Federal Register / Vol. 80, No. 36 / Tuesday, February 24, 2015 / Notices 9773 

Floor brokers to stay with a quickly changing 

quote.’’ See Securities Exchange Act Release No. 

61081 (Dec. 1, 2009), 74 FR 64105 (Dec. 7, 2009) 

(approving the predecessor Exchange’s proposal to 

update d-Quote functionality and provide for eQuotes to peg to the National Best Bid or Offer). The 

Commission further notes that the Exchange’s rules 

are based on the rules of the New York Stock 

Exchange, Inc. 

21Section 19(b)(2) of the Act, as amended by the 

Securities Act Amendments of 1975, Public Law 

94–29 (June 4, 1975), grants the Commission 

flexibility to determine what type of proceeding— 

either oral or notice and opportunity for written 

comments—is appropriate for consideration of a 

particular proposal by a self-regulatory 

organization. See Securities Act Amendments of 

1975, Senate Comm. on Banking, Housing & Urban 

Affairs, S. Rep. No. 75, 94th Cong., 1st Sess. 30 

(1975). 

22 Id. 

23See text accompanying note 16, supra. 

24See, supra, note 20 and accompanying text. 

25The Commission notes that, while ALO orders 

or Day ISO orders on the Exchange can be re-priced 

in a manner that reveals the existence of hidden 

orders, ALO orders or Day ISO orders are displayed 

and would tighten the quoted spread. The 

Commission approved the ALO order and the Day 

ISO order re-pricing mechanism on the basis that 

their re-pricing mechanism would contribute to 

public price discovery, an objective consistent with 

the requirements of the Act. See Securities 

Exchange Act Release No. 73333 (Oct. 9, 2014), 79 

FR 62223 (Oct. 16, 2014) (approving the Exchange’s 

proposal to make the Add Liquidity Only modifier 

available for Limit Orders and to make the Day 

Time-In-Force condition and Add Liquidity Only 

modifier available for Intermarket Sweep Orders). 

26 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b–4. 

not offered any explanation as to why 

permitting its pegging orders to peg to 

hidden interest is, on balance, good for 

its members or the quality of its market 

or why it is otherwise consistent with 

section 6(b)(5) of the Act. Similarly, the 

Exchange’s filing does not explain why 

this use of an order type would be 

available to floor brokers or to those 

who submit orders through a floor 

broker, but would not otherwise be 

available to other exchange members. 

IV. Procedure: Request for Written 

Comments 

The Commission requests that 

interested persons provide written 

submissions of their views, data, and 

arguments with respect to the concerns 

identified above, as well as any other 

concerns they may have with the 

proposed rule change. Although there 

do not appear to be any issues relevant 

to approval or disapproval which would 

be facilitated by an oral presentation of 

views, data, and arguments, the 

Commission will consider, pursuant to 

Rule 19b–4, any request for an 

opportunity to make an oral 

presentation.21 Interested persons are 

invited to submit written data, views, 

and arguments regarding whether the 

proposal should be approved or 

disapproved by March 17, 2015. Any 

person who wishes to file a rebuttal to 

any other person’s submission must file 

that rebuttal by March 31, 2015. 

The Commission invites the written 

views of interested persons concerning 

whether the proposal is consistent with 

section 6(b)(5) of the Act,22 any other 

provision of the Act, or the rules and 

regulations thereunder. The 

Commission asks that commenters 

address the sufficiency and merit of the 

Exchange’s statements in support of the 

proposed rule change, in addition to any 

other comments they may wish to 

submit about the proposed rule change. 

