Federal Register / Vol. 80, No. 44 / Friday, March 6, 2015 / Notices 12221 

35 12 U.S.C. 5464(b). 

36 12 U.S.C. 5465(e)(1)(I). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4See Mary Jo White, Chair, Securities and 

Exchange Commission, Speech at the Sandler, 

O’Neill & Partners, L.P. Global Exchange and 

Brokerage Conference (June 5, 2014) (available at 

www.sec.gov/News/Speech/Detail/Speech/

1370542004312#.U5HI-fmwJiw). 

5See Letter from James Burns, Deputy Director, 

Division of Trading and Markets, Securities and 

Exchange Commission, to Jeffrey C. Sprecher, Chief 

Executive Officer, Intercontinental Exchange, Inc., 

dated June 20, 2014. 

6See Securities Exchange Act Release No. 72708 

(July 29, 2014), 79 FR 45572 (Aug. 5, 2014) (SR– 

NYSEArca–2014–82) (‘‘July 2014 Data Feed 

Filing’’). 

7The SIP feeds are disseminated pursuant to 

effective joint-industry plans as required by Rule 

603(b) of Regulation NMS. 17 CFR 242.603(b). The 

three joint-industry plans are: (1) The CTA Plan, 

which is operated by the Consolidated Tape 

Association and disseminates transaction 

information for securities with the primary listing 

market on exchanges other than NASDAQ Stock 

Market LLC (‘‘Nasdaq’’): (2) The CQ Plan, which 

disseminates consolidated quotation information 

for securities with their primary listing on 

exchanges other than Nasdaq; and (3) the Nasdaq 

UTP Plan, which disseminates consolidated 

transaction and quotation information for securities 

with their primary listing on Nasdaq. 

8The Exchange notes that because the FINRA 

Alternate Display Facility (‘‘ADF’’) does not 

currently display any quotations, the Exchange does 

not need any data feeds to provide it with ADF 

quotes. 

and future committed capital to help 

ensure that it can continue to provide its 

clearing services if it suffers business 

losses as a result of a decline in 

revenues or otherwise. Given that OCC 

has been designated as a systemically 

important financial market utility, 

OCC’s ability to provide its clearing 

services if it suffers business losses 

contributes to reducing systemic risks 

and supporting the stability of the 

broader financial system. In so doing, 

OCC’s Capital Plan is consistent with 

the objectives of Section 805(b) of the 

Payment, Clearing and Settlement 

Supervision Act, 35 which are to 

promote robust risk management, 

promote safety and soundness, reduce 

systemic risks, and support the stability 

of the broader financial system. 

IV. Conclusion 

It is therefore noticed, pursuant to 

Section 806(e)(1)(I) of the Payment, 

Clearing and Settlement Supervision 

Act,36 that the Commission does not 

object to advance notice proposal (File 

No. SR–OCC–2014–813) and that OCC is 

authorized to implement the proposal as 

of the date of this notice or the date of 

an order by the Commission approving 

a proposed rule change that reflects rule 

changes that are consistent with this 

advance notice proposal (File No. SR– 

OCC–2015–02), whichever is later. 

By the Commission. 

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2015–05117 Filed 3–5–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74409; File No. SR– 

NYSEARCA–2015–11] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change Specifying in Exchange 

Rules the Exchange’s Use of Certain 

Data Feeds for Order Handling and 

Execution, Order Routing, and 

Regulatory Compliance 

March 2, 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 

24, 2015, NYSE Arca, Inc. (the 

‘‘Exchange’’ or ‘‘NYSE Arca’’) 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. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to specify in 

