Federal Register / Vol. 89, No. 203 / Monday, October 21, 2024 / Notices 84211 

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

2 17 CFR 240.19b–4. 

3Securities Exchange Act Release No. 100417 

(June 25, 2024), 89 FR 54602 (July 1, 2024) (File No. 

SR–FICC–2024–009) (‘‘Notice of Filing’’). 

4Comments on the Proposed Rule Change are 

available at https://www.sec.gov/comments/sr-ficc2024-009/srficc2024009.htm. 

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

6Securities Exchange Act Release No. 100693 

(Aug. 12, 2024), 89 FR 66746 (Aug. 16, 2024) (File 

No. SR–FICC–2024–009). 

7 15 U.S.C. 78s(b)(2). 

8Securities Exchange Act Release No. 101194 

(Sep. 26, 2024), 89 FR 80296 (Oct. 02, 2024) (File 

No. SR–FICC–2024–009). 

9Text of the proposed changes made by the 

Partial Amendment No. 1 to the Proposed Rule 

Change is available at https://www.sec.gov/ 

comments/sr-ficc-2024-009/srficc2024009-524075- 

1504142.pdf. The GSD Rules are available at 

https://www.dtcc.com/∼/media/Files/Downloads/ 

legal/rules/ficc_gov_rules.pdf. Terms not otherwise 

defined herein are defined in the GSD Rules or in 

the Proposed Rule Change. 

10 15 U.S.C. 78s(b)(1). 

11 17 CFR 240.19b–4. 

section 4203(a) of ERISA on or after 

January 1, 2021; (ii) partial withdrawals 

under section 4205(a)(1) of ERISA 

during any three-year testing period 

beginning on or after January 1, 2019; 

and (iii) partial withdrawals under 

section 4205(a)(2) of ERISA on or after 

January 1, 2021. Under 29 CFR 

4203.3(a), a special withdrawal liability 

may not be put into effect until it is 

approved by PBGC. 

Determinations Regarding the Special 

Rule 

Under section 4203(f) of ERISA and 

29 CFR 4203.5(a), PBGC must make two 

determinations before approving a plan 

amendment that provides a special 

withdrawal liability rule. First, based on 

a showing by the plan, PBGC must 

determine that the special withdrawal 

liability rule will apply only to an 

industry with characteristics that would 

make it appropriate to exempt 

employers from withdrawal liability 

under the rule. Second, PBGC must 

determine that the special withdrawal 

liability rule will not pose a significant 

risk to the insurance system. After 

review of the information submitted by 

the Plan, and having received no public 

comments, PBGC has made the 

determinations required to approve the 

Special Rule. 

The Special Rule would apply only to 

a narrow, Plan-specific industry 

consisting of Original Employers 

obligated to contribute to the Plan for 

work performed under a Federal 

Contract, and only when an Original 

Employer loses its contract to a 

Successor Employer that signs an 

agreement with the Union requiring 

contributions to the Plan. PBGC 

determined that the characteristics of 

this narrowly defined industry make it 

appropriate to exempt employers from 

withdrawal liability under the terms of 

the Special Rule. 

Those terms limit the risk of loss to 

PBGC. The Special Rule only applies if 

a Successor Employer contributes at the 

same or a higher contribution rate as the 

highest contribution rate, and for a 

comparable number of CBUs, as the 

Original Employer. The Plan has 

demonstrated a history of stable or 

increasing aggregate contributions 

notwithstanding employer withdrawals, 

which is consistent with the amount of 

covered work being undiminished when 

one federal contractor providing 

commissary services at a federal facility 

is replaced by another obligated to 

contribute to the Plan at the same rate 

for the same work at the facility. 

The Plan is a green-zone plan. Its 

annual reports for plan years 2011 

through 2022 show increasing active 

participants and contributions, despite 

at least a dozen employer withdrawals 

over that period. The Plan reports that 

it was 103 percent funded on an 

actuarial basis as of January 1, 2022. 

Conclusion 

Based on the Plan’s submissions and 

representations in connection with the 

request for approval, PBGC has 

determined that the Special Rule: (1) 

will apply only to an industry that has 

characteristics that would make the use 

of the Special Rule appropriate; and (2) 

will not pose a significant risk to the 

insurance system. Therefore, under 29 

CFR 4203.5, PBGC approves the plan 

amendment describing the Special Rule. 

PBGC’s approval is specific to the Plan 

and to the plan amendment submitted 

for PBGC’s approval. Any plan 

amendment revising the the Special 

Rule, other than to eliminate it entirely, 

must be submitted for PBGC’s approval. 