In particular, the Commission seeks 

comment on the following: 

1. As described above, the Exchange 

proposes to add a new definition for ‘‘next 

available best-priced interest’’ in connection 

with pegging interest. As shown in the 

Exchange’s example, discussed above,23 the 

proposal would, when pegging interest is 

entered with a limit price outside the PBBO, 

allow pegging interest to peg to a NonDisplay Reserve Order or Non-Display 

Reserve e-Quote that is not at the top of the 

Exchange’s book. Therefore, the functionality 

would allow the member entering pegging 

interest with a limit price to potentially 

detect the presence of a hidden order outside 

the PBBO, if there are no other displayable 

orders at that price point. Given that, as 

noted above,24 pegging interest was 

instituted originally to facilitate the ability of 

manual Floor brokers to maintain orders at 

the best displayed prices, do commenters 

believe that allowing pegging interest to 

potentially operate in this manner is 

beneficial, or detrimental, to Exchange 

members or the quality of the Exchange’s 

market? 25

2. Do commenters believe that the 

Exchange’s proposal sufficiently describes 

the characteristics, functionality, priority, 

and execution pricing of each of its order 

types and modifiers? If not, which aspects of 

the Exchange’s order types and modifiers 

remain ambiguous or undescribed? Please be 

specific. 

Comments may be submitted by any 

of the following methods: 

Electronic Comments 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSEMKT–2014–95 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Brent J. Fields, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE., Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NYSEMKT–2014–95. 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 Web site (http://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 Web site 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 the Exchange. All comments 

received will be posted without change; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

NYSEMKT–2014–95 and should be 

submitted on or before March 17, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.26

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–03678 Filed 2–23–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74289; File No. SR–FINRA– 

2015–003] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing of a 

Proposed Rule Change To Amend the 

Codes of Arbitration Procedure To 

Increase the Late Cancellation Fee 

February 18, 2015. 

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 February 

5, 2015, Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’) filed with the 

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘Commission’’) the proposed 


tkelley on DSK3SPTVN1PROD with NOTICES
9774 Federal Register / Vol. 80, No. 36 / Tuesday, February 24, 2015 / Notices 

3 If the parties settle an arbitration case, hearings 

that were scheduled to occur after settlement are 

cancelled, and depending on the timing of the 

cancellation, could result in the assessment of a 

cancellation fee. See Rules 12902(d) and 13902(d). 

These rules incorporate the fees and costs incurred 

under Rules 12601 and 13601, and, therefore, 

would incorporate the proposed rule change to the 

late cancellation fee. 

4For each postponement agreed to by the parties, 

or granted upon request of one or more parties, 

FINRA assesses a postponement fee to the parties, 

equal to the applicable hearing session fee 

(‘‘Postponement Fee’’). See Rules 12601(b)(1) and 

13601(b)(1). This fee is paid to FINRA and not 

passed through to the arbitrators. 

5FINRA would also amend the Late Cancellation 

Fee reference (defined infra) in Rules 12214(a) and 

13214(a). 

6Pursuant to an analysis of FINRA’s data, for the 

period from September 1, 2013 to August 31, 2014, 

approximately 80 percent of arbitration cases were 

heard by a three-person panel. The number of 

arbitrators that the parties may select for a case 

typically depends on the amount of the claim. See 

Rules 12401 and 13401 (describing, among other 

things, the parameters for when panels may consist 

of three arbitrators). 

7A hearing is a meeting between the parties and 

the arbitrators of four hours or less to determine the 

merits of the arbitration. See Rules 12100(m) and 

13100(m); see also Rules 12100(n) and 13100(n). A 

typical day in an arbitration case has two hearing 

sessions. 

8See Rules 12601(b)(2) and 13601(b)(2). 

9The Task Force comprises individuals from the 

public and industry sectors, who work together to 

suggest strategies to enhance the transparency, 

impartiality, and efficiency of FINRA’s securities 

dispute resolution forum for all participants. See 

FINRA Dispute Resolution Task Force, available at 

http://www.finra.org/ArbitrationAndMediation/

FINRADisputeResolution/

MoreonFINRADisputeResolution/P600966. 