Exchange rules the Exchange’s use of 

certain data feeds for order handling 

and execution, order routing, and 

regulatory compliance. The text of the 

proposed rule change is available on the 

Exchange’s Web site 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 

On June 5, 2014, in a speech entitled 

‘‘Enhancing Our Market Equity 

Structure,’’ Mary Jo White, Chair of the 

Securities and Exchange Commission 

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

the equity exchanges to file with the 

Commission the data feeds used for 

purposes of (1) order handling and 

execution (e.g., with pegged or midpoint 

orders); (2) order routing, and (3) 

regulatory compliance, if applicable.4

Subsequent to the Chair’s speech, the 

Division of Trading and Markets stated 

that it ‘‘believes there is a need for 

clarity regarding whether (1) the SIP 

data feeds, (2) proprietary data feeds, or 

(3) a combination thereof,’’ are used for 

these purposes and requested that 

proposed rule changes be filed that 

disclose such information.5 The stated 

goal of disclosing this information was 

to provide broker-dealers and investors 

with enhanced transparency to better 

assess the quality of an exchange’s 

execution and routing services. 

On July 18, 2014, in response to the 

above request, the Exchange filed a 

proposed rule change that clarified the 

Exchange’s use of certain data feeds for 

order handling and execution, order 

routing, and regulatory compliance.6 As 

noted in that filing, the data feeds 

available for the purposes of order 

handling and execution, order routing, 

and regulatory compliance at the 

Exchange include the exclusive 

securities information processor (‘‘SIP’’) 

data feeds 7 or proprietary data feeds 

from individual market centers (‘‘Direct 

Feed’’). 

SEC staff has requested that the 

Exchange file a supplemental proposed 

rule change to specify in Exchange rules 

which data feeds the Exchange uses for 

the above-described purposes. 

Accordingly, the Exchange is filing this 

proposed rule change. 

At the time of the July 2014 Data Feed 

Filing, the Exchange used only the SIP 

data feeds for BATS Y-Exchange, Inc., 

Chicago Stock Exchange, Inc., and 

NYSE MKT LLC and uses a combination 

of Direct Feeds and the SIP data feeds 

for the other exchanges trading NMS 

stocks, i.e., BATS Exchange, Inc., EDGA 

Exchange, Inc., EDGX Exchange, Inc. 

NASDAQ OMX BX LLC, NASDAQ 

OMX PHLX LLC, NASDAQ Stock 

Market LLC and New York Stock 

Exchange LLC.8 These data feeds are 

used by the Exchange to: 

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12222 Federal Register / Vol. 80, No. 44 / Friday, March 6, 2015 / Notices 

9The NBBO is defined as the best bid and best 

offer of an NMS security. 17 CFR 242.600(b)(3). The 

Exchange notes that the NBBO may differ from the 

PBBO because the NBBO includes Manual 

Quotations, which are defined as any quotation 

other than an automated quotation. 17 CFR 

242.600(b)(37). By contrast, a protected quotation is 

an automated quotation that is the best bid or offer 

of a national securities exchange. 17 CFR 

242.60)(b)(57)(iii). 

10NYSE Arca Equities Rule 7.37(d)(2) specifies 

that if an order has not been executed on the 

Exchange and is not designated as a PNP Order, 

IOC, MPL Order, or Intermarket Sweep Order, it 

will be routed for execution. 

11NYSE Arca Equities Rule 7.16(f) requires that 

Exchange systems not execute or display a short 

sale order with respect to a covered security at a 

price that is less than or equal to the current NBB 

if the price of that security decreases by 10% or 

more, as determined by the Exchange, from the 

security’s closing price on the Exchange at the end 

of regular trading hours on the prior day. 

12 15 U.S.C. 78f(b). 

13 15 U.S.C. 78f(b)(5). 

14 15 U.S.C. 78s(b)(3)(A). 

15 17 CFR 240.19b–4(f)(6). As required under Rule 

19b–4(f)(6)(iii), the Exchange provided the 

Commission with written notice of its intent to file 

the proposed rule change, along with a brief 

description and the text of the proposed rule 

change, at least five business days prior to the date 

of filing of the proposed rule change, or such 

shorter time as designated by the Commission. 

16 17 CFR 240.19b–4(f)(6). 