Issued in Washington, DC. 

Ann Y. Orr, 

Acting Director, Pension Benefit Guaranty 

Corporation. 

[FR Doc. 2024–24212 Filed 10–18–24; 8:45 am] 

BILLING CODE 7709–02–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101340; File No. SR–FICC– 

2024–009] 

Self-Regulatory Organizations; Fixed 

Income Clearing Corporation; Notice of 

Filing of Partial Amendment No. 1 to 

Proposed Rule Change To Modify the 

GSD Rules Relating to the Adoption of 

a Trade Submission Requirement 

October 15, 2024. 

On June 12, 2024, Fixed Income 

Clearing Corporation (‘‘FICC’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’) the 

proposed rule change SR–FICC–2024– 

009 (‘‘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 

modify FICC’s Government Securities 

Division (‘‘GSD’’) Rulebook (‘‘GSD 

Rules’’) as it relates to the adoption of 

a requirement for its direct participants 

to submit for clearance and settlement 

all eligible secondary market 

transactions in U.S. Treasury securities 

to which such direct participant is a 

counterparty. The Proposed Rule 

Change was published for comment in 

the Federal Register on July 1, 2024.3

The Commission has received 

comments regarding the substance of 

the changes proposed in the Proposed 

Rule Change.4

On August 16, 2024, pursuant to 

Section 19(b)(2) of the Exchange Act,5

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.6

On September 26, 2024, pursuant to 

Section 19(b)(2)(B) of the Exchange 

Act,7 the Commission instituted 

proceedings to determine whether to 

approve or disapprove the Proposed 

Rule Change.8

On September 24, 2024, FICC filed 

Partial Amendment No. 1 to the 

Proposed Rule Change.9 Pursuant to 

Section 19(b)(1) of the Act 10 and Rule 

19b-4 thereunder,11 the Commission is 

publishing notice of this Partial 

Amendment No.1 to the Proposed Rule 

Change as described in Item I below. 

The Commission is publishing this 

notice to solicit comment on Partial 

Amendment No. 1 from interested 

persons. 

I. Summary of the Terms of Substance 

of Partial Amendment No. 1 to the 

Proposed Rule Change 

FICC filed Partial Amendment No. 1 

to its previously submitted Proposed 

Rule Change, which would make several 

changes to FICC’s GSD Rules to (1) 

adopt a membership requirement that 

all Netting Members submit to FICC for 

clearance and settlement eligible 

secondary market transactions to which 

they are a counterparty and defines the 

scope of such trade submission 

requirement; (2) adopt ongoing 

membership requirements to enable 

FICC to identify and monitor Netting 


lotter on DSK11XQN23PROD with NOTICES1
84212 Federal Register / Vol. 89, No. 203 / Monday, October 21, 2024 / Notices 

12Notice of Filing supra note 3. 

13Additionally, Partial Amendment No. 1 would 

include a definition of the term ‘‘Covered Clearing 

Agency’’ which shall have the meaning of that term 

in Rule 17Ad–22(a)(5) under the Exchange Act. 

Members’ ongoing compliance with the 

proposed trade submission 

requirements; (3) amend certain initial 

qualifications for direct membership 

with GSD and the ongoing membership 

obligations of Netting Members; and (4) 

makes other revisions to the Rules to 

clarify, conform and enhance the 

disclosure of the Rules. Partial 

Amendment No. 1 makes several 

changes within the first three categories 

above. 

Within category (1) regarding FICC’s 

proposed adoption of a membership 

requirement that all Netting Members 

submit to FICC for clearance and 

settlement eligible secondary market 

transactions to which they are a 

counterparty and defines the scope of 

such trade submission requirement, 

Partial Amendment No. 1 makes the 

following changes. First, as originally 

proposed, the Proposed Rule Change 

would require all Netting Members to 

submit to FICC all Eligible Secondary 

Market Transactions for novation as a 

condition of membership.12 Partial 

Amendment No. 1 would revise the 

Proposed Rule Change to clarify that 

Netting Members would be able to 

submit Eligible Secondary Market 

Transactions for novation to any 

Covered Clearing Agency that provides 

central counterparty services for 

transactions in U.S. Treasury 

securities.13 Second, Partial 

Amendment No. 1 would delete text 

from the existing rule regarding FICC’s 

initial membership requirements that 

currently requires Netting Members to, 

as part of the Membership Agreement, 

submit to FICC for comparison, 

pursuant to Rule 5, data on all eligible 

trades with other Netting Members. 

