[Federal Register Volume 89, Number 9 (Friday, January 12, 2024)]
[Notices]
[Pages 2262-2263]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-00500]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-99296; File No. SR-NYSEAMER-2023-67]


Self-Regulatory Organizations; NYSE American LLC; Notice of 
Filing and Immediate Effectiveness of Proposed Change To Amend the NYSE 
American Equities Price List

January 8, 2024.
    Pursuant to section 19(b)(1) \1\ of the Securities Exchange Act of 
1934 (``Act'') \2\ and Rule 19b-4 thereunder,\3\ notice is hereby given 
that, on December 29, 2023, NYSE American LLC (``NYSE American'' or the 
``Exchange'') 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 self-regulatory 
organization. The Commission is publishing this notice to solicit 
comments on the proposed rule change from interested persons.
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
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I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to amend the NYSE American Equities Price 
List (the ``Price List'') with respect to the system processing fee for 
use of the Central Registration Depository (``CRD'' or ``CRD system'') 
collected by the Financial Industry Regulatory Authority, Inc. 
(``FINRA''). The Exchange proposes to implement the fee change on 
January 2, 2024. The Exchange proposes to implement the fee change on 
January 2, 2024. The proposed rule change is available on the 
Exchange's website at www.nyse.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 self-regulatory organization 
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 those 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 the 
Statutory Basis for, the Proposed Rule Change

1. Purpose
    The Exchange proposes to amend the Price List with respect to the 
system processing fee for use of CRD collected by FINRA.\4\ The 
Exchange proposes to implement the fee change effective January 2, 
2024.
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    \4\ CRD is the central licensing and registration system for the 
U.S. securities industry. The CRD system enables individuals and 
firms seeking registration with multiple states and self-regulatory 
organizations to do so by submitting a single form, fingerprint 
card, and a combined payment of fees to FINRA. Through the CRD 
system, FINRA maintains the qualification, employment, and 
disciplinary histories of registered associated persons of broker-
dealers.
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    FINRA collects and retains certain regulatory fees via CRD for the 
registration of associated persons of Exchange member organizations 
that are not FINRA members (``Non-FINRA Member Organizations'').\5\ CRD 
fees are user-based, and there is no distinction in the cost incurred 
by FINRA if the user is a FINRA member or a Non-FINRA Member 
Organization.
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    \5\ The Exchange originally adopted fees for use of the CRD 
system in 2003 and amended those fees in 2013, 2022 and 2023. See 
Securities Exchange Act Release Nos. 48066 (June 19, 2003), 68 FR 
38409 (June 27, 2003) (SR-Amex-2003-49); 68630 (January 11, 2013), 
78 FR 6152 (January 29, 2013) (SR-NYSEMKT-2013-01); 93902 (January 
5, 2022), 87 FR 1461 (January 11, 2022) (SR-NYSEAMER-2021-47); and 
96711 (January 19, 2023), 88 FR 4872 (January 25, 2023) (SR-
NYSEAMER-2023-06). While the Exchange lists these fees in its Price 
List, it does not collect or retain these fees.
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    In 2020, FINRA amended certain fees assessed for use of the CRD 
system for implementation between 2022 and 2024.\6\ The Exchange 
accordingly proposes to amend the Price List to mirror the system 
processing fee assessed by FINRA, which will be implemented 
concurrently with the amended FINRA fee as of January 2024.\7\ 
Specifically, the Exchange proposes to amend the Price List to modify 
the system processing fee charged to Non-FINRA Member Organizations for 
each registered representative and principal from $45 to $70.\8\
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    \6\ See Securities Exchange Act Release No. 90176 (October 14, 
2020), 85 FR 66592 (October 20, 2020) (SR-FINRA-2020-032).
    \7\ The Exchange notes that it has only adopted the CRD system 
fees charged by FINRA to Non-FINRA Member Organizations when such 
fees are applicable. In this regard, certain FINRA CRD system fees 
and requirements are specific to FINRA members, but do not apply to 
NYSE-only member organizations. Non-FINRA Member Organizations have 
been charged CRD system fees since 2001. See note 4, supra. Member 
organizations that are also FINRA members are charged CRD system 
fees according to Section 4 of Schedule A to the FINRA By-Laws.
    \8\ See Section (4)(b)(7) of Schedule A to the FINRA By-laws.
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    The Exchange notes that the proposed change is not otherwise 
intended to address any other issues surrounding regulatory fees, and 
the Exchange is not aware of any problems that member organizations 
would have in complying with the proposed change.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with section 6(b) of the Act,\9\ in general, and furthers the 
objectives of section 6(b)(4) \10\ of the Act, in particular, in that 
it is designed to provide for the equitable allocation of reasonable 
dues, fees, and other charges. The Exchange also believes that the 
proposed rule change is consistent with section 6(b)(5) of the Act,\11\ 
in that it is designed 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 and is not designed to permit unfair discrimination between 
customers, issuers, brokers, or dealers.
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    \9\ 15 U.S.C. 78f(b).
    \10\ 15 U.S.C. 78f(b)(4).
    \11\ 15 U.S.C. 78f(b)(5).
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    The Exchange believes that the proposed fee change is reasonable 
because the fee will be identical to that adopted by FINRA as of 
January 2024 for use of the CRD system for each of the member's 
registered representatives and principals for system processing. The 
costs of operating and improving the CRD system are similarly borne by 
FINRA when a Non-FINRA Member Organization uses the CRD system;

