[Federal Register Volume 89, Number 189 (Monday, September 30, 2024)]
[Notices]
[Pages 79664-79666]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-22264]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-101150; File No. SR-NYSE-2024-58]


Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing of Proposed Rule Change To Amend NYSE Rule 7.13

September 24, 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 September 12, 2024, New York Stock Exchange LLC (``NYSE'' or 
the ``Exchange'') 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 self-regulatory 
organization. The Commission is publishing this notice to solicit

[[Page 79665]]

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 NYSE Rule 7.13 to remove references 
to the Chair of the Board. 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 NYSE Rule 7.13 (Trading Suspensions) 
to remove references to the Chair of the Board of Directors of the 
Exchange (``Board'').
    Under current Rule 7.13,\4\ the Chair of the Board or the chief 
executive officer of the Exchange (the ``CEO''), or the officer 
designee of the Chair or the CEO, has the power to suspend trading on 
any and all securities trading on the Exchange whenever in his or her 
opinion such suspension would be in the public interest. No such action 
shall continue longer than two days or as soon thereafter as a quorum 
of Directors can be assembled, unless the Board approves the 
continuation of such suspension.
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    \4\ The current text of Rule 7.13 was adopted in 2021 to 
harmonize the Exchange's rules with those of its affiliates NYSE 
American LLC, NYSE Arca, Inc., NYSE Chicago, Inc. and NYSE National, 
Inc. (together, the ``Affiliate SROs''). See Securities and Exchange 
Act Release No. 93309 (October 13, 2021), 86 FR 57862 (October 19, 
2021) (SR-NYSE-2021-60) (Notice of Filing and Immediate 
Effectiveness of Proposed Rule Change To Amend Its Rules To Add New 
Rule 7.13). The Affiliate SROs expect to make the change proposed 
here.
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    The Exchange believes that it is advisable to remove the references 
to the Chair in Rule 7.13 because the Chair has not acted under Rule 
7.13 since the rule was adopted and the Exchange does not anticipate 
that an independent or non-employee Chair will have sufficient 
involvement in the day-to-day operations of the Exchange to act under 
the Rule.
    To effectuate the change, the Rule would be amended as follows 
(proposed deletions bracketed):
    The [Chair of the Board or the] CEO, or the officer designee of 
[the Chair or] the CEO, shall have the power to suspend trading in any 
and all securities trading on the Exchange whenever in his or her 
opinion such suspension would be in the public interest.
    The requirement that no such action continue longer than two days 
or as soon thereafter as a quorum of Directors can be assembled, unless 
the Board approves the continuation of such suspension, would remain. 
No other changes to Rule 7.13 are proposed.
2. Statutory Basis
    The Exchange believes that the proposed rule change is consistent 
with Section 6(b) of the Act,\5\ in general, and furthers the 
objectives of Section 6(b)(1) \6\ in particular, in that it enables the 
Exchange to be so organized as to have the capacity to be able to carry 
out the purposes of the Act and to comply, and to enforce compliance by 
its exchange members and persons associated with its exchange members, 
with the provisions of the Act, the rules and regulations thereunder, 
and the rules of the Exchange. The Exchange also believes that the 
proposed rule change is consistent with Section 6(b)(5) of the Act,\7\ 
in that it is designed to prevent fraudulent and manipulative acts and 
practices, to promote just and equitable principles of trade, to foster 
cooperation and coordination with persons engaged in 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. In addition, 
the Exchange believes that the proposed rule change is designed to 
provide fair procedures for the denial of membership to any person 
seeking Exchange membership, the barring of any person from becoming 
associated with a member, and the prohibition or limitation by the 
Exchange of any person with respect to access to services offered by 
the Exchange or a member thereof, consistent with the objectives of 
Section 6(b)(7) \8\ and Section 6(d)(2) \9\ of the Act.
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    \5\ 15 U.S.C. 78f(b).
    \6\ 15 U.S.C. 78f(b)(1).
    \7\ 15 U.S.C. 78f(b)(5).
    \8\ 15 U.S.C. 78f(b)(7).
    \9\ 15 U.S.C. 78f(d)(2).
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    The proposed amendment would enable the Exchange to continue to be 
so organized as to have the capacity to carry out the purposes of the 
Act, thereby furthering the objectives of Section 6(b)(1) \10\ of the 
Act. Amending Rule 7.13 to remove the references to the Chair would 
contribute to the orderly operation of the Exchange, as it would make 
Rule 7.13 more accurately reflect current practice, as the Chair has 
not acted under Rule 7.13 since the rule was adopted. It would also 
reflect the fact that the Exchange does not anticipate that an 
independent or non-employee Chair will have sufficient involvement in 
the day-to-day operations of the Exchange to act under the Rule. At the 
same time, the Chair would continue to have an oversight role, since 
the requirement would remain that no suspension of trading continue 
longer than two days or as soon thereafter as a quorum of Directors can 
be assembled, unless the Board approves the continuation of such 
suspension. Given that, the Board--including the Chair--would continue 
to oversee the length of time any suspension of trading made under the 
Rule would be in effect.
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    \10\ 15 U.S.C. 78f(b)(1).
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    Because amended Rule 7.13 would more accurately reflect current 
practice while still giving the Chair an oversight role, the Exchange 
believes that the proposed change would be beneficial to both investors 
and the public interest, thereby promoting the maintenance of a fair 
and orderly market and the protection of investors and the public 
interest consistent with Section 6(b)(5) of the Act.\11\ For the same 
reasons, the Exchange believes that the proposed changes would continue 
to provide fair procedures for the prohibition or limitation by the 
Exchange of any person with respect to access to services offered by 
the Exchange consistent with the objectives of Section 6(b)(7) \12\ and 
Section 6(d)(2) \13\ of the Act.
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    \11\ 15 U.S.C. 78f(b)(5).
    \12\ 15 U.S.C. 78f(b)(7).
    \13\ 15 U.S.C. 78f(d)(2).
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    For these 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

[[Page 79666]]

purposes of Section 6(b)(8) of the Act.\14\ The proposed rule change is 
not intended to address competitive issues but rather is concerned 
solely with amending Rule 7.13 so that it more accurately reflects 
current practice.
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    \14\ 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

    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 the 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

    <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#7b090e171e56181416161e150f083b081e18551c140d"><span class="__cf_email__" data-cfemail="0a787f666f27696567676f647e794a796f69246d657c">[email protected]</span></a>. Please include 
file number SR-NYSE-2024-58 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-NYSE-2024-58. 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-NYSE-2024-58 and should be 
submitted on or before October 21, 2024.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\15\
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    \15\ 17 CFR 200.30-3(a)(12).
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Vanessa A. Countryman,
Secretary.
[FR Doc. 2024-22264 Filed 9-27-24; 8:45 am]
BILLING CODE 8011-01-P


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