10FINRA is proposing to amend Rules 12601 and 

12214 of the Customer Code and Rules 13601 and 

13214 of the Industry Code. To simplify the 

explanation, FINRA’s discussion of the proposed 

rule changes focuses on changes to the Customer 

Code rules. However, the proposed rule changes, 

and, thus, the discussion also apply to the Industry 

Code rules. 

rule change as described in Items I, II, 

and III below, which Items have been 

substantially prepared by FINRA. 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 

FINRA is proposing to amend Rules 

12214 and 12601 of the Code of 

Arbitration Procedure for Customer 

Disputes (‘‘Customer Code’’) and Rules 

13214 and 13601 of the Code of 

Arbitration Procedure for Industry 

Disputes (‘‘Industry Code’’) (together, 

‘‘Codes’’) to require that parties give 

more advance notice before cancelling 

or postponing a hearing, or be assessed 

a higher late cancellation fee if such 

notice is not provided. The text of the 

proposed rule change is available at the 

principal office of FINRA, on FINRA’s 

Web site at http://www.finra.org, 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, 

FINRA 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. FINRA has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of such statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

Introduction 

Under current Rules 12601(b)(2) and 

13601(b)(2) of the Codes, each arbitrator 

selected for a case receives a $100 

honorarium when a hearing is 

postponed or cancelled 3 within three 

business days of the scheduled date. 

However, if the postponement or 

cancellation occurs more than three 

business days in advance of the 

scheduled hearing, the arbitrators do not 

receive an honorarium.4

FINRA is proposing to amend Rules 

12601(b)(2) and 13601(b)(2) 5 to require 

that if a postponement or cancellation 

request is made by one or more parties 

within ten calendar days before a 

scheduled hearing session and granted, 

the party or parties making the request 

would pay a fee of $600 per arbitrator 

(‘‘Late Cancellation Fee’’). Under the 

proposed rule change, therefore, the 

Late Cancellation Fee for a three-person 

arbitration panel would be $1,800, 

instead of $300 under the current rules.6

The primary purpose of the proposed 

rule change is to encourage parties to 

provide more advance notice of 

postponements and cancellations, or, in 

the alternative, to compensate 

arbitrators more than they are currently 

paid for lost time and opportunities in 

the event of a late postponement or 

cancellation. 

Under the proposed rule change, the 

Late Cancellation Fee would be assessed 

if a hearing is postponed or cancelled 

within ten calendar days before a 

scheduled hearing session. To simplify 

the discussion, the following 

explanation will use the term 

‘‘cancellation’’ or a variation thereof to 

describe either scenario. 

Background 

In FINRA arbitration, once the parties 

select arbitrators, they hold an initial 

pre-hearing conference with the parties, 

usually over the telephone, to discuss 

procedural issues, the mediation 

alternative, discovery, and scheduling of 

hearings.7 In many cases, the hearing 

dates are selected months in advance, 

thus requiring arbitrators to reserve 

these dates and forego other 

opportunities that would result in a 

conflict with the scheduled dates. 

FINRA has received many complaints 

from arbitrators concerning the current 

late cancellation rule (‘‘Late 

Cancellation Rule’’),8 which applies 

when parties postpone, settle in 

advance of, or otherwise cancel a 

scheduled hearing session within three 

business days of its start date. It is the 

most frequent complaint Dispute 

Resolution staff receives from 

arbitrators. 

In fact, when FINRA formed the 

Dispute Resolution Task Force (‘‘Task 

Force’’) in 2014 to consider possible 

enhancements to its arbitration and 

mediation forum, the majority of 

arbitrator responses to the Task Force’s 

request for comments suggested that 

FINRA should address the issue of late 

hearing cancellation requests.9

According to feedback received by 

FINRA, the current rule is inadequate 

because the three-business-day 

cancellation window does not provide 

arbitrators, who have committed to 

dates to hear a case, with enough time 

to schedule other income-generating 

opportunities. Moreover, the $100 

honorarium for these late cancellations 

does not adequately compensate 

arbitrators for the preparation time 

expended and the income that would 

have been earned from conducting a 

hearing. FINRA has learned that the lack 

of sufficient notice and compensation is 

frustrating for arbitrators and is a reason 

some arbitrators leave FINRA’s roster. 

