Federal Register / Vol. 80, No. 61 / Tuesday, March 31, 2015 / Notices 17121 

12 15 U.S.C. 78s(b)(3)(A). 

13 17 CFR 240.19b–4(f)(4)(i). 14 17 CFR 200.30–3(a)(12). 

competition not necessary or 

appropriate in furtherance of the 

purpose of the Act. The proposed rule 

change imposes certain informational 

requirements on Clearing Members, in 

order to ensure that ICE Clear Europe is 

in compliance with FATCA and 

implementing U.K. regulations and 

guidance. The amendments would 

apply to all Clearing Members. ICE Clear 

Europe does not believe that the 

amendments would adversely affect the 

ability of Clearing Members or other 

market participants generally to engage 

in cleared transactions or to access 

clearing, adversely affect competition 

among Clearing Members, adversely 

affect the market for clearing services or 

limit market participants’ choices for 

clearing transactions. To the extent that 

compliance with the amendments will 

result in any additional cost for Clearing 

Member or other market participants, 

ICE Clear Europe believes that such cost 

results from the requirements mandated 

by FATCA and implementing 

regulations. As a result, ICE Clear 

Europe does not believe that the 

proposed amendments will impose any 

burden on competition not 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 relating to the 

proposed rule change to the rules have 

not been solicited or received. ICE Clear 

Europe will notify the Commission of 

any written comments received by ICE 

Clear Europe. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective upon filing pursuant to Section 

19(b)(3)(A) of the Act 12 and Rule 19b– 

4(f)(4)(i).13 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. 

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– 

ICEEU–2015–006 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–ICEEU–2015–006. 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 

filings will also be available for 

inspection and copying at the principal 

office of ICE Clear Europe and on ICE 

Clear Europe’s Web site at https://

www.theice.com/clear-europe/

regulation. 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–ICEEU– 

2015–006 and should be submitted on 

or before April 21, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.14

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–07258 Filed 3–30–15; 8:45 am] 

BILLING CODE 8011–01P 

SECURITIES AND EXCHANGE 

COMMISSION 

Submission for OMB Review; 

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: 

Regulation BTR, SEC File No. 270–521, 

OMB Control No. 3235–0579. 

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 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget this 

request for extension of the previously 

approved collection of information 

discussed below. 

Regulation Blackout Trade Restriction 

(‘‘Regulation BTR’’) (17 CFR 245.100– 

245.104) clarifies the scope and 

application of Section 306(a) of the 

Sarbanes-Oxley Act of 2002 (‘‘Act’’) (15 

U.S.C. 7244(a)). Section 306(a)(6) [15 

U.S.C.7244(a)(6)] of the Act requires an 

issuer to provide timely notice to its 

directors and executive officers and to 

the Commission of the imposition of a 

blackout period that would trigger the 

statutory trading prohibition of Section 

306(a)(1) [15 U.S.C. 7244(a)(1)]. Section 

306(a) of the Act prohibits any director 

or executive officer of an issuer of any 

equity security, directly or indirectly, 

from purchasing, selling or otherwise 

acquiring or transferring any equity 

security of that issuer during any 

blackout period with respect to such 

equity security, if the director or 

executive officer acquired the equity 

security in connection with his or her 

service or employment. The information 

provided under Regulation BTR is 

mandatory and is available to the 

public. Approximately 1,230 issuers file 

Regulation BTR notices approximately 5 

times a year for a total of 6,150 

responses. We estimate that it takes 

approximately 2 hours to prepare the 

blackout notice for a total annual 

burden of 2,460 hours. The issuer 

prepares 75% of the 2,460 annual 

burden hours for a total reporting 

burden of (1,230 × 2 hrs × 0.75) 1,845 

hours. In addition, we estimate that an 

issuer distributes a notice to five 

directors and executive officers at an 

estimated 5 minutes per notice (1,230 

blackout period × 5 notices × 5 minutes) 

for a total reporting burden of 512 

hours. The combined annual reporting 

burden is (1,845 hours + 512 hours) 

2,357 hours. 


asabaliauskas on DSK5VPTVN1PROD with NOTICES
17122 Federal Register / Vol. 80, No. 61 / Tuesday, March 31, 2015 / Notices 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(2). 

5See SR–BOX–2015–03. As noted in the VPR 

Filing, certain aspects of the Program require 

changes to the company governance documents, 

including the acquisition of equity ownership and 

any right related to such ownership, are contingent 

upon Commission approval of a separate company 

governance proposed rule change, which has yet to 

be filed. 

6The Industry ADV for a period is calculated by 

multiplying (i) two (2) times (ii) the quotient of (A) 

the aggregate number of cleared U.S. options 

transactions executed on a U.S. national exchange 

or facility thereof in U.S. listed securities on trading 

days during the period, as reported by the Options 

Clearing Corporation (‘‘OCC’’), divided by (B) the 

number of trading days during the period. A 

‘‘trading day’’ is generally any day on which the 

BOX market is open for business, subject to certain 

qualifications to be defined in the Members 

Agreement. Certain industry transactions are 

excluded from the calculation of Industry ADV as 

described on pages 9—10 of 49 of the VPR Filing. 

