32164 Federal Register / Vol. 83, No. 133 / Wednesday, July 11, 2018 / Notices 

9 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(2). 

5See Securities Exchange Act Release No. 65225 

(August 30, 2011), 76 FR 55148 (September 6, 2011) 

(SR–BATS–2011–018). 

6As defined in Rule 11.8(e)(1)(A), the term ‘‘ETP’’ 

means any security listed pursuant to Exchange 

Rule 14.11. 

7See Securities Exchange Act Release No. 66422 

(February 17, 2012), 77 FR 11179 (February 24, 

2012) (SR–BATS–2012–010). 

8See Securities Exchange Act Release No. 81152 

(July 14, 2017), 82 FR 33525 (July 20, 2017) (SR– 

BatsBZX–2017–45). 

(C) Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants or Others 

The Exchange has neither solicited 

nor received written 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 self-regulatory organization 

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 (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

CboeBZX–2018–047 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–2018–047. 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 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–CboeBZX–2018–047 and 

should be submitted on or before 

August 1, 2018. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–14788 Filed 7–10–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–83597; File No. SR– 

CboeBZX–2018–046] 

Self-Regulatory Organizations; Cboe 

BZX Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of a 

Proposed Rule Change To Amend BZX 

Rule 14.13, Company Listing Fees 

July 5, 2018. 

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 June 21, 

2018, Cboe BZX Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BZX’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I, II and III 

below, which Items have been prepared 

by the Exchange. The Exchange has 

designated the proposed rule change as 

one establishing or changing a member 

due, fee, or other charge imposed by the 

Exchange under Section 19(b)(3)(A)(ii) 

of the Act 3 and Rule 19b–4(f)(2) 

thereunder,4 which renders the 

proposed rule change effective upon 

filing with the Commission. 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 filed a proposal to 

amend the fees applicable to securities 

listed on the Exchange, which are set 

forth in BZX Rule 14.13. 

The text of the proposed rule change 

is available at the Exchange’s website at 

www.markets.cboe.com, at the principal 

office of the Exchange, and at the 

Commission’s Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

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

the most significant parts of such 

statements. 

(A) Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

On August 30, 2011, the Exchange 

received approval of rules applicable to 

the qualification, listing, and delisting 

of companies on the Exchange,5 which 

it modified on February 8, 2012 in order 

to adopt pricing for the listing of 

exchange traded products (‘‘ETPs’’) 6 on 

the Exchange.7 On July 3, 2017, the 

Exchange made certain changes to Rule 

14.13 such that there were no entry fees 

or annual fees for ETPs listed on the 

Exchange.8 The Exchange is proposing 

to amend Rule 14.13 in order to charge 

an entry fee for ETPs that are not 

Generically-Listed ETPs, as defined 

below and to add annual listing fees for 

ETPs listed on the Exchange. 


daltland on DSKBBV9HB2PROD with NOTICES
Federal Register / Vol. 83, No. 133 / Wednesday, July 11, 2018 / Notices 32165 

9The Exchange notes that the proposed entry fee 

is substantively identical to those charged by NYSE 

Arca, Inc. (‘‘Arca’’). See Securities Exchange Act 

Release No. 81796 (October 2, 2017), 82 FR 46865 

(October 6, 2017) (SR–NYSEArca–2017–105). 

10Upon initial listing on the Exchange, the 

annual listing fee applicable to New Listings will 

be prorated based on the number of trading days 

remaining in the calendar year. 

11 15 U.S.C. 78f. 

12 15 U.S.C. 78f(b)(4) and (5). 

13See Securities Exchange Act Release No. 81796 

(October 2, 2017), 82 FR 46865 (October 6, 2017) 

(SR–NYSEArca–2017–105). 

Entry Fee 

The Exchange is proposing that a 

Company that submits an application to 

list any ETP, which term includes all 

securities set forth in Rule 14.11, shall 

be required to pay an entry fee 9 as 

follows: 

(i) All ETPs, with the exception of 

Index Fund Shares, Portfolio Depositary 

Receipts, Managed Fund Shares, and 

Currency Trust Shares that are listed on 

the Exchange pursuant to Rule 19b–4(e) 

under the Exchange Act and for which 

a proposed rule change pursuant to 

Section 19(b) of the Exchange Act is not 

required to be filed with the 

Commission (collectively, ‘‘GenericallyListed ETPs’’), shall pay an entry fee of 

$7,500. Each issuer will be subject to an 

aggregate maximum entry fee of $22,500 

per calendar year. 