17 17 CFR 240.19b–4(f)(6)(iii). 

• Determine protected quotations on 

markets other than the Exchange for 

purposes of compliance with Rule 611 

and Rule 610(d), including identifying 

where to route ISOs, to calculate the 

protected best bid or offer (‘‘PBBO’’) or 

national best bid or offer (‘‘NBBO’’) for 

purposes of order types that are priced 

based on the PBBO or NBBO; 9

• Route interest pursuant to NYSE 

Arca Equities Rule 7.37(d)(2); 10 and 

• Determine the national best bid 

(‘‘NBB’’) for purposes of complying with 

Rule 201 of Regulation SHO and NYSE 

Arca Equities Rule 7.16(f).11

The Exchange notes that when it 

routes interest to a protected quotation, 

the Exchange adjusts the PBBO. In 

addition, when calculating the PBBO or 

NBBO, the Exchange aggregates odd-lot 

interest available on Direct Feeds at a 

single price level into round lot 

quotations. 

The Exchange proposes to add new 

Commentary .01 to NYSE Arca Equities 

Rule 7.37, which would state the 

following: 

(a) The Exchange uses the following 

data feeds for the handing, execution, 

and routing of orders, as well as for 

regulatory compliance: 

Market center Primary source Secondary source 

BATS Exchange, Inc. .............................................................. Direct Feed ............................................ SIP Data Feed. 

BATS Y-Exchange, Inc. .......................................................... Direct Feed ............................................ SIP Data Feed. 

Chicago Stock Exchange, Inc. ................................................ SIP Data Feed ....................................... n/a. 

EDGA Exchange, Inc. ............................................................. Direct Feed ............................................ SIP Data Feed. 

EDGX Exchange, Inc. ............................................................. Direct Feed ............................................ SIP Data Feed. 

NASDAQ OMX BX LLC .......................................................... Direct Feed ............................................ SIP Data Feed. 

NASDAQ OMX PHLX LLC ..................................................... Direct Feed ............................................ SIP Data Feed. 

NASDAQ Stock Market LLC ................................................... Direct Feed ............................................ SIP Data Feed. 

New York Stock Exchange LLC ............................................. Direct Feed ............................................ SIP Data Feed. 

NYSE MKT LLC ...................................................................... Direct Feed ............................................ SIP Data Feed. 

As noted above, at the time of the July 

2014 Data Feed Filing, the Exchange 

was using the SIP Data Feed for BATS 

Y-Exchange, Inc. and NYSE MKT LLC. 

The Exchange has since changed its data 

sources for those markets, and as 

reflected above, now uses the Direct 

Feed as the primary source for those 

markets. 

The Exchange further proposes to 

specify in new Commentary .02 to Rule 

7.37 that the Exchange receives data 

feeds directly from broker dealers for 

purposes of routing interest pursuant to 

NYSE Arca Equities Rule 7.37(d)(2). 

2. Statutory Basis 

The proposed rule change is 

consistent with section 6(b) of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’),12 in general, and furthers the 

objectives of section 6(b)(5),13 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. The Exchange believes 

that the proposed rule change removes 

impediments to and perfects the 

mechanism of a free and open market 

because it provides enhanced 

transparency to better assess the quality 

of an exchange’s execution and routing 

services. 

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 change is not designed to 

address any competitive issue but rather 

would provide the public and investors 

with information about which data 

feeds the Exchange uses for execution 

and routing decisions. 

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 

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 for 30 days from the date on 

which it was filed, or such shorter time 

as the Commission may designate, the 

proposed rule change has become 

effective pursuant to section 19(b)(3)(A) 

of the Act 14 and Rule 19b–4(f)(6) 

thereunder.15

A proposed rule change filed 

pursuant to Rule 19b–4(f)(6) under the 

Act 16 normally does not become 

operative for 30 days after the date of its 

filing. However, Rule 19b–4(f)(6)(iii) 17

permits the Commission to 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. The Exchange stated that waiver 

of the operative delay will permit the 

Exchange to immediately provide the 

enhanced transparency in Exchange 

rules. The Commission believes the 

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Federal Register / Vol. 80, No. 44 / Friday, March 6, 2015 / Notices 12223 

18For purposes only of waiving the 30-day 

operative delay, the Commission has also 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

15 U.S.C. 78c(f). 19 17 CFR 200.30–3(a)(12). 

waiver of the operative delay is 

consistent with the protection of 

investors and the public interest. 