Proposal To Increase Late Cancellation 

Fees and Cancellation Timeframe 

FINRA is proposing, therefore, to 

amend the Codes 10 to require that 

parties give more advance notice before 

cancelling a hearing, or be assessed a 

higher Late Cancellation Fee if such 

notice is not provided. Specifically, 

FINRA would amend Rule 12601(b)(2) 

to require that if a cancellation request 

is made by one or more parties within 

ten calendar days before a scheduled 

hearing session and granted, the party or 

parties making the request shall pay a 


tkelley on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 80, No. 36 / Tuesday, February 24, 2015 / Notices 9775 

11The proposed rule change would make the 

calculation of deadlines consistent under the Codes. 

Under the Codes, ‘‘day’’ is defined as a calendar 

day, not a business day. See Rules 12100(j) and 

13100(j). 

12An arbitrator receives an honorarium payment 

for each hearing session in which the arbitrator 

participates. If two hearing sessions are conducted 

in one day, an arbitrator would receive $300 for 

each session or a total of $600 for the day. See supra 

note 7. On September 29, 2014, the SEC approved 

a proposal to increase the amount of honoraria paid 

to an arbitrator for participation in a hearing session 

to $300 per session; the $300 rate became effective 

on December 15, 2014 for all cases filed on or after 

the approval date. See Securities Exchange Act 

Release No. 73245 (Sept. 29, 2014), 79 FR 59876 

(Oct. 3, 2014) (Order Approving File No. SR– 

FINRA–2014–026) (‘‘Honoraria Increase Proposal’’). 

13See Notice to Members 04–53 (Arbitrator 

Hearing Adjournments), July 2004, available at 

http://www.finra.org/web/groups/industry/@ip/@

reg/@notice/documents/notices/p006140.pdf. 

14 If the parties cannot agree on the allocation, the 

arbitrators typically split the fee among the parties. 15See Rules 12601(a)(1) and 13601(a)(1). 16See supra note 12. 

fee of $600 per arbitrator in addition to 

the Postponement Fee. 

First, the proposed rule change would 

move from three business days to ten 

calendar days the timeframe within 

which parties must cancel hearings to 

avoid incurring the proposed Late 

Cancellation Fee.11 This change would 

provide arbitrators with more advance 

notice than they currently receive, 

which could give them an opportunity 

to secure other income-generating 

opportunities. Further, it could help 

them minimize the time lost in 

preparing for their assigned arbitration 

hearings, which, depending on the 

number of parties involved and the 

complexity of the case, could involve 

many hours of reviewing materials. For 

example, parties sometimes submit 

detailed exhibits and legal briefs to 

support their positions and theories of 

the case for arbitrators to review in 

advance of the hearings. Other than the 

honoraria funded by the Late 

Cancellation Fee, FINRA does not 

compensate arbitrators for their 

preparation time in the event the 

hearings are cancelled. 

Second, the proposed rule change 

would increase the honorarium for late 

cancellations from $100 to $600 per 

arbitrator. The proposal would make the 

honorarium equal to that which 

arbitrators would have received for one 

typical day of hearings,12 no matter how 

many consecutive days are cancelled.13

The Late Cancellation Fee would be 

charged to the party or parties making 

the request.14 However, Rule 

12601(b)(2) provides that the arbitrators 

may allocate all or a portion of the fee 

to the non-requesting party if the 

arbitrators determine that the nonrequesting party caused or contributed 

to the cancellation. If an extraordinary 

circumstance prevents a party or parties 

from making a timely cancellation 

request, arbitrators may use their 

discretion to waive the fee. 

