18472 Federal Register / Vol. 80, No. 65 / Monday, April 6, 2015 / Notices 

9 15 U.S.C. 78s(b)(3)(A). 

10 17 CFR 240.19b–4(f). 11 17 CFR 200.30–3(a)(12). 

1The Securities Act requires the delivery of 

prospectuses to investors who buy securities from 

an issuer or from underwriters or dealers who 

participate in a registered distribution of securities. 

See Securities Act sections 2(a)(10), 4(1), 4(3), 5(b) 

[15 U.S.C. 77b(a)(10), 77d(1), 77d(3), 77e(b); see 

also rule 174 under the Securities Act (17 CFR 

230.174) (regarding the prospectus delivery 

obligation of dealers); rule 15c2–8 under the 

Securities Exchange Act of 1934 (17 CFR 240.15c2– 

8) (prospectus delivery obligations of brokers and 

dealers). 

2Rule 154 permits the householding of 

prospectuses that are delivered electronically to 

investors only if delivery is made to a shared 

electronic address and the investors give written 

consent to householding. Implied consent is not 

permitted in such a situation. See rule 154(b)(4). 

3See Rule 154(c). 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing change has become 

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

of the Act,9 and paragraph (f) 10 of Rule 

19b–4, thereunder. 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– 

NASDAQ–2015–030 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–NASDAQ–2015–030. 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 

offices 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– 

NASDAQ–2015–030, and should be 

submitted on or before April 27, 2015. 

For the Commission, by the Division 

of Trading and Markets, pursuant to 

delegated authority.11

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–07883 Filed 4–3–15; 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: Rule 154; SEC File No. 

270–438, OMB Control No. 3235–0495. 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(44 U.S.C. 3501–3520), the Securities 

and Exchange Commission 

(‘‘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 federal securities laws generally 

prohibit an issuer, underwriter, or 

dealer from delivering a security for sale 

unless a prospectus meeting certain 

requirements accompanies or precedes 

the security. Rule 154 (17 CFR 230.154) 

under the Securities Act of 1933 (15 

U.S.C. 77a) (the ‘‘Securities Act’’) 

permits, under certain circumstances, 

delivery of a single prospectus to 

investors who purchase securities from 

the same issuer and share the same 

address (‘‘householding’’) to satisfy the 

applicable prospectus delivery 

requirements.1 The purpose of rule 154 

is to reduce the amount of duplicative 

prospectuses delivered to investors 

sharing the same address. 

Under rule 154, a prospectus is 

considered delivered to all investors at 

a shared address, for purposes of the 

federal securities laws, if the person 

relying on the rule delivers the 

prospectus to the shared address, 

addresses the prospectus to the 

investors as a group or to each of the 

investors individually, and the investors 

consent to the delivery of a single 

prospectus. The rule applies to 

prospectuses and prospectus 

supplements. Currently, the rule 

permits householding of all 

prospectuses by an issuer, underwriter, 

or dealer relying on the rule if, in 

addition to the other conditions set forth 

in the rule, the issuer, underwriter, or 

dealer has obtained from each investor 

written or implied consent to 

householding.2 The rule requires 

issuers, underwriters, or dealers that 

wish to household prospectuses with 

implied consent to send a notice to each 

investor stating that the investors in the 

household will receive one prospectus 

in the future unless the investors 

provide contrary instructions. In 

addition, at least once a year, issuers, 

underwriters, or dealers relying on rule 

154 for the householding of 

prospectuses relating to open-end 

management investment companies that 

are registered under the Investment 

Company Act of 1940 (‘‘mutual funds’’) 

must explain to investors who have 

provided written or implied consent 

how they can revoke their consent.3

Preparing and sending the notice and 

the annual explanation of the right to 

revoke are collections of information. 

The rule allows issuers, underwriters, 

or dealers to household prospectuses if 

certain conditions are met. Among the 

conditions with which a person relying 

on the rule must comply are providing 

notice to each investor that only one 

prospectus will be sent to the household 


tkelley on DSK4VPTVN1PROD with NOTICES
Federal Register / Vol. 80, No. 65 / Monday, April 6, 2015 / Notices 18473 

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

2 17 CFR 240.19b–4. 

3See Mary Jo White, Chair, Commission, Speech 

at the Sandler O’Neill & Partners, L.P. Global 

Exchange and Brokerage Conference (June 5, 2014), 

available at http://www.sec.gov/News/Speech/

Detail/Speech/1370542004312. 

and, in the case of issuers that are 

mutual funds, providing to each 

investor who consents to householding 

an annual explanation of the right to 

revoke consent to the delivery of a 

single prospectus to multiple investors 

sharing an address. The purpose of the 

notice and annual explanation 

requirements of the rule is to ensure that 

investors who wish to receive 

individual copies of prospectuses are 

able to do so. 