Third, Partial Amendment No. 1 would 

delete certain text from an existing rule 

regarding FICC’s Comparison System, to 

accommodate the changes to the trade 

submission requirement. Specifically, it 

would text stating that a member of 

FICC’s Comparison System must submit 

to FICC for comparison trade data on all 

of its trades that are of the type 

processed by FICC (including trades 

executed and settled on the same day), 

calling for delivery of Eligible 

Securities, between it or an Executing 

Firm on whose behalf it is acting, and 

another Member or an Executing Firm 

on whose behalf it or another Member 

is acting, that if FICC determines that a 

Comparison-Only Member has, without 

good cause, violated its obligations 

pursuant to this section, such 

Comparison-Only Member may be 

reported to the appropriate regulatory 

body, placed on the Watch List and/or 

subject to an additional fee, and that, in 

addition, FICC may discipline a 

Comparison-Only Member for a 

violation of this section of the rule 

regarding FICC’s Comparison System, in 

accordance with Rule 48. 

Within category (2) regarding FICC’s 

proposed adoption of ongoing 

membership requirements to enable 

FICC to identify and monitor Netting 

Members’ ongoing compliance with the 

proposed trade submission requirement, 

Partial Amendment No. 1 makes the 

following changes. First, with regard to 

the proposed Annual Trade Submission 

Requirement, Partial Amendment No. 1 

would add language that a Netting 

Member shall not be required to submit 

an Annual Trade Submission 

Attestation in the same calendar year in 

which it delivers to FICC its required 

Triennial Independent Trade 

Submission Report. Partial Amendment 

No. 1 would also add language 

regarding item (iv) of the required 

attestations in the Annual Trade 

Submission Requirement that the 

Netting Member has, at all times during 

the 12 months prior to the date of the 

attestation, complied with the trade 

submission requirement in Rule 5. 

Specifically, it would amend this item 

to add that this attestation is other than 

with respect to matters that the Netting 

Member has, of the date of the Annual 

Trade Submission Attestation, disclosed 

to FICC pursuant to the Rules. 

Second, regarding the Triennial 

Independent Trade Submission Review 

and Report, Partial Amendment No. 1 

would add language stating that FICC 

will stagger the years in which Netting 

Members are required to conduct their 

Triennial Independent Trade 

Submission Review. Additionally, 

Partial Amendment No. 1 would add 

language that FICC shall make available 

to Netting Members a list of 

independent third parties that have 

been approved to conduct a Triennial 

Independent Trade Submission Review, 

that Netting Members may request that 

FICC include additional third parties to 

such list, at FICC’s sole discretion, and 

that FICC shall make available to 

Netting Members standard frameworks 

for the completion of the Triennial 

Independent Trade Submission Review 

and Report. 

Within category (3) regarding FICC’s 

amendment of certain initial 

qualifications for direct membership 

with GSD and the ongoing membership 

obligations of Netting Members, Partial 

Amendment No. 1 makes the following 

changes. First, Partial Amendment No. 1 

would amend the ongoing membership 

requirements to add language that 

requires Members to notify FICC if 

compliance with any membership 

requirements of FICC would cause a 

Member to violate an applicable law, 

rule or regulation. The additional 

language also states that FICC shall 

work with such Member to modify a 

requirement or request so that 

compliance would not cause such 

violation. 

Second, Partial Amendment No. 1 

would also amend the initial 

membership requirements to add 

language that a bank or trust company 

shall have one membership and may 

apply to be a Netting member through 

either its parent bank entity or through 

a branch of the bank. 

Partial Amendment No. 1 would not 

change the purpose of, or statutory basis 

for the proposed rule change. All other 

representations in the Initial Filing 

remain as stated therein and no other 

changes are being made. 

II. 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-regulations/self-regulatoryorganization-rulemaking); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

FICC–2024–009 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549. 

All submissions should refer to File 

Number SR–FICC–2024–009. 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-regulations/self-regulatoryorganization-rulemaking). 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 


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 89, No. 203 / Monday, October 21, 2024 / Notices 84213 

14 17 CFR 200.30–3(a)(31). 

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

2 17 CFR 240.19b–4. 

3See Notice of Filing infra note 4, at 71 FR 597. 

4Securities Exchange Act Release No. 100842 

(August 27, 2024), 71 FR 597 (September 3, 2024) 

(File No. SR–DTC–2024–009) (‘‘Notice of Filing’’). 

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

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

7 Id. 

8 Id. 

9 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 71 FR 646. 

4Securities Exchange Act Release No. 100841 

(August 27, 2024), 71 FR 646 (September 3, 2024) 

(File No. SR–NSCC–2024–006) (‘‘Notice of Filing’’). 