Therefore, the Commission hereby 

waives the operative delay and 

designates the proposal operative upon 

filing.18

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. If the 

Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or 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– 

NYSEARCA–2015–11 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–NYSEARCA–2015–11. 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 the 

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– 

NYSEARCA–2015–11 and should be 

submitted on or before March 27, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–05163 Filed 3–5–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE., Washington, DC 

20549–2736. 

Extension: 

Form N–4; SEC File No. 270–282, OMB 

Control No. 3235–0318. 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501 et seq.), the Securities 

and Exchange Commission (the 

‘‘Commission’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

The collection of information is 

entitled: ‘‘Form N–4 (17 CFR 239.17b) 

under the Securities Act of 1933 and (17 

CFR 274.11c) under the Investment 

Company Act of 1940, registration 

statement of separate accounts 

organized as unit investment trust.’’ 

Form N–4 is the form used by insurance 

company separate accounts organized as 

unit investment trusts that offer variable 

annuity contracts to register as 

investment companies under the 

Investment Company Act of 1940 (15 

U.S.C. 80a–1 et seq.) and/or to register 

their securities under the Securities Act 

of 1933 (15 U.S.C. 77a et seq.). Section 

5 of the Securities Act (15 U.S.C. 77e) 

requires the filing of a registration 

statement prior to the offer of securities 

to the public and that the registration 

statement be effective before any 

securities are sold, and Section 8 of the 

Investment Company Act (15 U.S.C. 

80a–8) provides for the registration of 

investment companies. Pursuant to 

Form N–4, separate accounts organized 

as unit investment trusts that offer 

variable annuity contracts provide 

investors with a prospectus and a 

statement of additional information 

covering essential information about a 

separate account. Section 5(b) of the 

Securities Act requires that investors be 

provided with a prospectus containing 

the information required in a 

registration statement prior to or at the 

time of sale or delivery of securities. 

The purpose of Form N–4 is to meet 

the filing and disclosure requirements of 

the Securities Act and the Investment 

Company Act and to enable filers to 

provide investors with information 

necessary to evaluate an investment in 

a security. The information required to 

be filed with the Commission permits 

verification of compliance with 

securities law requirements and assures 

the public availability and 

dissemination of the information. 

The estimated annual number of 

filings on Form N–4 is 210 initial 

registration statements and 1,443 posteffective amendments. The estimated 

average number of portfolios per filing 

is one, both for initial registration 

statements and post-effective 

amendments on Form N–4. 

Accordingly, the estimated number of 

portfolios referenced in initial Form N– 

4 filings annually is 210 and the 

estimated number of portfolios 

referenced in post-effective amendment 

filings on Form N–4 annually is 1,443. 

The estimate of the annual hour burden 

for Form N–4 is approximately 278.5 

hours per initial registration statement 

and 197.25 hours per post-effective 

amendment, for a total of 343,116.75 

hours ((210 initial registration 

statements x 278.5 hours) + (1,443 posteffective amendments × 197.25 hours)). 

The current estimated annual cost 

burden for preparing an initial Form N– 

4 filing is $23,013 per portfolio and the 

current estimated annual cost burden 

for preparing a post-effective 

amendment filing on Form N–4 is 

$21,813 per portfolio. The Commission 

estimates that, on an annual basis, 210 

portfolios will be referenced in initial 

Form N–4 filings and 1,443 portfolios 

will be referenced in post-effective 

amendment filings on Form N–4. Thus, 

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