Although rule 154 is not limited to 

mutual funds, the Commission believes 

that it is used mainly by mutual funds 

and by broker-dealers that deliver 

prospectuses for mutual funds. The 

Commission is unable to estimate the 

number of issuers other than mutual 

funds that rely on the rule. 

The Commission estimates that, as of 

March 2015, there are approximately 

1,640 mutual funds, approximately 410 

of which engage in direct marketing and 

therefore deliver their own 

prospectuses. Of the approximately 410 

mutual funds that engage in direct 

marketing, the Commission estimates 

that approximately half of these mutual 

funds (205) (i) do not send the implied 

consent notice requirement because 

they obtain affirmative written consent 

to household prospectuses in the fund’s 

account opening documentation; or (ii) 

do not take advantage of the 

householding provision because of 

electronic delivery options which lessen 

the economic and operational benefits 

of rule 154 when compared with the 

costs of compliance. Therefore, the 

Commission estimates that each directmarketed fund will spend an average of 

20 hours per year complying with the 

notice requirement of the rule, for a total 

of 4,100 hours. Of the 410 mutual funds 

that engage in direct marketing, the 

Commission estimates that 

approximately seventy-five percent 

(308) of these funds will each spend 1 

hour complying with the annual 

explanation of the right to revoke 

requirement of the rule, for a total of 308 

hours. The Commission estimates that 

there are approximately 200 brokerdealers that carry customer accounts 

and, therefore, may be required to 

deliver mutual fund prospectuses. The 

Commission estimates that each affected 

broker-dealer will spend, on average, 

approximately 20 hours complying with 

the notice requirement of the rule, for a 

total of 4,000 hours. Each broker-dealer 

will also spend 1 hour complying with 

the annual explanation of the right to 

revoke requirement, for a total of 200 

hours. Therefore, the total number of 

respondents for rule 154 is 507 (307 

mutual funds plus 200 broker-dealers), 

and the estimated total hour burden is 

approximately 8,608 hours (4,408 hours 

for mutual funds plus 4,200 hours for 

broker-dealers). 

The estimate of average burden hours 

is made solely for the purposes of the 

Paperwork Reduction Act, and is not 

derived from a comprehensive or even 

a representative survey or study of the 

costs of Commission rules and forms. 

Written comments are invited on: (a) 

Whether the collections of information 

are necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information has practical utility; (b) the 

accuracy of the Commission’s estimate 

of the burden of the collections of 

information; (c) ways to enhance the 

quality, utility, and clarity of the 

information collected; and (d) ways to 

minimize the burden of the collections 

of information on respondents, 

including through the use of automated 

collection techniques or other forms of 

information technology. Consideration 

will be given to comments and 

suggestions submitted in writing within 

60 days of this publication. 

Please direct your written comments 

to 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. 

Dated: March 31, 2015. 

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–07752 Filed 4–3–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74617; File No. SR–BX– 

2015–015] 

Self-Regulatory Organizations; 

NASDAQ OMX BX Inc.; Notice of 

Proposed Rule Change To Amend and 

Restate Certain Rules That Govern the 

NASDAQ OMX BX Equities Market 

March 31, 2015. 

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

Securities Exchange Act of 1934 

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

notice is hereby given that on March 20, 

2015, NASDAQ OMX BX, Inc. 

(‘‘Exchange’’ or ‘‘BX’’) 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 

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 

BX proposes to amend and restate 

certain BX rules that govern the 

NASDAQ OMX BX Equities Market in 

order to provide a clearer and more 

detailed description of certain aspects of 

its functionality. The text of the 

proposed rule change is available at 

nasdaq.cchwallstreet.com, at the 

Exchange’s principal office, 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, BX 

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. BX 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 

The Exchange proposes to amend and 

restate certain Exchange rules that 

govern the NASDAQ OMX BX Equities 

Market in order to provide a clearer and 

more detailed description of certain 

aspects of its functionality. The 

proposed rule change is responsive to 

the request of Commission Chair White 

that each self-regulatory organization 

(‘‘SRO’’) conduct a comprehensive 

review of each order type offered to 

members, and how it operates in 

practice.3 The Exchange believes that its 

current rules and other public 

disclosures provide a comprehensive 

description of the operation of the 

NASDAQ OMX BX Equities Market, so 

that members and the investing public 

have an accurate understanding of its 

market structure. Nevertheless, the 

Exchange has concluded that a 

restatement of certain rules will further 

enhance their clarity. In particular, the 

Exchange believes that providing 


tkelley on DSK4VPTVN1PROD with NOTICES