```

[Federal Register Volume 89, Number 228 (Tuesday, November 26, 2024)]
[Notices]
[Pages 93385-93388]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-27618]

-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-101671; File No. SR-NYSE-2024-73]

Self-Regulatory Organizations; New York Stock Exchange LLC; 
Notice of Filing and Immediate Effectiveness of Proposed Rule Change To 
Harmonize NYSE Rule 3110.19(d)

November 20, 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 November 13, 2024, New York Stock Exchange LLC (``NYSE'' or the 
``Exchange'') filed with the Securities and Exchange Commission (the 
``Commission'') the proposed rule change as described in Items I and II 
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.
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 15 U.S.C. 78a.
    \3\ 17 CFR 240.19b-4.
---------------------------------------------------------------------------

I. Self-Regulatory Organization's Statement of the Terms of Substance 
of the Proposed Rule Change

    The Exchange proposes to harmonize NYSE Rule 3110.19(d) (Obligation 
to Provide List of RSLs) with certain recent changes by the Financial 
Industry Regulatory Authority, Inc. (``FINRA'') to FINRA Rule 
3110.19(d). 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.

[[Page 93386]]

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 harmonize NYSE Rule 3110.19(d) (Obligation 
to Provide List of RSLs \4\) to harmonize the rule with certain recent 
changes by FINRA. Specifically, the Exchange would remove the reference 
to a list of RSLs and the quarterly timeframe for member firms to 
provide the list to FINRA and replace it with the requirement that 
member firms provide current information identifying all locations 
designated as RSLs in the frequency, manner and format as FINRA may 
prescribe. The proposed rule change would harmonize the Exchange's 
residential supervisory location rule with FINRA and thus promote 
uniform inspection standards across the securities industry. 
Additionally, because the proposed changes to NYSE Rule 3110.19(d) 
would be substantially similar to FINRA Rule 3110.19(d), this rule 
change enables NYSE Rule 3110 to continue to be incorporated into the 
agreement between NYSE and FINRA to allocate regulatory responsibility 
for common rules (the ``17d-2 Agreement'').
---------------------------------------------------------------------------

    \4\ ``RSL'' stands for Residential Supervisory Location.
---------------------------------------------------------------------------

Background and Proposed Rule Change
    The NYSE recently adopted NYSE Rule 3110.19, which permits a member 
organization to designate a private residence at which an associated 
person engages in specified supervisory activities, subject to certain 
safeguards and limitations, as an RSL, a non-registered location.\5\ 
NYSE Rule 3110 is based on FINRA Rule 3110.\6\
---------------------------------------------------------------------------

    \5\ See Securities Exchange Act Release No. 101325 (October 15, 
2024), 89 FR 84221 (October 21, 2024) (SR-NYSE-2024-64) (Notice of 
Filing and Immediate Effectiveness of Proposed Rule Change To 
Harmonize NYSE Rule 3110).
    \6\ See id., 89 FR at 84221. See generally Securities Exchange 
Act Release No. 73554 (November 6, 2014), 79 FR 67508 (November 13, 
2014) (SR-NYSE-2014-56).
---------------------------------------------------------------------------

    Currently, NYSE Rule 3110.19(d) requires a member organization that 
elects to designate any of its offices or locations as an RSL to 
provide FINRA with a current list of those offices or locations by the 
15th day of the month following each calendar quarter in the manner and 
format (e.g., through an electronic process or such other process) as 
FINRA may prescribe.
    Recently, FINRA amended its Rule 3110.19(d) to replace the 
requirement for member firms to provide to FINRA a quarterly list of 
RSLs in the manner and format prescribed by FINRA with the requirement 
for member firms to provide to FINRA current information identifying 
their RSLs in the frequency, manner and format prescribed.\7\ In this 
regard, the locations or offices that member firms have designated as 
RSLs would be reported to FINRA on a rolling basis, consistent with the 
requirements to keep information current on the Form U4, rather than 
only four times per year.
