77942 Federal Register / Vol. 89, No. 185 / Tuesday, September 24, 2024 / Notices 

28 15 U.S.C. 78s(b)(3)(A)(iii). 

29 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. 30 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Notice of Filing infra note 4, at 89 FR 21118. 

4Securities Exchange Act Release No. 99802 

(March 20, 2024), 89 FR 21118 (March 26, 2024) 

(File No. SR–DTC–2024–003) (‘‘Notice of Filing’’). 

5Comments on the Proposed Rule Change were 

received under an affiliated filing and are available 

at https://www.sec.gov/comments/sr-ficc-2024-006/ 

srficc2024006.htm. 

6 15 U.S.C. 78s(b)(2). 

7Securities Exchange Act Release No. 100076 

(May 8, 2024), 89 FR 42006 (May 14, 2024). 

8 15 U.S.C. 78s(b)(2)(B). 

9Securities Exchange Act Release No. 100400 

(June 21, 2024), 89 FR 53674 (June 27, 2024). 

to equalize NY11 first. Any customer 

advantage or disadvantage that might 

arise from the Equalization Project 

would be temporary. Finally, the 

Exchange has been transparent about its 

plans and afforded opportunities to 

customers to make informed choices 

about how to mitigate any adverse 

consequences, competitive or otherwise. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange received a written letter 

of support from Old Mission Capital 

LLC, dated August 21, 2024. 

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 28 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.29

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 (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

NASDAQ–2024–054 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–2024–054. 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–NASDAQ–2024–054 and should be 

submitted on or before October 15, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.30

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2024–21750 Filed 9–23–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101083; File No. SR–DTC– 

2024–003] 

Self-Regulatory Organizations; 

Depository Trust Company; Notice of 

Designation of Longer Period for 

Commission Action on Proposed Rule 

Change To Amend the Clearing 

Agency Risk Management Framework 

September 18, 2024. 

On March 11, 2024, The Depository 

Trust Company (‘‘DTC’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change SR–DTC–2024–003 (‘‘Proposed 

Rule Change’’) pursuant to Section 19(b) 

of the Securities Exchange Act of 1934 

(‘‘Exchange Act’’) 1 and Rule 19b–4 2

thereunder to amend the Clearing 

Agency Risk Management Framework of 

DTC and its affiliates, Fixed Income 

Clearing Corporation (‘‘FICC’’) and 

National Securities Clearing Corporation 

(‘‘NSCC,’’ and together with FICC and 

NSCC, the ‘‘Clearing Agencies’’) to 

describe how the Clearing Agencies may 

solicit views of participants and other 

industry stakeholders, and to provide 

for the annual assessment and 

subsequent review of FICC’s 

Government Securities Division access 

models by FICC’s Board of Directors.3

The Proposed Rule Change was 

published for public comment in the 

Federal Register on March 26, 2024.4

The Commission has received 

comments regarding the substance of 

the changes proposed in the Proposed 

Rule Change.5

On May 8, 2024, pursuant to Section 

19(b)(2) of the Act,6 the Commission 

designated a longer period within which 

to approve, disapprove, or institute 

proceedings to determine whether to 

approve or disapprove the Proposed 

Rule Change.7 On June 21, 2024, 

pursuant to Section 19(b)(2)(B) of the 

Exchange Act,8 the Commission 

instituted proceedings to determine 

whether to approve or disapprove the 

Proposed Rule Change.9


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 89, No. 185 / Tuesday, September 24, 2024 / Notices 77943 

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

11 15 U.S.C 78s(b)(2)(B)(ii)(II). 

12 Id. 

13 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b–4. 3See Section 902.02 of the Manual. 

4See Securities Exchange Act Release No. 79582 

(December 16, 2016), 81 FR 93976 (December 22, 

2016) (concerning SR–NYSE–2016–70). 

Section 19(b)(2) of the Exchange 

Act 10 provides that proceedings to 

determine whether to approve or deny 

a proposed rule change must be 

concluded within 180 days of the date 

of a publication of the notice of filing of 

the proposed rule change. The 

Commission may extend the time for 

conclusion of such proceedings for up 

to 60 days if the Commission finds such 

longer period to be appropriate and 

publishes its reasons for so finding, or 

as to which the self-regulatory 

organization consents.11 The 180th day 

after publication of the Notice for the 

Proposed Rule Change is September 22, 

2024. 

