Federal Register / Vol. 83, No. 163 / Wednesday, August 22, 2018 / Notices 42541 

5 15 U.S.C. 78s(b)(2). 

6 17 CFR 200.30–3(a)(31). 

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

2 17 CFR 240.19b–4. 

3As described in more detail below, these 

requirements are each either identical or 

substantially similar to those in Section 102.08 of 

the NYSE Listed Company Manual for the initial 

listing of Subscription Receipts. 

4Rule 5810(c)(3)(E) provides a grace period for a 

company to regain compliance if the company fails 

to meet the majority board independence or the 

audit committee composition requirements due to 

one vacancy, or fails to meet the audit committee 

composition requirements because an audit 

committee member ceases to be independent for 

reasons outside of her control. The grace period is 

until the earlier of the company’s next annual 

shareholders meeting or one year from the event 

that caused the deficiency to cure the deficiency. 

However, if the company’s next annual 

shareholders’ meeting is held sooner than 180 days 

after the event that caused the deficiency, then the 

company has 180 days from the event that caused 

the deficiency to cure it. 

proposed rule change is August 17, 

2018. 

The Commission is extending the 45- 

day time period for Commission action 

on the proposed rule change. ICC 

proposes to revise the ICC Rulebook to 

provide for the clearance of an 

additional Standard Emerging Market 

Sovereign CDS contract. The 

Commission finds it appropriate to 

designate a longer period within which 

to take action on the proposed rule 

change so that it has sufficient time to 

consider ICC’s proposed rule change. 

Accordingly, the Commission, 

pursuant to Section 19(b)(2) 5 of the Act, 

designates October 1, 2018, as the date 

by which the Commission should either 

approve or disapprove, or institute 

proceedings to determine whether to 

disapprove, the proposed rule change 

(File No. SR–ICC–2018–007). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.6

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–18057 Filed 8–21–18; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–83861; File No. SR– 

NASDAQ–2018–059] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Adopt Initial 

and Continued Listing Standards for 

Subscription Receipts and Fees for 

Their Listing 

August 16, 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 August 

3, 2018, The Nasdaq Stock Market LLC 

(‘‘Nasdaq’’ or ‘‘Exchange’’) 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 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 

initial and continued listing standards 

for subscription receipts and fees for 

their listing. 

The text of the proposed rule change 

is available on the Exchange’s website at 

http://nasdaq.cchwallstreet.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 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 

initial and continued listing standards 

for the listing of Subscription Receipts 

on the Nasdaq Capital Market and fees 

for their listing. 

Subscription Receipts are a financing 

technique that has been used for many 

years by Canadian public companies. 

Typically, Canadian companies use 

Subscription Receipts as a means of 

providing cash consideration in merger 

or acquisition transactions. Subscription 

Receipts are sold in a public offering 

that occurs after the execution of an 

acquisition agreement. The proceeds of 

the Subscription Receipt offering are 

held in a custody account and, if the 

related acquisition closes, the 

Subscription Receipt holders receive a 

specified number of shares of the issuer. 

If the acquisition does not close, then 

the Subscription Receipts are redeemed 

for their original purchase price plus 

any interest accrued on the custody 

account. The benefit of Subscription 

Receipts to the issuer is that they 

provide a contingent form of financing 

that only becomes permanent if the 

acquisition is completed. By contrast, a 

company financing the cash 

consideration for an acquisition by 

means of a traditional equity or debt 

offering is at risk of having incurred 

unnecessary dilution of its shareholders 

or indebtedness if the related 

acquisition fails to close. Subscription 

Receipts provide investors with 

flexibility to elect to invest in the post 

merger company and not in the 

company in its pre-merger form. 

Nasdaq has received inquiries from 

market participants about the possibility 

of the use of Subscription Receipts as a 

fundraising alternative for listed 

companies. As a result of this interest, 

the Exchange is now proposing to adopt 

listing standards for Subscription 

Receipts. Under the proposed rule, 

Nasdaq will initially list Subscription 

Receipts on the Capital Market pursuant 

to proposed Rule 5520 if they meet the 

following requirements: 3

(a) The security that the Subscription 

Receipts are exchangeable for must be 

listed on the Nasdaq Global Select, 

Global or Capital Market. 