---------------------------------------------------------------------------

    \7\ See Securities Exchange Act Release No. 101052 (September 
17, 2024), 89 FR 77567 (September 23, 2024) (SR-FINRA-2024-015). As 
explained in its filing, FINRA amended the Form U4 Instructions to 
include a new question requiring FINRA member firms to indicate 
whether a non-registered (i.e., non-branch) location that is 
identified on Form U4 as a private residence is an RSL by responding 
``Yes'' or ``No'' (the ``RSL Question''). According to FINRA, this 
change rendered the requirement for FINRA member firms to provide 
information to FINRA identifying RSLs in a quarterly list set forth 
in FINRA Rule 3110.19(d) unnecessary. Moreover, the FINRA By-Laws 
impose a 30-day timeframe upon FINRA members to keep Form U4 current 
at all times, and because the RSL Question would be part of the Form 
U4, FINRA maintained that the 30-day updating requirement makes 
unnecessary the quarterly timeframe for firms to provide FINRA a 
list of RSLs as currently required under Rule 3110.19(d). See id., 
89 FR at 77569. The implementation date for these changes is 
November 26, 2024.
---------------------------------------------------------------------------

    To harmonize NYSE Rule 3110.19(d) with these recent FINRA changes, 
the Exchange would make conforming changes to its rule, including the 
heading. The Exchange would also delete a stray ``the'' before FINRA in 
the last sentence of NYSE Rule 3110.19(d), as follows (deleted text in 
brackets, new text italicized):
(d) Obligation To Provide Information Identifying [List of] RSLs
    A member organization that elects to designate any office or 
location of the member organization as an RSL pursuant to this 
Supplementary Material shall provide FINRA with [a] current information 
identifying [list of] all locations designated as RSLs [by the 15th day 
of the month following each calendar quarter] in the frequency, manner 
and format (e.g., through an electronic process or such other process) 
as [the] FINRA may prescribe.
    No other changes to NYSE Rule 3110.19(d) are proposed.
    In conformity with the FINRA rule change, the Exchange proposes a 
November 26, 2024 implementation date for the proposed rule change. The 
Exchange believes that a waiver of the operative delay so that the 
proposal can be operative at the same time as the FINRA change will be 
implemented supports the waiver and would permit Exchange member 
organizations to rely on the same implementation date for the same 
changes.
2. Statutory Basis
    The proposed rule change is consistent with Section 6(b) of the 
Act,\8\ in general, and furthers the objectives of Section 6(b)(5),\9\ 
in particular, because 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.
---------------------------------------------------------------------------

    \8\ 15 U.S.C. 78f(b).
    \9\ 15 U.S.C. 78f(b)(5).
---------------------------------------------------------------------------

    The Exchange believes that the proposed rule change furthers the 
objectives of the Act by harmonizing Exchange rules modeled on FINRA 
rules with respect to how member organizations that elect to designate 
any offices or locations as an RSL must provide information identifying 
such offices or locations to FINRA, resulting in less burdensome and 
more efficient regulatory compliance. As previously noted, the proposed 
changes are the same as those recently made by FINRA to FINRA Rule 
3110.19(d). As such, the proposed rule change would facilitate rule 
harmonization among self-regulatory organizations with respect to 
regulatory reporting requirements, thereby fostering cooperation and 
coordination with persons engaged in facilitating transactions in 
securities and will remove impediments to and perfect the mechanism of 
a free and open market and a national market system.

[[Page 93387]]

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

    The Exchange does not believe that the proposed rule change will 
impose any burden on competition that is not necessary or appropriate 
in furtherance of the purposes of the Act. The proposed rule change is 
not intended to address competitive issues but rather is intended 
solely to reduce potential compliance burdens on member organizations 
by aligning NYSE Rule 3110.19(d) with FINRA Rule 3110.19(d) to 
facilitate designation of certain offices or locations as RSLs, thereby 
providing greater harmonization with FINRA rules.