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

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

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 FICC and on DTCC’s website at 

(https://dtcc.com/legal/sec-rulefilings.aspx). 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–FICC–2024–009 and should 

be submitted on or before November 12, 

2024. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–24205 Filed 10–18–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101345; File No. SR–DTC– 

2024–009] 

Self-Regulatory Organizations; 

Depository Trust Company; Notice of 

Designation of Longer Period for 

Commission Action on Proposed Rule 

Change To Adopt the Clearing Agency 

Framework for Certain Requirements 

on Governance and Conflicts of 

Interest 

October 15, 2024. 

On August 15, 2024, the Depository 

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

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change SR–DTC–2024–009 (‘‘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 adopt a new framework 

entitled the ‘‘Clearing Agency 

Framework for Certain Requirements on 

Governance and Conflicts of Interest’’ 

(‘‘Framework’’) of DTC and its affiliates, 

the Fixed Income Clearing Corporation 

(‘‘FICC’’) and National Securities 

Clearing Corporation (‘‘NSCC,’’ and 

together with FICC and DTC, the 

‘‘Clearing Agencies’’).3 The Proposed 

Rule Change was published for public 

comment in the Federal Register on 

September 3, 2024.4 The Commission 

has received no comments regarding the 

Proposed Rule Change. 

Section 19(b)(2)(i) of the Exchange 

Act 5 provides that, within 45 days of 

the publication of notice of the filing of 

a proposed rule change, the Commission 

shall either approve the proposed rule 

change, disapprove the proposed rule 

change, or institute proceedings to 

determine whether the proposed rule 

change should be disapproved unless 

the Commission extends the period 

within which it must act as provided in 

Section 19(b)(2)(ii) of the Exchange 

Act.6 Section 19(b)(2)(ii) of the 

Exchange Act allows the Commission to 

designate a longer period for review (up 

to 90 days from the publication of notice 

of the filing of a proposed rule change) 

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.7

The 45th day after publication of the 

Notice of Filing is October 18, 2024. To 

provide the Commission with sufficient 

time to consider the Proposed Rule 

Change, the Commission finds that it is 

appropriate to designate a longer period 

within which to act on the Proposed 

Rule Change and therefore is extending 

this 45-day time period. 

Accordingly, the Commission, 

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

Exchange Act,8 designates December 2, 

2024, as the date by which the 

Commission shall either approve, 

disapprove, or institute proceedings to 

determine whether to disapprove 

proposed rule change SR–DTC–2024– 

009. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.9

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–24207 Filed 10–18–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101337; File No. SR– 

NSCC–2024–006] 

Self-Regulatory Organizations; 

National Securities Clearing 

Corporation; Notice of Designation of 

Longer Period for Commission Action 

on Proposed Rule Change To Adopt 

the Clearing Agency Framework for 

Certain Requirements on Governance 

and Conflicts of Interest 

October 15, 2024. 

On August 15, 2024, National 

Securities Clearing Corporation 

(‘‘NSCC’’) filed with the Securities and 

Exchange Commission (‘‘Commission’’) 

the proposed rule change SR–NSCC– 

2024–006 (‘‘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 adopt a new framework 

entitled the ‘‘Clearing Agency 

Framework for Certain Requirements on 

Governance and Conflicts of Interest’’ 

(‘‘Framework’’) of NSCC and its 

affiliates, the Depository Trust Company 

(‘‘DTC’’) and Fixed Income Clearing 

Corporation (‘‘FICC,’’ and together with 

NSCC and DTC, the ‘‘Clearing 

Agencies’’).3 The Proposed Rule Change 

was published for public comment in 

the Federal Register on September 3, 

2024.4 The Commission has received no 

comments regarding the Proposed Rule 

Change. 

Section 19(b)(2)(i) of the Exchange 

Act 5 provides that, within 45 days of 

the publication of notice of the filing of 

a proposed rule change, the Commission 

shall either approve the proposed rule 

change, disapprove the proposed rule 

change, or institute proceedings to 

determine whether the proposed rule 

change should be disapproved unless 

the Commission extends the period 

within which it must act as provided in 

Section 19(b)(2)(ii) of the Exchange 

Act.6 Section 19(b)(2)(ii) of the 

Exchange Act allows the Commission to 

designate a longer period for review (up 

to 90 days from the publication of notice 

of the filing of a proposed rule change) 

if the Commission finds such longer 

period to be appropriate and publishes 

its reasons for so finding, or as to which 


lotter on DSK11XQN23PROD with NOTICES1