(b) The issuer of the Subscription 

Receipts must not have received a Staff 

Delisting Determination with respect to 

the security the Subscription Receipts 

are exchangeable for and must not have 

been notified about a deficiency in any 

continued listing standard with respect 

to the issuer of the Subscription 

Receipts or the security the Subscription 

Receipts are exchangeable for, except 

with respect to a corporate governance 

requirement where the issuer has 

received a grace period under Rule 

5810(c)(3)(E).4

(c) The proceeds of the Subscription 

Receipts offering must be designated 

solely for use in connection with the 

consummation of a specified acquisition 

that is the subject of a binding 

acquisition agreement (the ‘‘Specified 

Acquisition’’). 

(d) The proceeds of the Subscription 

Receipts offering must be held in an 

interest-bearing custody account by an 

independent custodian. 

(e) The Subscription Receipts will 

promptly be redeemed for cash (i) at any 


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42542 Federal Register / Vol. 83, No. 163 / Wednesday, August 22, 2018 / Notices 

5Listing Rule 5005(a)(34) defines publicly held 

shares as ‘‘shares not held directly or indirectly by 

an officer, director or any person who is the 

beneficial owner of more than 10 percent of the 

total shares outstanding.’’ 

6These requirements are substantially similar to 

those in Section 802.01B of the NYSE Listed 

Company Manual for the continued listing of 

Subscription Receipts. 

7FINRA conducts cross-market surveillances on 

behalf of the Exchange pursuant to a regulatory 

services agreement. The Exchange is responsible for 

FINRA’s performance under this regulatory services 

agreement. 

8See IM–5910–1(e) and IM–5920–1(e), which 

impose the All-Inclusive Annual Fee based on total 

shares outstanding and define ‘‘total shares 

outstanding’’ to mean ‘‘the aggregate number of all 

securities outstanding for each class of equity 

securities (not otherwise identified in this Rule 5900 

Series) listed [on Nasdaq] . . . .’’ (emphasis added). 

Because proposed Rule 5920(a)(7) would identify 

Subscription Receipts and subject them to a 

different fee schedule, the Subscription Receipts 

would not be included in total shares outstanding 

for this purpose. 

9Nasdaq also proposes to make a non-substantive 

change to eliminate a duplicate phrase in Rule 

5501. 

10 15 U.S.C. 78f(b). 

11 15 U.S.C. 78f(b)(5). 

12See Exchange Act Release No. 81856 (October 

11, 2017), 82 FR 48296 (October 17, 2017) 

(approving SR–NYSE–2017–31). 

time the Specified Acquisition is 

terminated, or (ii) if the Specified 

Acquisition does not close within 

twelve months from the date of issuance 

of the Subscription Receipts, or such 

earlier time as is specified in the 

operative agreements. If the 

Subscription Receipts are redeemed, the 

holders will receive cash payments 

equal to their proportionate share of the 

funds in the custody account, including 

any interest earned on those funds. 

(f) If the Specified Acquisition is 

consummated, the holders of the 

Subscription Receipts will receive the 

shares of common stock for which their 

Subscription Receipts are exchangeable. 

(g) At the time of initial listing, the 

Subscription Receipts must have a price 

per Subscription Receipt of at least 

$4.00, a minimum Market Value of 

Publicly Held Shares of $100 million, 

1,100,000 Publicly Held Shares 5 and 

400 holders of round lots (i.e., 100 

securities). 

(h) The sale of the Subscription 

Receipts and the issuance of the 

common stock of the issuer in exchange 

for the Subscription Receipts must both 

be registered under the Securities Act. 

Listed Subscription Receipts will be 

convertible into the primary listed class 

of common stock of the listed company 

issuing the Subscription Receipts and 

will thereafter be subject to all of the 

continued listing requirements 

applicable to a primary class of common 

stock listed on the Nasdaq. 

Nasdaq proposes to adopt Rule 5565 

to include continued listing standards 

applicable to Subscription Receipts. The 

Exchange will immediately initiate 

suspension and delisting procedures 

under the Rule 5800 Series when (i) the 

number of publicly held shares is less 

than 100,000, (ii) the number of public 

holders is less than 100, (iii) the total 

market value of the listed Subscription 

Receipts is below $15 million over 30 

consecutive trading days, (iv) the related 

common equity security ceases to be 

listed or receives a delisting 

determination from Nasdaq staff, or (v) 

the issuer announces that the Specified 

Acquisition has been terminated.6 An 

issuer of Subscription Receipts that fails 

these requirements will be issued a 

delisting letter under Rule 5810(c)(1) 

and will not be eligible to provide a 

plan to regain compliance. 