7Each VPR also includes 8.5 unvested new Class 

C Membership Units of Holdings. See page 5 of 49 

of the VPR Filing. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to, a collection of information 

unless it displays a currently valid 

control number. 

The public may view the background 

documentation for this information 

collection at the following Web site, 

www.reginfo.gov . Comments should be 

directed to: (i) Desk Officer for the 

Securities and Exchange Commission, 

Office of Information and Regulatory 

Affairs, Office of Management and 

Budget, Room 10102, New Executive 

Office Building, Washington, DC 20503, 

or by sending an email to: Shagufta_

Ahmed@omb.eop.gov; and (ii) Pamela 

Dyson, Director/Chief Information 

Officer, Securities and Exchange 

Commission, c/o Remi Pavlik-Simon, 

100 F Street NE., Washington, DC 20549 

or send an email to: PRA_Mailbox@

sec.gov. Comments must be submitted to 

OMB within 30 days of this notice. 

Dated: March 25, 2015. 

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–07251 Filed 3–30–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74576; File No. SR–BOX– 

2015–16] 

Self-Regulatory Organizations; BOX 

Options Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

a Proposed Rule Change To Clarify 

Certain Statements Made in SR–BOX– 

2015–03, a Proposed Rule Change 

Filed by the Exchange on January 9, 

2015 

March 25, 2015. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’) 1 and Rule 19b–4 thereunder,2

notice is hereby given that on March 16, 

2015, BOX Options Exchange LLC (the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission (the 

‘‘Commission’’) the proposed rule 

change as described in Items I, II, and 

III below, which Items have been 

prepared by the Exchange. The 

Exchange filed the proposed rule change 

pursuant to Section 19(b)(3)(A)(ii) of the 

Act,3 and Rule 19b–4(f)(2) thereunder,4

which renders the proposal effective 

upon filing with the Commission. 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 the Substance 

of the Proposed Rule Change 

The Exchange is filing with the 

Securities and Exchange Commission 

(‘‘Commission’’) a proposed rule change 

to clarify certain statements made in 

SR–BOX–2015–03, a rule change filed 

by the Exchange on January 9, 2015, to 

implement an equity rights program (the 

‘‘VPR Filing’’). There are no proposed 

changes to any rule text. 

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 

Exchange 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. The 

Exchange 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 

On January 9, 2015, the Exchange 

filed the VPR Filing to implement an 

equity rights program (the ‘‘VPR 

Program’’).5 As provided on page 4 of 49 

of the VPR Filing, Subscribers in the 

VPR Program have the right to acquire 

equity in, and receive distributions 

from, BOX Holdings Group LLC 

(‘‘Holdings’’), an affiliate of the 

Exchange, in exchange for the 

achievement of certain order flow 

volume commitment thresholds on the 

Exchange over a period of five (5) years 

(and a nominal initial cash payment). 

Specifically, each Volume Performance 

Right (‘‘VPR’’) issued to Subscribers 

under the VPR Program includes an 

average daily transaction volume 

commitment (‘‘VPR Volume 

Commitment’’) with respect to 

Qualifying Contract Equivalents (as 

defined on page 6 of 49 of the VPR 

Filing) equal to 0.0055% of the Industry 

ADV 6 for a total of five (5) years.7 The 

calculation of a Contract Equivalent 

depends on the type of account that 

sends the order flow to BOX, each of 

which has a predetermined ratio 

assigned to it under the Program: Public 

Customer (0.71), Market Maker (1.10), 

Broker/Dealer (1.35) and Professional 

Customer (1.35). This predetermined 

ratio is then multiplied by the quantity 

of options contracts executed by the 

Subscriber on BOX for the Subscriber’s 

own or customer account over a certain 

period to determine the number of 

Contract Equivalents attributed to the 

Subscriber for that period. 

In describing how Contract 

Equivalents are calculated in the VPR 

Filing, the Exchange inadvertently used 

the term ‘‘orders’’ to describe the option 

contracts executed by the Subscriber. 

Specifically, on pages 5 and 20–21 of 49 

of the VPR Filing, the Exchange 

explained that the Contract Equivalent 

calculation for each of the four 

categories of account types would be 

based on the quantity of orders 

executed, multiplied by the 

predetermined ratio assigned to each 

category. However, this description was 

intended to convey that, in calculating 

the Contract Equivalent for each of the 

four categories of account types under 

the Program, the Exchange measures the 

number of contracts executed, and then 

multiples the executed contracts by the 

predetermined ratio for the appropriate 

category. Accordingly, if a Subscriber 

were to send a single order of 1,000 

option contracts to the Exchange, and 

all 1,000 option contracts are executed 

on BOX (assuming none are Excluded 

Member Contracts, as defined on pages 

9–10 of the VPR Filing), then the 

number of Contract Equivalents for that 

Subscriber would be calculated by 

multiplying the 1,000 contracts (not the 

single order) by the predetermined ratio 

for the appropriate account type. 

Furthermore, in describing how the 

Contract Equivalent ratio was 

determined for each of the four account 

type categories under the Program, the 

Exchange noted, on pages 6, 16, and 20– 


asabaliauskas on DSK5VPTVN1PROD with NOTICES