(ii) There is no entry fee for 

Generically-Listed ETPs. 

Annual Fees 

The Exchange is proposing to 

establish annual fees for listing on the 

Exchange, largely based on the 

consolidated average daily volume 

(‘‘CADV’’) of an ETP. The Exchange is 

also providing certain exceptions to 

such CADV-based annual fees for 

Legacy Listings, New Listings, and 

Auction Fee Listings, each defined 

below. 

Specifically, the Exchange is 

proposing that where an ETP was listed 

on the Exchange prior to January 1, 2019 

(a ‘‘Legacy Listing’’), such ETP will have 

an annual listing fee of $4,000. Where 

an ETP first lists on the Exchange or has 

been listed for fewer than three calendar 

months on the ETP’s first trading day of 

the year (a ‘‘New Listing’’),10 and is not 

a series of Linked Securities listed 

pursuant to Rule 14.11(d), such ETP 

will have an annual listing fee of $4,500. 

Where an ETP is a New Listing and is 

a series of Linked Securities listed 

pursuant to Rule 14.11(d), such ETP 

will have an annual listing fee of 

$10,000. Where the average daily 

auction volume combined between the 

opening and closing auctions on the 

Exchange across all of an issuer’s ETPs 

listed on the Exchange exceeds 500,000 

shares (an ‘‘Auction Fee Listing’’), there 

is no annual listing fee for any of the 

issuer’s ETPs listed on the Exchange. 

Where an ETP is not a Legacy Listing, 

a New Listing, an Auction Fee Listing, 

or a series of Linked Securities listed 

pursuant to Rule 14.11(d), such ETP 

will have an annual listing fee as 

follows based on the CADV of the ETP 

in the fourth quarter of the preceding 

calendar year: 

CADV Range Annual 

listing fee 

0–10,000 shares ................... $7,000 

10,001–100,000 shares ........ 6,000 

100,001–1,000,000 shares ... 5,500 

Greater than 1,000,000 

shares ............................... 5,000 

Where an ETP is not a Legacy Listing, 

a New Listing, or an Auction Fee 

Listing, but is a series of Linked 

Securities listed pursuant to Rule 

14.11(d), such ETP will have an annual 

listing fee as follows based on the 

consolidated average daily volume 

(‘‘CADV’’) in the fourth quarter of the 

preceding calendar year: 

CADV Range Annual 

listing fee 

0–10,000 shares ................... $15,000 

10,001–100,000 shares ........ 14,000 

100,001–1,000,000 shares ... 13,000 

Greater than 1,000,000 

shares ............................... 12,000 

Implementation Date 

The Exchange proposes to implement 

these amendments to its fee schedule on 

January 1, 2019. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the requirements of the Act and the 

rules and regulations thereunder that 

are applicable to a national securities 

exchange, and, in particular, with the 

requirements of Section 6 of the Act.11

Specifically, the Exchange believes that 

the proposed rule change is consistent 

with Section 6(b)(4) and 6(b)(5) of the 

Act,12 in that it provides for the 

equitable allocation of reasonable dues, 

fees and other charges among issuers 

and it does not unfairly discriminate 

between customers, issuers, brokers or 

dealers. 