Because the issuer of the Subscription 

Receipt is already listing its primary 

common stock on Nasdaq, it must 

comply with the continued listing 

standards for common stock as well as 

the corporate governance requirements 

applicable to listed companies. In 

addition to the foregoing, Subscription 

Receipts will be subject to potential 

delisting for all of the reasons generally 

applicable to operating companies 

under the Rule 5800 Series. The 

Exchange notes that an issuer of 

Subscription Receipts may be subject to 

delisting at the time of closing of the 

related acquisition pursuant to Rule 

5110(a), which requires a company to 

meet the initial listing standards 

following a business combination with 

a non-Nasdaq entity resulting in a 

change of control of the listed company 

and potentially allowing the nonNasdaq entity to obtain a Nasdaq listing. 

Nasdaq proposes to amend Rule 

4120(a) and IM–5250–1 to provide that 

whenever it halts trading in a security 

of a listed company pending 

dissemination of material news or 

implements any other required 

regulatory trading halt, the Exchange 

will also halt trading in any listed 

Subscription Receipt that is 

exchangeable by its terms into the 

common stock of such company. The 

Exchange will monitor activity in 

Subscription Receipts to identify and 

deter any potential improper trading 

activity in such securities and will 

adopt surveillance procedures, and 

make any enhancements necessary, to 

enable it to monitor Subscription 

Receipts alongside the common equity 

securities into which they are 

convertible. Additionally, the Exchange 

will rely on its existing trading 

surveillances, administered by the 

Exchange, or the Financial Industry 

Regulatory Authority (‘‘FINRA’’) on 

behalf of the Exchange,7 which are 

designed to detect violations of 

Exchange rules and applicable federal 

securities laws. 

Finally, Nasdaq proposes to adopt 

fees for Subscription Receipts in 

proposed Rule 5920. Specifically, 

Nasdaq proposes to charge a $25,000 

entry fee, which would include a $5,000 

application fee, for the listing of a class 

of Subscription Receipts on the Nasdaq 

Capital Market. Given their short-term 

nature, Nasdaq does not propose to 

charge a separate annual fee to list 

Subscription Receipts and Subscription 

Receipts would not be included in the 

shares considered when calculating 

Nasdaq’s All-inclusive Annual Listing 

Fee.8 While other securities listed on 

Nasdaq may have short terms, such as 

warrants, these securities are not 

required to have a short defined life and 

may have terms that extend for many 

years. In fact, no other security that can 

be listed on Nasdaq is required, as a 

condition for listing, to have a term of 

twelve months from issuance or less. 

For this reason, Nasdaq believes it is 

appropriate to adopt a different fee 

schedule for Subscription Receipts, 

which recognizes their required shortterm nature.9

2. Statutory Basis 

The Exchange believes that its 

proposal is consistent with Section 6(b) 

of the Act,10 in general, and furthers the 

objectives of Section 6(b)(5) of the Act,11

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. 

The Exchange believes that the 

proposed listing standard is consistent 

with Section 6(b)(5) of the Act in that it 

contains requirements in relation to the 

listing of Subscription Receipts that 

provide adequate protections for 

investors and the public interest. In 

particular, the Exchange believes that 

the quantitative requirements, which 

require that Subscription Receipts must 

have a price per share of at least $4.00, 

a minimum total market value of 

publicly held shares of $100 million, 

1,100,000 publicly held shares, and 400 

holders of round lots (collectively, the 

‘‘Distribution Criteria’’), are designed to 

protect investors in that they are 

identical to the requirements the 

Commission recently approved for 

NYSE to list Subscription Receipts.12 In 


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Federal Register / Vol. 83, No. 163 / Wednesday, August 22, 2018 / Notices 42543 

approving that filing, the Commission 

noted that the Distribution Criteria is 

the same that currently applies to the 

listing of common stock in connection 

with an initial public offering under 

NYSE listing rules and that the $100 

million market value of publicly held 

shares requirement is similar to the 

requirements for other initial listing of 

securities on NYSE, which should help 

ensure that a sufficient market, with 

adequate depth and liquidity, exists for 

the initial listing of Subscription 

Receipts. 

Similarly, the Exchange believes that 

the proposed continued listing 

standards for Subscription Receipts are 

consistent with the requirements of the 

Act and the protection of investors. 