FINRA notes that there are some 

mitigation strategies that parties could 

employ to avoid incurring a Late 

Cancellation Fee. As the objective of the 

proposal is to encourage parties to 

address issues earlier in their cases, 

parties could provide notice of a 

cancellation ten or more calendar days 

prior to the first scheduled hearing 

session. Further, if the parties agree to 

cancel the hearing inside the ten-day 

window, then they could negotiate 

which party pays this fee or a 

percentage of the fee. In addition the 

rules permit the panel to waive the fees, 

and they may do so, if the 

circumstances warrant, like a sudden 

illness or accident. 

Third, the proposed rule change 

would shift the phrase ‘‘and granted’’ to 

the end of the first dependent clause in 

Rule 12601(b)(2) to clarify that the 

timing of the parties’ cancellation 

request controls whether the fee is 

assessed, not the timing of the 

arbitrators’ decision on such request, if 

a decision is required. For example, the 

parties may jointly request cancellation 

of a hearing. A joint request means that 

the parties to the arbitration agree to 

cancel the hearing and, thus, the 

arbitrator or panel is not required to 

decide the request. Under the proposed 

rule change, if the parties make such a 

request ten calendar days or more before 

a scheduled hearing, they would not be 

assessed a Late Cancellation Fee.15

Further, one party may make a 

cancellation request without the 

agreement of other parties to the 

arbitration; in such a case, the arbitrator 

or panel would be required to decide 

the party’s motion. Under the proposed 

rule change, if the party makes such a 

motion ten calendar days or more before 

a scheduled hearing, the party would 

not be assessed a Late Cancellation Fee, 

regardless of when the arbitrators act on 

the request. 

Fourth, FINRA notes that the Late 

Cancellation Fee is revenue-neutral to 

FINRA; it is currently passed through to 

the arbitrators. This practice would not 

change under the proposed rule change. 

Last, FINRA is proposing to make 

conforming changes to Rule 12214(a), by 

amending the reference to the Late 

Cancellation Fee in Rule 12214(a). 

The proposed rule change would 

address further a concern raised by 

many FINRA arbitrators—that the 

forum’s honoraria are too low. FINRA 

began the process of increasing 

arbitrator honoraria by filing the 

Honoraria Increase Proposal with the 

SEC in June 2014, which proposed 

increasing the amount that arbitrators 

receive for one hearing session, among 

other things. On September 29, 2014, 

the SEC approved FINRA’s proposal.16

While approval of the honoraria 

increases was an important step, FINRA 

also believes that changes are needed to 

the Late Cancellation Rule to further 

compensate arbitrators for lost 

opportunity costs as well as time spent 

in preparing for arbitration hearings that 

do not take place. Given arbitrators’ 

numerous responsibilities in preparing 

for, managing, and conducting 

arbitrations, FINRA believes the 

proposed changes to the Late 

Cancellation Rule as well as the other 

recently-implemented honoraria 

increases would better compensate the 

arbitrators for their time commitments 

and their service to the forum. 

FINRA acknowledges that customers 

are likely to pay at least some of the 

increased Late Cancellation Fee under 

the proposed rule change. As a result, 

the proposed rule change might have an 

effect on settlement negotiations, 

especially if the potential settlement 

amount is small compared to the Late 

Cancellation Fee. For example, in cases 

where negotiations extend past the tencalendar-day deadline, the increased 

cost of cancellation, under the proposed 

rule change, may affect the amount 

agreed upon in settlement or even the 

probability of settlement. FINRA notes 

that the forum’s rules are designed to 

help parties resolve their disputes fairly 

and efficiently. Parties pursue 

settlement when they believe it is in 

their financial interest to do so. The 

proposed fee increase would be another 

factor that parties would weigh in 

determining when or whether to settle 

or to proceed to hearing. 

FINRA believes, however, that the 

proposed changes would result in fewer 

late cancellations by the parties, as the 

higher Late Cancellation Fee would 

provide parties with an incentive to 

consider and begin settlement 

negotiations earlier in the process, if 

such an approach is in their interests. In 

addition, FINRA believes that the 

proposed rule change could help it 

minimize arbitrator turnover by 

addressing arbitrators’ concerns that the 

current honoraria funded by the Late 

Cancellation Fee does not adequately 

compensate them for time spent and 

opportunities lost. 