The Exchange believes that the 

proposed amendment to Rule 

14.13(b)(1)(C) to implement an entry fee 

for ETPs listed on the Exchange that are 

not Generically-Listed ETPs is a 

reasonable, fair and equitable, and not 

unfairly discriminatory allocation of 

fees and other charges because it would 

apply equally for all issuers and all 

ETPs. The Exchange believes that 

charging such entry fee is reasonable 

given the additional resources required 

by the Exchange in connection with 

ETPs requiring a proposed rule change 

pursuant to Section 19(b), specifically 

the significant additional time and 

extensive legal and business resources 

required by Exchange staff to prepare 

and review such filings and to 

communicate with issuers and the 

Commission regarding such filings. As 

noted above, this proposed change is 

also substantively identical to fees 

charged by Arca.13

The Exchange believes that the 

proposed amendment to the annual 

listing fees in Rule 14.13(b)(2)(C) to 

charge issuers listed on the Exchange 

based on the CADV of the applicable 

ETPs is a reasonable, fair and equitable, 

and not unfairly discriminatory 

allocation of fees and other charges 

because it would create a distribution of 

fees and other charges applicable to all 

issuers that generally reflect the 

additional revenue that an ETP listed on 

the Exchange creates for the Exchange 

through executions occurring in the 

auctions and additional shares executed 

on the Exchange. Listing exchanges 

generally receive an outsized portion of 

intraday trading activity and receive all 

auction volume for ETPs listed on the 

exchange. The higher the CADV for an 

ETP, the greater the likely income the 

Exchange will receive based on outsized 

intraday trading activity and auction 

volume for such ETP. As such, the 

Exchange is proposing lower annual 

listing fees for ETPs listed on the 

Exchange as their CADV increases. This 

structure is designed to reward the 

issuer of an ETP for such additional 

revenue brought to the Exchange as 

CADV increases, which the Exchange 

believes creates a more equitable and 

appropriate fee structure for issuers 

based on the revenue and expenses 

associated with listing ETPs on the 

Exchange. With this in mind, the 

Exchange believes that that it is 

reasonable, fair and equitable, and not 

unfairly discriminatory allocation of 

fees and other charges to charge lower 

fees for ETPs with a higher CADV. 

Further, the Exchange believes that 

charging different fees for Linked 

Securities and other ETPs is reasonable 

because there is generally less auction 

volume for Linked Securities than for 

other ETPs, meaning that an exchange 

can generally expect less revenue from 

a Linked Security with the same CADV 


daltland on DSKBBV9HB2PROD with NOTICES
32166 Federal Register / Vol. 83, No. 133 / Wednesday, July 11, 2018 / Notices 

14The Exchange notes that there is precedent for 

offering listing fees that are dependent on when the 

listing occurs. For example, Investors Exchange, 

LLC (‘‘IEX’’) offers credits of at least $250,000 that 

are paid out over up to five years to corporate 

issuers that announce a transfer of their listing to 

IEX within 120 days of the first listing on IEX. See 

Securities Exchange Act Release No. 81725 

(September 26, 2017), 82 FR 45917 (October 2, 

2017) (SR–IEX–2017–30). 

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

16 17 CFR 240.19b–4(f). 

as another ETP. The CADV structure 

proposed is designed to reward the 

issuer of an ETP for providing the 

Exchange with additional revenue as 

CADV increases, so it is logically 

consistent to charge higher fees to 

Linked Securities for which the 

Exchange does not expect as much 

revenue. The proposed annual listing 

fees for Linked Securities would, 

however, still reward the issuer of a 

series of Linked Securities for the 

additional revenue brought to the 

Exchange as the CADV of the Linked 

Securities increases, which the 

Exchange believes creates a more 

equitable and appropriate fee structure 

for issuers based on the revenue and 

expenses associated with listing ETPs 

on the Exchange. 

The Exchange believes that it is a 

reasonable, fair and equitable, and not 

unfairly discriminatory allocation of 

fees and other charges to offer lower 

annual listing fees to Legacy Listings 

because it will incentivize issuers to 

transfer ETPs to the Exchange in 

advance of January 1, 2019 in order to 

receive a lower long term listing fee 

while simultaneously providing 

reduced fees to those ETPs that have 

been listed on the Exchange at a time 

when the Exchange was not charging 

listing fees. The Exchange believes that 

this proposed change is not unfairly 

discriminatory because it is available to 

all issuers and, because any ETP that is 

listed on the Exchange prior to January 

1, 2019 will qualify as a Legacy Listing, 

issuers have plenty of time to coordinate 

transferring ETPs to the Exchange and 

still receiving such pricing.14

The Exchange also believes that it is 

a reasonable, fair and equitable, and not 

unfairly discriminatory allocation of 

fees and other charges to offer lower 

annual listing fees to New Listings 

because the Exchange believes that 

offering such lower pricing to ETPs that 

are either just beginning their listing on 

the Exchange or have been listed on the 

Exchange for fewer than three months 

on January 1 of a given year will help 

to incentivize issuers to bring new ETPs 

to market. Further, such ETPs have not 

had any meaningful amount of time to 

increase CADV and potentially reduce 

the applicable annual listing fees. As 

such, the Exchange believes that it is 

reasonable, fair and equitable, and not 

unfairly discriminatory allocation of 

fees and other charges to offer lower 

annual listing fees to New Listings. 