Under the proposal, the Exchange will 

immediately initiate suspension and 

delisting procedures when (i) the 

number of publicly held shares is less 

than 100,000, (ii) the number of public 

holders is less than 100, (iii) the total 

market value of listed Subscription 

Receipts is below $15 million over 30 

consecutive trading days, (iv) the related 

common equity security ceases to be 

listed or receives a delisting 

determination from Nasdaq staff, or (v) 

the issuer announces that the Specified 

Acquisition has been terminated. In 

addition, Subscription Receipts will be 

subject to potential delisting for all of 

the reasons generally applicable to 

operating companies, including those 

outlined in the Rule 5800 Series of 

Nasdaq’s rules, and may also be subject 

to delisting at the time of closing of the 

related acquisition pursuant to Rule 

5110(a), which requires a company to 

meet the initial listing standards 

following a business combination with 

a non-Nasdaq entity resulting in a 

change of control of the listed company 

and potentially allowing the nonNasdaq entity to obtain a Nasdaq listing. 

The Exchange believes the application 

of Rule 5110(a), which requires a 

company to meet the initial listing 

standards following a business 

combination with a non-Nasdaq entity 

resulting in a change of control of the 

listed company and potentially allowing 

the non-Nasdaq entity to obtain a 

Nasdaq listing, will help to ensure that 

companies that would not otherwise 

qualify for original listing on the 

Exchange could not list, for example, by 

merging with a listed company. Taken 

as a whole, Nasdaq believes that these 

standards should help ensure that a 

sufficient market, with adequate depth 

and liquidity, exists for the continued 

listing of Subscription Receipts and are 

similar to the continued listing 

standards for other securities that have 

similar characteristics. 

Nasdaq also notes that once the 

Specified Acquisition has occurred and 

a Subscription Receipt is converted to 

common stock, that common stock is 

subject to the continued listing 

requirements for such common stock 

under Rules 5450 or 5550, as applicable. 

In addition to the quantitative listing 

requirements proposed for Subscription 

Receipts, the proposed initial and 

continued listing standards also include 

additional protections for Subscription 

Receipt holders. For example, the issuer 

of Subscription Receipts must be a 

Nasdaq-listed company that is not 

currently non-compliant with any 

applicable continued listing standard 

and must continue to be listed on the 

Exchange throughout the time the 

Subscription Receipts are traded on the 

Exchange. The proposed rules also 

provide that whenever Nasdaq halts 

trading in a security of a listed company 

pending dissemination of material news 

or implements any other required 

regulatory trading halt, Nasdaq will also 

halt trading in any listed Subscription 

Receipt that is exchangeable by its terms 

into the common stock of such 

company. 

Nasdaq believes that these additional 

requirements should protect investors 

and the public interest, consistent with 

Section 6(b)(5) of the Act, by assuring 

that information with respect to the 

listed company issuing the Subscription 

Receipts is publicly available and that 

the issuing company is meeting all 

continued listing standards, including 

corporate governance requirements, of 

the Exchange. In addition, these 

requirements should help assure that 

the Exchange has a listing relationship 

with, and direct access to information 

from, the issuer of the Subscription 

Receipts. Among other things, this 

direct relationship the Exchange has 

with the listed company issuing the 

Subscription Receipts will help to 

ensure that the Exchange will receive 

information in a timely manner to halt 

trading in the Subscription Receipts 

when there is a material news, or other 

regulatory, trading halt imposed on the 

common stock, and other securities, of 

the listed company. 

There are additional protections for 

investors in the proposed standards. 

