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 


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77944 Federal Register / Vol. 89, No. 185 / Tuesday, September 24, 2024 / Notices 

5See Nasdaq Rule 5910(b)(2)(E). 

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

7 15 U.S.C. 78f(b)(4). 

8 15 U.S.C. 78f(b)(5). 

9 15 U.S.C. 78f(b)(8). 

10 15 U.S.C. 78s(b)(3)(A). 

specify that in order to benefit from the 

annual fee discount, a qualifying 

Investment Management Entity can be 

listed on the Exchange or another 

national securities exchange. 

The Exchange notes that Nasdaq 

offers a comparable 50% discount on 

annual fees to investment management 

entities and eligible portfolio companies 

and, for purposes of qualifying for this 

discount, Nasdaq rules expressly permit 

the investment management company to 

be listed on Nasdaq or another national 

securities exchange.5 The Exchange’s 

proposed amendment, therefore, simply 

conforms its fee discount to the 

comparable discount offered by Nasdaq. 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

Section 6(b) of the Act,6 in general, and 

furthers the objectives of Section 

6(b)(4) 7 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,8 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. 

The Exchange believes that it is not 

unfairly discriminatory and represents 

an equitable allocation of reasonable 

fees to amend Section 902.02 of 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 Change Is Reasonable 

The Exchange believes that the 

proposed change to its Investment 

Management Entity fee discount is 

reasonable. In that regard, the Exchange 

notes that the efficiencies that 

warranted the fee discount in the first 

place, are largely 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 anticipates that it will 

experience cost efficiencies from 

servicing the listing of an Eligible 

Portfolio Company even when the 

related Investment Management Entity 

is listed on another national securities 

exchange. 

The Proposal Is an Equitable Allocation 

of Fees 

The Exchange believes its proposal 

equitably allocates its fees among its 

market participants. 

The Exchange believes that the 

proposed amendment to the Investment 

Management Entity fee discount is 

equitable because it does not change the 

existing framework for such discount, 

but instead represents a reasonable 

extension of the discount. As amended, 

the proposed rule would state that, for 

eligibility purposes, an Investment 

Management Entity can be listed on the 

Exchange or another national securities 

exchange. The Exchange believes that 

the proposed rule change represents an 

equitable allocation of fees because the 

Exchange experiences similar cost 

efficiencies in servicing Eligible 

Portfolio Companies regardless of 

whether the related Investment 

Management Entity is listed on the 

Exchange or another national securities 

exchange. 

The Proposal Is Not Unfairly 

Discriminatory 

The Exchange believes that the 

proposal is not unfairly discriminatory. 

The proposed fee changes are not 

unfairly discriminatory among issuers 

because, as discussed above, the 

Exchange experiences cost efficiencies 

in servicing Eligible Portfolio 

Companies that it does not experience 

with other operating companies listed 

on the Exchange. Therefore, the 

Exchange believes it is not unfairly 

discriminatory to provide a fee discount 

to such companies. 

For the foregoing reasons, the 

Exchange believes that the proposal is 

consistent with the Act. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange believes that the 

proposal will not impose any burden on 

competition that is not necessary or 

appropriate in furtherance of the 

purposes of Section 6(b)(8) of the Act.9

The proposed rule change simply 

aligns the provisions of the existing fee 

discount that the Exchange provides to 

Investment Management Companies and 

their Eligible Portfolio Companies with 

the comparable fee discount offered by 

Nasdaq. As such, the Exchange believes 

that the proposed rule change will 

enhance competition for listings by 

enabling the Exchange and Nasdaq to 

vie for listings on equivalent terms. 

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) 10 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. 

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– 

NYSE–2024–57 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–NYSE–2024–57. 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 


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Federal Register / Vol. 89, No. 185 / Tuesday, September 24, 2024 / Notices 77945 

11 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 5062. 

4See Securities Exchange Act Release No. 99393 

(Jan. 19, 2024), 89 FR 5062 (Jan. 25, 2024) (File No. 

SR–OCC–2024–001). 

5Comments on the proposed rule change are 

available at https://www.sec.gov/comments/sr-occ2024-001/srocc2024001.htm. 

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

7See Securities Exchange Act Release No. 99594 

(Feb. 23, 2024), 89 FR 14909 (Feb. 29, 2024) (File 

No. SR–OCC–2024–001). 

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

9See Securities Exchange Act Release No. 100009 

(Apr. 22, 2024), 89 FR 32469 (Apr. 26, 2024) (File 

No. SR–OCC–2024–001). 

10See Securities Exchange Act Release No. 

100552 (July 18, 2024), 89 FR 59940 (July 24, 2024) 

(File No. SR–OCC–2024–001). 

11 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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–NYSE–2024–57, and should be 

submitted on or before October 15, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2024–21764 Filed 9–23–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101095; File No. SR–OCC– 

2024–001] 

Self-Regulatory Organizations; The 

Options Clearing Corporation; Notice 

of Withdrawal of a Proposed Rule 

Change by The Options Clearing 

Corporation Concerning Its Process 

for Adjusting Certain Parameters in Its 

Proprietary System for Calculating 

Margin Requirements During Periods 

When the Products It Clears and the 

Markets It Serves Experience High 

Volatility 

September 18, 2024. 

On January 10, 2024, the Options 

Clearing Corporation (‘‘OCC’’) filed with 

the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

to Section 19(b)(3)(A) of the Securities 

Exchange Act of 1934 (‘‘Exchange 

Act’’) 1 and Rule 19b–4 thereunder,2 a 

proposed rule change to codify OCC’s 

process for adjusting certain parameters 

in its proprietary system for calculating 

margin requirements during periods 

when the products OCC clears and the 

markets it serves experience high 

volatility (‘‘Proposal’’).3 The Proposal 

was published for comment in the 

Federal Register on January 25, 2024.4

The Commission has received 

comments regarding the proposed rule 

change.5

On February 23, 2024, pursuant to the 

Section 19(b)(2) of the Exchange Act,6

the Commission designated a longer 

period within which to approve, 

disapprove, or institute proceedings to 

determine whether to approve the 

Proposal.7 On April 22, 2024, the 

Commission instituted proceedings, 

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

Exchange Act,8 to determine whether to 

approve or disapprove the Proposal.9

On July 18, 2024, the Commission 

designated a longer period within which 

to determine whether to approve or 

disapprove the Proposal.10

On September 17, 2024, OCC 

withdrew the Proposal (SR–OCC–2024– 

001). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2024–21745 Filed 9–23–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101092; File No. SR– 

CBOE–2024–039] 

Self-Regulatory Organizations; Cboe 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Its Fees 

Schedule 

September 18, 2024. 

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 

September 3, 2024, Cboe Exchange, Inc. 

(the ‘‘Exchange’’ or ‘‘Cboe Options’’) 

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 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 

Cboe Exchange, Inc. (the ‘‘Exchange’’ 

or ‘‘Cboe Options’’) proposes to amend 

its Fees Schedule. The text of the 

proposed rule change is provided in 

Exhibit 5. 

The text of the proposed rule change 

is also available on the Exchange’s 

website (http://www.cboe.com/ 

AboutCBOE/CBOELegal

RegulatoryHome.aspx), at the 

Exchange’s Office of the Secretary, 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. 


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