The Exchange also believes that it is 

a reasonable, fair and equitable, and not 

unfairly discriminatory allocation of 

fees and other charges to not charge an 

annual listing fee to Auction Fee 

Listings because, similar to determining 

annual listing fees based on CADV, it 

would create a distribution of fees and 

other charges applicable to all issuers 

that generally reflect the additional 

revenue that such ETPs create for the 

Exchange through auction volume. As 

noted above, listing exchanges generally 

receive an outsized portion of intraday 

trading activity and receive all auction 

volume for ETPs listed on the exchange. 

The higher the auction volume of ETPs 

listed on the Exchange, the greater the 

income the Exchange will receive 

through the daily opening and closing 

auctions. As such, the Exchange is 

proposing to eliminate annual listing 

fees for ETPs from an issuer for which 

the average daily auction volume 

combined between the opening and 

closing auctions on the Exchange across 

all of that issuer’s ETPs listed on the 

Exchange exceeds 500,000 shares. This 

structure is designed to reward the 

issuer of an ETP for such additional 

revenue that the Exchange will receive 

from the auctions, which the Exchange 

believes creates a more equitable and 

appropriate fee structure for issuers 

based on the revenue and expenses 

associated with listing ETPs on the 

Exchange. Finally, the Exchange also 

believes that such a fee structure will 

also incentivize issuers to transfer 

products with greater auction volume, 

which are thus more profitable, to the 

Exchange. As such, the Exchange 

believes that that it is reasonable, fair 

and equitable, and not unfairly 

discriminatory allocation of fees and 

other charges to charge lower fees for 

Auction Fee Listings. 

(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. With respect 

to the proposed new pricing for the 

listing of ETPs, the Exchange does not 

believe that the changes burden 

competition, but instead, enhance 

competition, as it is intended to increase 

the revenue of the Exchange’s listing 

program in order to better compete. 

Further, such proposed changes are 

directly related to the amount of 

revenue that the Exchange receives from 

ETPs listed on the Exchange. As such, 

the proposal is a competitive proposal 

designed to enhance pricing 

competition among listing venues and 

implement pricing for listings that better 

reflects the revenue and expenses 

associated with listing ETPs on the 

Exchange. 

The Exchange does not believe the 

proposed amendments would burden 

intramarket competition as they would 

be available to all issuers uniformly. 

(C) Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants or Others 

The Exchange has not solicited, and 

does not intend to solicit, comments on 

this proposed rule change. The 

Exchange has not received any 

unsolicited written comments from 

Members or other interested parties. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 19(b)(3)(A) 

of the Act 15 and Rule 19b–4(f)(2) 

thereunder.16 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 proposal 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 No. SR– 

CboeBZX–2018–046 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. 


daltland on DSKBBV9HB2PROD with NOTICES
Federal Register / Vol. 83, No. 133 / Wednesday, July 11, 2018 / Notices 32167 

17 17 CFR 200.30–3(a)(12). 

1Applicants request that the order apply to the 

initial series of the Trusts identified and described 

in Appendix A to the Application and any 

additional series of either Trust, and any other 

existing or future open-end management investment 

company or series thereof (each, included in the 

term ‘‘Funds’’), that will operate as ETFs, and their 

respective existing or future Master Funds, and 

track a specified index comprised of domestic and/ 

or foreign equity securities and/or domestic and/or 

foreign fixed income securities (each, an 

‘‘Underlying Index’’). Any Fund will (a) be advised 

by the Initial Adviser or an entity controlling, 

controlled by, or under common control with the 

Initial Adviser (each of the foregoing and any 

successor thereto, an ‘‘Adviser’’) and (b) comply 

with the terms and conditions of the Application. 

For purposes of the requested Order, a ‘‘successor’’ 

is limited to an entity or entities that result from 

a reorganization into another jurisdiction or a 

change in the type of business organization. 

All submissions should refer to File No. 

SR–CboeBZX–2018–046. 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 will also 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 No. 

SR–CboeBZX–2018–046 and should be 

submitted on or before August 1, 2018. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–14789 Filed 7–10–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

33148; 812–14886] 

DMS ETF Trust I, et al. 

July 6, 2018. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice. 