2. Statutory Basis 

FINRA believes that the proposed rule 

change is consistent with the provisions 


tkelley on DSK3SPTVN1PROD with NOTICES
9776 Federal Register / Vol. 80, No. 36 / Tuesday, February 24, 2015 / Notices 

17 15 U.S.C. 78o–3(b)(6). 

18 15 U.S.C. 78o–3(b)(5). 

19 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

of Section 15A(b)(6) of the Act,17 which 

requires, among other things, that 

FINRA rules must be designed to 

prevent fraudulent and manipulative 

acts and practices, to promote just and 

equitable principles of trade, and, in 

general, to protect investors and the 

public interest. FINRA also believes that 

the proposed rule change is consistent 

with the provisions of Section 15A(b)(5) 

of the Act,18 which requires, among 

other things, that FINRA rules provide 

for the equitable allocation of reasonable 

dues, fees, and other charges among 

members and issuers and other persons 

using any facility or system that FINRA 

operates or controls. FINRA believes 

that the proposed rule change 

appropriately allocates the proposed fee 

increase among those parties that cancel 

hearings on short notice. The Late 

Cancellation Fee would be paid by the 

parties, and passed through to the 

arbitrators to provide them with more 

compensation for preparation time 

expended and lost opportunities in the 

event of a cancellation on short notice. 

FINRA believes, therefore, that the 

proposed Late Cancellation Rule 

represents an equitable allocation of a 

reasonable fee to use the forum. While 

arbitrators would typically allocate the 

Late Cancellation Fee to the requesting 

party or parties, FINRA rules permit the 

arbitrators to allocate all, or a portion of 

the fee, to the non-requesting party, if 

the arbitrators determine that the nonrequesting party caused or contributed 

to the late cancellation. Moreover, the 

Late Cancellation Fee can be avoided 

altogether if the parties provide ten or 

more calendar days advance notice of 

such a cancellation. 

Finally, FINRA believes that the 

proposed rule change will protect 

investors and the public interest by 

improving FINRA’s ability to retain 

qualified arbitrators willing to devote 

the time and effort necessary to consider 

thoroughly all arbitration issues 

presented, which, FINRA believes, is an 

essential element for FINRA to achieve 

its mission of investor protection and 

market integrity. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

FINRA does not believe that the 

proposed rule change would result in 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments on the proposed 

rule change were neither solicited nor 

received. 

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 (i) 

as the Commission may designate up to 

90 days of such date 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 

such 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 

• Use the Commission’s Internet 

comment form (http://www.sec.gov/

rules/sro.shtml); or Send an email to 

rule-comments@sec.gov. Please include 

File Number SR–FINRA–2015–003 on 

the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Brent J. Fields, Secretary, Securities 

and Exchange Commission, 100 F Street 

NE., Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–FINRA–2015–003. 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 Web site (http://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 Web site 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 FINRA. All comments received 

will be posted without change; the 

Commission does not edit personal 

identifying information from 

submissions. You should submit only 

information that you wish to make 

available publicly. 

All submissions should refer to File 

Number SR–FINRA–2015–003 and 

should be submitted on or before March 

17, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–03660 Filed 2–23–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74287; File No. SR–NYSE– 

2015–07] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change Amending 

Section 402.05 of the NYSE Listed 

Company Manual To Clarify That 

Listed Companies Soliciting Proxy 

Material Through Brokers or Other 

Entities Must Comply With SEC Rule 

14a–13 

February 18, 2015. 

Pursuant to Section 19(b)(1) 1 of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on February 

3, 2015, New York Stock Exchange LLC 

(‘‘NYSE’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘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. 


tkelley on DSK3SPTVN1PROD with NOTICES