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 Exchange has filed the proposed rule change pursuant to Section 
19(b)(3)(A)(iii) of the Act \10\ and Rule 19b-4(f)(6) thereunder.\11\ 
Because the 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 prior to 
30 days from the date on which it was filed, or such shorter time as 
the Commission may designate, if consistent with the protection of 
investors and the public interest, the proposed rule change has become 
effective pursuant to Section 19(b)(3)(A) of the Act and Rule 19b-
4(f)(6)(iii) thereunder. In addition, the Exchange provided the 
Commission with written notice of its intent to file the proposed rule 
change, along with a brief description and text of the proposed rule 
change, at least five business days prior to the date of filing.\12\
---------------------------------------------------------------------------

    \10\ 15 U.S.C. 78s(b)(3)(A)(iii).
    \11\ 17 CFR 240.19b-4(f)(6).
    \12\ 17 CFR 240.19b-4(f)(6)(iii).
---------------------------------------------------------------------------

    A proposed rule change filed under Rule 19b-4(f)(6) \13\ normally 
does not become operative prior to 30 days after the date of the 
filing. However, pursuant to Rule 19b4(f)(6)(iii),\14\ the Commission 
may designate a shorter time if such action is consistent with the 
protection of investors and the public interest. The Exchange has asked 
the Commission to waive the 30-day operative delay so that the proposal 
may become operative immediately upon filing.
---------------------------------------------------------------------------

    \13\ 17 CFR 240.19b-4(f)(6).
    \14\ 17 CFR 240.19b-4(f)(6)(iii).
---------------------------------------------------------------------------

    The Exchange stated that this proposed rule change is non-
controversial because it does not present any new or novel issues. In 
particular, NYSE is harmonizing its supervision rules with those of 
FINRA, on which they are based and which have been previously approved 
by the Commission. By conforming the Exchange's rules to FINRA's, the 
proposed rule change would promote the application of consistent 
regulatory standards with respect to rules that FINRA enforces pursuant 
to the 17d-2 Agreement. As such, the Exchange believes that the 
proposed rule change would foster cooperation and coordination with 
persons engaged in facilitating transactions in securities and would 
remove impediments to and perfect the mechanism of a free and open 
market and a national market system in accordance with Exchange Act 
Section 6(b)(5).
    In addition, the Exchange stated that since FINRA implementation of 
its rule change will be November 26, 2024, waiving the 30-day operative 
delay would provide Exchange member organizations the ability to rely 
on the same implementation date for the same changes. Further, the 
Exchange stated that waiver of the operative delay should reduce any 
potential confusion that may otherwise occur on the part of joint 
members of the Exchange and FINRA as to the applicable rules governing 
the obligation to provide information identifying RSLs to FINRA. For 
these reasons, the Commission believes that waiver of the 30-day 
operative delay for this proposed rule change is consistent with the 
protection of investors and the public interest. Accordingly, the 
Commission hereby waives the 30-day operative delay and designates the 
proposed rule change operative upon filing.\15\
---------------------------------------------------------------------------

    \15\ For purposes only of waiving the 30-day operative delay, 
the Commission has considered the proposed rule change's impact on 
efficiency, competition, and capital formation. See 15 U.S.C. 
78c(f).
---------------------------------------------------------------------------

    At any time within 60 days of the filing of such 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 under 
Section 19(b)(2)(B) \16\ of the Act to determine whether the proposed 
rule change should be approved or disapproved.
---------------------------------------------------------------------------

    \16\ 15 U.S.C. 78s(b)(2)(B).
---------------------------------------------------------------------------

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 [email protected]. Please include 
file number
    SR-NYSE-2024-73 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-2024-73. 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-2024-73 and should be 
submitted on or before December 17, 2024.

[[Page 93388]]

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\17\
---------------------------------------------------------------------------

    \17\ 17 CFR 200.30-3(a)(12).
---------------------------------------------------------------------------

Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-27618 Filed 11-25-24; 8:45 am]
BILLING CODE 8011-01-P
```