Notice of an application for an order 

under section 6(c) of the Investment 

Company Act of 1940 (the ‘‘Act’’) for an 

exemption from sections 2(a)(32), 

5(a)(1), 22(d), and 22(e) of the Act and 

rule 22c–1 under the Act, under 

sections 6(c) and 17(b) of the Act for an 

exemption from sections 17(a)(1) and 

17(a)(2) of the Act, and under section 

12(d)(1)(J) for an exemption from 

sections 12(d)(1)(A) and 12(d)(1)(B) of 

the Act. The requested order would 

permit (a) index-based series of certain 

open-end management investment 

companies (‘‘Funds’’) to issue shares 

redeemable in large aggregations only 

(‘‘Creation Units’’); (b) secondary market 

transactions in Fund shares to occur at 

negotiated market prices rather than at 

net asset value (‘‘NAV’’); (c) certain 

Funds to pay redemption proceeds, 

under certain circumstances, more than 

seven days after the tender of shares for 

redemption; (d) certain affiliated 

persons of a Fund to deposit securities 

into, and receive securities from, the 

Fund in connection with the purchase 

and redemption of Creation Units; (e) 

certain registered management 

investment companies and unit 

investment trusts outside of the same 

group of investment companies as the 

Funds (‘‘Funds of Funds’’) to acquire 

shares of the Funds; and (f) certain 

Funds (‘‘Feeder Funds’’) to create and 

redeem Creation Units in-kind in a 

master-feeder structure. 

APPLICANTS: DMS ETF Trust I and DMS 

ETF Trust II (each a ‘‘Trust’’ and 

collectively, the ‘‘Trusts’’), each a 

Delaware statutory trust registered 

under the Act as an open-end 

management investment company with 

multiple series, and DMS ETF Solutions 

LLC (‘‘Initial Adviser’’), a limited 

liability company that will be registered 

as an investment adviser under the 

Investment Advisers Act of 1940. 

FILING DATES: The application was filed 

on March 12, 2018. 

HEARING OR NOTIFICATION OF HEARING: An 

order granting the requested relief will 

be issued unless the Commission orders 

a hearing. Interested persons may 

request a hearing by writing to the 

Commission’s Secretary and serving 

applicants with a copy of the request, 

personally or by mail. Hearing requests 

should be received by the Commission 

by 5:30 p.m. on July 31, 2018, and 

should be accompanied by proof of 

service on applicants, in the form of an 

affidavit, or for lawyers, a certificate of 

service. Pursuant to rule 0–5 under the 

Act, hearing requests should state the 

nature of the writer’s interest, any facts 

bearing upon the desirability of a 

hearing on the matter, the reason for the 

request, and the issues contested. 

Persons who wish to be notified of a 

hearing may request notification by 

writing to the Commission’s Secretary. 

ADDRESSES: Secretary, Securities and 

Exchange Commission, 100 F Street NE, 

Washington, DC 20549–1090; 

Applicants, 4500 Main Street, Kansas 

City, MO 64111. 

FOR FURTHER INFORMATION CONTACT: 

Jessica Shin, Attorney-Adviser, at (202) 

551–3685, or Andrea Ottomanelli 

Magovern, Branch Chief, at (202) 551– 

6821 (Division of Investment 

Management, Chief Counsel’s Office). 

SUPPLEMENTARY INFORMATION: The 

following is a summary of the 

application. The complete application 

may be obtained via the Commission’s 

website by searching for the file 

number, or for an applicant using the 

Company name box, at http://

www.sec.gov/search/search.htm or by 

calling (202) 551–8090. 

Summary of the Application 

1. Applicants request an order that 

would allow Funds to operate as index 

exchange traded funds (‘‘ETFs’’).1 Fund 

shares will be purchased and redeemed 

at their NAV in Creation Units only. All 

orders to purchase Creation Units and 

all redemption requests will be placed 

by or through an ‘‘Authorized 

Participant,’’ which will have signed a 

participant agreement with the 

Distributor. Shares will be listed and 

traded individually on a national 

securities exchange, where share prices 

will be based on the current bid/offer 

market. Certain Funds may operate as 

Feeder Funds in a master-feeder 

structure. Any order granting the 

requested relief would be subject to the 

terms and conditions stated in the 

application (‘‘Application’’). 

2. Each Fund will hold investment 

positions selected to correspond 

generally to the performance of an 

Underlying Index. In the case of SelfIndexing Funds, an affiliated person, as 

defined in section 2(a)(3) of the Act 

(‘‘Affiliated Person’’), or an affiliated 

person of an Affiliated Person (‘‘SecondTier Affiliate’’), of the Trust or a Fund, 

of the Adviser, of any sub-adviser to or 


daltland on DSKBBV9HB2PROD with NOTICES