, pursuant to 

Rule 19b–4(f)(6)(iii),12 the Commission 

may designate a shorter time if such 

action is consistent with the protection 

of investors and the public interest. In 

its filing with the Commission, Nasdaq 

has asked the Commission to waive the 

30-day operative delay so that the 

proposal may become operative 

immediately upon filing to allow 

Nasdaq to immediately list units issued 

by a company and its controlled 

subsidiary and compete with other 

exchanges for such listing. As noted 

above, Nasdaq states that the proposed 

rule will continue to impose all of the 

existing listing requirements applicable 

to units, supplemented by additional 

requirements and investor protections 

designed to address this specific type of 

unit. 

The Commission believes that waiver 

of the 30-day operative delay is 

consistent with the protection of 

investors and the public interest 

because the Paired Share Units for 

which Nasdaq proposes to adopt initial 

and continued listing requirements are 

substantially similar to the traditional 

units that may be listed pursuant to 

Nasdaq Rule 5225 and the additional 

requirements in the proposal address 

the specific characteristics of Paired 

Share Units and how Nasdaq’s existing 

listing rules will be applied. The 

Commission notes that a Paired Share 

Unit would consist of a share of 

common stock of a Company and a 

share of the common stock of a REIT 

that is that Company’s controlled 

subsidiary, which are attached and only 

can be traded together. The proposed 

listing requirements would be 

substantially similar to existing listing 

requirements for units, but with 

clarification about how certain aspects 

will apply to a Paired Share Unit and its 

components and additional 

requirements designed to address issues 

relating to this specific type of unit. 

Therefore, the Commission designates 

the proposed rule change operative 

upon filing.13

At any time within 60 days of the 

filing of such proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is necessary or appropriate in the 

public interest, for the protection of 

investors, or otherwise in furtherance of 

the purposes of the Act. If the 

Commission takes such action, the 

Commission shall institute proceedings 

under Section 19(b)(2)(B) 14 of the Act to 

determine whether the proposed rule 

change should be approved or 

disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

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

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NASDAQ–2018–041 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–NASDAQ–2018–041. 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–NASDAQ–2018–041, and 

should be submitted on or before July 5, 

2018. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–12649 Filed 6–12–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–83393; File No. SR–FINRA– 

2018–023] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing of a 

Proposed Rule Change To Amend 

FINRA Rule 6730 Relating to ATS 

Reporting of Transactions to TRACE in 

U.S. Treasury Securities 

June 7, 2018. 

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 June 5, 

2018, Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’) filed with the 

Securities and Exchange Commission 

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

rule change as described in Items I, II, 

and III below, which Items have been 

prepared by FINRA. 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 

FINRA is proposing to amend Rule 

6730 to require alternative trading 

systems (‘‘ATSs’’) that report 

transactions in U.S. Treasury Securities 

to the Transaction Reporting and 

Compliance Engine (‘‘TRACE’’) to 

identify non-FINRA member subscribers 

on those transaction reports. 

The text of the proposed rule change 

is available on FINRA’s website at 

http://www.finra.org, at the principal 

office of FINRA 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, 

FINRA included statements concerning 

the purpose of and basis for the 

proposed rule change and discussed any 


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