[[Page 2263]]

accordingly, the fees collected for such use should, as proposed by the 
Exchange, mirror the fees assessed to FINRA members. In addition, as 
FINRA noted in amending its fees, it believes that its proposed pricing 
structure is reasonable and correlates fees with the components that 
drive its regulatory costs to the extent feasible. The Exchange further 
believes that the change is reasonable because it will provide greater 
specificity regarding the CRD system fees that are applicable to Non-
FINRA Member Organizations. All similarly situated member organizations 
are subject to the same fee structure, and every member organization 
must use the CRD system for registration and disclosure. Accordingly, 
the Exchange believes that the fees collected for such use should 
likewise increase in lockstep with the fees assessed to FINRA members, 
as proposed by the Exchange.
    The Exchange further believes that the proposed fee change provides 
for the equitable allocation of reasonable fees and other charges, and 
does not unfairly discriminate between customers, issuers, brokers, and 
dealers. The fee applies equally to all individuals and firms required 
to report information the CRD system, and the proposed change will 
result in the same regulatory fees being charged to all member 
organizations required to report information to CRD and for services 
performed by FINRA regardless of whether such member organizations are 
FINRA members. Accordingly, the Exchange believes that the fee 
collected for such use should increase in lockstep with the fee adopted 
by FINRA as of January 2024, as proposed by the Exchange.

B. Self-Regulatory Organization's Statement on Burden on Competition

    In accordance with section 6(b)(8) of the Act,\12\ the Exchange 
believes that the proposed rule change would not impose any burden on 
competition that is not necessary or appropriate in furtherance of the 
purposes of the Act. Specifically, the Exchange believes that the 
proposed change will reflect a fee that will be assessed by FINRA as of 
January 2024 and will thus result in the same regulatory fee being 
charged to all member organizations required to report information to 
the CRD system and for services performed by FINRA, regardless of 
whether or not such member organizations are FINRA members.
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    \12\ See 15 U.S.C. 78f(b)(8).
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C. Self-Regulatory Organization's Statement on Comments on the Proposed 
Rule Change Received From Members, Participants, or Others

    No written comments were solicited or received with respect to the 
proposed rule change.

III. Date of Effectiveness of the Proposed Rule Change and Timing for 
Commission Action

    The foregoing rule change has become effective upon filing pursuant 
to section 19(b)(3)(A) \13\ of the Act and paragraph (f) thereunder. 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.
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    \13\ 15 U.S.C. 78s(b)(3)(A).
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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

    <bullet> Use the Commission's internet comment form (https://www.sec.gov/rules/sro.shtml); or
    <bullet> Send an email to <a href="/cdn-cgi/l/email-protection#a8daddc4cd85cbc7c5c5cdc6dcdbe8dbcdcb86cfc7de"><span class="__cf_email__" data-cfemail="5f2d2a333a723c3032323a312b2c1f2c3a3c71383029">[email protected]</span></a>. Please include 
file number SR-NYSEAMER-2023-67 on the subject line.

Paper Comments

    <bullet> 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-NYSEAMER-2023-67. 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-NYSEAMER-2023-67 and should 
be submitted on or before February 2, 2024.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\14\
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    \14\ 17 CFR 200.30-3(a)(12).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-00500 Filed 1-11-24; 8:45 am]
BILLING CODE 8011-01-P


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