These include that all the proceeds of 

the Subscription Receipts offering must 

be designated solely for use in 

connection with the consummation of a 

Specified Acquisition pursuant to a 

definitive acquisition agreement, the 

material terms of which would be 

subject to disclosure. Additionally, the 

proceeds of the Subscription Receipts 

offering must also be held in an interestbearing custody account by an 

independent custodian and holders will 

promptly redeem the Subscription 

Receipts for cash, equal to the holder’s 

proportionate share of the funds in the 

custody account plus any interest 

earned, at any time the Specified 

Acquisition is terminated or if the 

Specified Acquisition does not close 

within twelve months from the date of 

issuance of the Subscription Receipts 

(or such earlier time as specified in the 

operative agreements). If the Specified 

Acquisition is consummated, the 

holders of the Subscription Receipts 

will receive the shares of common stock 

for which their Subscription Receipts 

are exchangeable. Finally, the listing 

standards specifically state and remind 

issuers that the sale of Subscription 

Receipts and the issuance of the 

common stock of the issuer in exchange 

for the Subscription Receipts must both 

be registered under the Securities Act of 

1933. This is important because 

shareholders, at the time they purchase 

a Subscription Receipt, are making an 

investment decision to also purchase 

the common stock of the merged listed 

company should the Specified 

Acquisition be consummated within 

twelve months or such shorter specified 

time period. Therefore, it is important to 

have registration and disclosure under 

the Securities Act of both the 

Subscription Receipt and the related 

common stock. Based on the above, 

Nasdaq believes that specifically setting 

forth the Securities Act registration 

requirements in its rules for listing 

Subscription Receipts is consistent with 

the requirements of Section 6(b)(5) of 

the Act to further investor protection 

and the public interest. 

The Exchange will also monitor 

activity in Subscription Receipts to 

identify and deter any potential 

improper trading activity in such 

securities and will adopt surveillance 

procedures, and make any 

enhancements necessary, to enable it to 

monitor Subscription Receipts alongside 

the common equity securities into 

which they are convertible. Since the 

Subscription Receipts are related to, and 

represent an interest in, the common 

stock of the post-acquisition listed 

company, this surveillance should help 

to monitor the trading activity in both 

the issuer’s listed common stock and the 

Subscription Receipts. Nasdaq believes 

that these safeguards and standards 

should help to ensure that the listing, 

and continued listing, of any 

Subscription Receipts will be consistent 

with investor protection, the public 


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42544 Federal Register / Vol. 83, No. 163 / Wednesday, August 22, 2018 / Notices 

13 15 U.S.C. 78s(b)(3)(A)(iii). 

14 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory 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. 15 17 CFR 200.30–3(a)(12). 

interest, and the maintenance of fair and 

orderly markets. 

For the above reasons, Nasdaq 

believes that the proposed initial and 

continued listing standards are 

consistent with the Act. 

Nasdaq also believes that the 

proposed fee set forth in Rule 5920 is 

consistent with Section 6(b)(4) and 

6(b)(5) of the Act in that it is designed 

to provide for the equitable allocation of 

reasonable dues, fees, and other charges 

and is not designed to permit unfair 

discrimination among its members and 

issuers and other persons using its 

facilities. Subscription Receipts are 

designed to be used for the limited 

purpose of raising capital for an 

announced merger transaction and by 

their terms must be redeemed within 12 

months if the transaction does not close. 

While other securities listed on Nasdaq 

can have short terms, no other security 

that can be listed on Nasdaq is required, 

as a condition for listing, to have a term 

of twelve months from issuance or less. 

As such, Nasdaq believes it is not 

unfairly discriminatory under Section 

6(b)(5) of the Act as between issuers 

listing other types of securities, to 

charge a fee that differs from its fee for 

other equity securities, which generally 

have longer terms or no fixed term, and 

that it is equitable and reasonable under 

Section 6(b)(4) of the Act to charge a 

single $25,000 fee, which includes a 

$5,000 application fee, for the listing of 

these securities during their lifetime. 

This fee is also not unfairly 

discriminatory because the same fee 

will apply to all issuers seeking to list 

Subscription Receipts. Further, Nasdaq 

operates in a competitive environment 

and its fees are constrained by 

competition in the marketplace. Other 

venues currently list Subscription 

Receipts and if a company believes that 

Nasdaq’s fee is unreasonable it can 

decide either not to list the Subscription 

Receipts or to list them on an alternative 

venue. 

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 purpose 

of the proposed rule is to enhance 

competition by providing issuers and 

investors with an additional type of 

listed security that is not currently 

available on Nasdaq, but that is 

available on another domestic listing 

exchange. As such, the Exchange does 

not believe the proposed rule change 

imposes any burden on competition but 

instead will enhance competition. 

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 

Because the foregoing 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)(iii) of the Act 13 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.14

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: (i) Necessary or appropriate in 

the public interest; (ii) for the protection 

of investors; or (iii) 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– 

NASDAQ–2018–059 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–2018–059. 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–2018–059, and 

should be submitted on or before 

September 12, 2018. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

Eduardo A. Aleman, 

Assistant Secretary. 

[FR Doc. 2018–18058 Filed 8–21–18; 8:45 am] 

BILLING CODE 8011–01–P 


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