The Commission is extending the 

period for Commission action on the 

Proposed Rule Change. The Commission 

finds that it is appropriate to designate 

a longer period within which to take 

action on the Proposed Rule Change so 

that the Commission has sufficient time 

to consider the issues raised by the 

Proposed Rule Change and to take 

action on the Proposed Rule Change. 

Accordingly, pursuant to Section 

19(b)(2)(B)(ii)(II) of the Act,12 the 

Commission designates November 21, 

2024, as the date by which the 

Commission should either approve or 

disapprove the Proposed Rule Change 

SR–FICC–2024–006. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.13

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2024–21755 Filed 9–23–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101093; File No. SR–NYSE– 

2024–57] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend 

Section 902.02 of the NYSE Listed 

Company Manual 

September 18, 2024. 

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 

September 10, 2024, New York Stock 

Exchange LLC (‘‘NYSE’’ or the 

‘‘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 amend 

Section 902.02 of the NYSE Listed 

Company Manual (the ‘‘Manual’’) to 

clarify that for purposes of qualifying for 

the Investment Management Entity 

Group Fee Discount, an Investment 

Management Entity is a company that is 

listed on the Exchange or another 

national securities exchange. 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 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange presently offers a 

discount on annual fees to Investment 

Management Entities and their Eligible 

Portfolio Companies.3 The discount 

equals a 50% reduction on all annual 

fees of an Investment Management 

Entity and each of its Eligible Portfolio 

Companies in any year in which the 

Investment Management Entity has one 

or More Eligible Portfolio Companies. 

Under Section 902.02 of the Manual, an 

‘‘Investment Management Entity’’ is 

defined as ‘‘a listed company that 

manages private investment vehicles not 

registered under the Investment 

Company Act.’’ An ‘‘Eligible Portfolio 

Company’’ of an Investment 

Management Entity is defined as ‘‘a 

company in which the Investment 

Management Entity has owned at least 

20% of the common stock on a 

continuous basis since prior to that 

company’s initial listing.’’ 

The Exchange proposes to amend the 

definition of Investment Management 

Entity contained in Section 902.02 to 

specify that it is a company listed on the 

Exchange or another national securities 

exchange that manages private 

investment vehicles not registered 

under the Investment Company Act. As 

amended, the definition would not limit 

qualification as an Investment 

Management Entity to only those 

companies listed on the Exchange. 

Instead, a company meeting the 

remaining requirements of the 

definition could qualify as long as it is 

listed on the Exchange or another 

national securities exchange. 

When the Exchange adopted the 

Investment Management Entity Group 

Fee Discount in 2016, it noted that the 

fee reduction was appropriate because it 

(i) benefits from its ongoing 

relationships with Investment 

Management Entities and (ii) 

experiences efficiencies when dealing 

with portfolio companies that are 

guided by Investment Management 

Entities. This is, in part, attributable to 

the fact that Investment Management 

Companies typically have prior 

experience with the Exchange and thus 

the Exchange incurs lower costs in 

pitching for the listings of their portfolio 

companies. In addition, because 

Investment Management Companies 

generally install experienced 

management teams at portfolio 

companies and offer ongoing support 

after listing, the Exchange’s business 

and Regulation staff generally have to 

devote fewer resources to servicing 

these listings.4

The Exchange now believes that many 

of the efficiencies that warranted the fee 

discount in the first place, are 

applicable regardless of whether the 

Investment Management Entity is listed 

on the Exchange or another national 

securities exchange. For example, the 

Exchange and Nasdaq have similar rules 

for listed companies, including in the 

area of corporate governance. Therefore, 

an Investment Management Entity with 

experience guiding companies to list on 

Nasdaq is likely to provide similar 

levels of support to a portfolio company 

listing on the Exchange. Therefore, the 

Exchange believes it is appropriate to 

amend Section 902.02 of the Manual to 


lotter on DSK11XQN23PROD with NOTICES1