22242 Federal Register / Vol. 80, No. 76 / Tuesday, April 21, 2015 / Notices 

27 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 73141 

(Sept. 18, 2014), 79 FR 57161 (‘‘Notice’’). 

4 15 U.S.C. 78s(b)(2). 

5See Securities Exchange Act Release No. 73515, 

79 FR 66758 (Nov. 10, 2014). The Commission 

designated a longer period within which to take 

action on the proposed rule change and designated 

December 23, 2014, as the date by which it should 

approve, disapprove, or institute proceedings to 

determine whether to disapprove the proposed rule 

change. 

6 15 U.S.C. 78s(b)(2)(B). 

7See Securities Exchange Act Release No. 73914, 

79 FR 78524 (Dec. 30, 2014) (‘‘Order Instituting 

Proceedings’’). Specifically, the Commission 

instituted proceedings to allow for additional 

analysis of the proposed rule change’s consistency 

with Section 6(b)(5) of the Act, which requires, 

among other things, that the rules of a national 

securities exchange be ‘‘designed to prevent 

fraudulent and manipulative acts and practices, to 

promote just and equitable principles of trade,’’ and 

‘‘to protect investors and the public interest.’’ See 

id., 79 FR at 78530. 

8See id. (soliciting public comment on the 

statements of the Exchange contained in the Notice, 

including the statements made in connection with 

information sharing procedures with respect to 

certain non-U.S. equity security holdings and the 

Exchange’s arguments regarding the applicability of 

the definition of ‘‘Actively-Traded Securities’’ 

under Regulation M (‘‘Reg M’’)). 

9The text of Amendment No. 1, which amends 

and replaces the proposed rule change in its 

entirety, is available on the Exchange’s Web site, at 

the principal office of the Exchange, and at the 

Commission’s Public Reference Room. The text of 

Amendment No. 1 to the proposed rule change is 

also available on the Commission’s Web site. See 

Letter from Martha Redding, Senior Counsel and 

Assistant Secretary, New York Stock Exchange, to 

Kevin M. O’Neill, Deputy Secretary, Commission 

(Jan. 22, 2015), available at http://www.sec.gov/

comments/sr-nysearca-2014–100/nysearca2014100- 

1.pdf. 

10 15 U.S.C. 78s(b)(2). 11See Securities Exchange Act Release No. 74559, 

80 FR 16047 (Mar. 26, 2015). The Commission 

designated a longer period within which to take 

action on the proposed rule change and designated 

May 7, 2015 as the date by which it should 

determine whether to disapprove the proposed rule 

change. See also Securities Exchange Act Release 

No. 74559A (Apr. 13, 2015) (correcting the date by 

which the Commission must take action on 

proceedings to determine whether to disapprove the 

proposed rule change to May 22, 2015). 

12See Amendment No. 2, available at http://

www.sec.gov/comments/sr-nysearca-2014–100/

nysearca2014100-2.pdf. 

13See Notice, supra note 3, at 57162. 

14See supra note 9, at 8. 

15 Id. at 7. According to the Exchange, Depositary 

Receipts are defined to include investments in 

common stock of foreign corporations in the form 

of American Depositary Receipts (‘‘ADRs’’), Global 

Depositary Receipts (‘‘GDRs’’), and European 

Depositary Receipts (‘‘EDRs’’). Depositary Receipts 

are receipts, typically issued by a bank or trust 

NYSEArca–2015–25 and should be 

submitted on or before May 12, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.27

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–09066 Filed 4–20–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74729; File No. SR– 

NYSEArca–2014–100] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing of 

Amendment Nos. 1 and 2 to Proposed 

Rule Change Relating to Listing and 

Trading of Shares of the SPDR SSgA 

Global Managed Volatility ETF Under 

NYSE Arca Equities Rule 8.600 

April 15, 2015. 

On September 5, 2014, NYSE Arca, 

Inc. (‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

list and trade shares (‘‘Shares’’) of the 

SPDR SSgA Global Managed Volatility 

ETF (‘‘Fund’’) under NYSE Arca 

Equities Rule 8.600, which governs the 

listing and trading of Managed Fund 

Shares. The proposed rule change was 

published for comment in the Federal 

Register on September 24, 2014.3 On 

November 4, 2014, pursuant to Section 

19(b)(2) of the Act,4 the Commission 

designated a longer period within which 

to approve the proposed rule change, 

disapprove the proposed rule change, or 

institute proceedings to determine 

whether to disapprove the proposed 

rule change.5 On December 22, 2014, 

the Commission instituted proceedings 

under Section 19(b)(2)(B) of the Act 6 to 

determine whether to approve or 

disapprove the proposed rule change.7

In the Order Instituting Proceedings, the 

Commission solicited responses to 

specified matters related to the 

proposal.8 The Commission received no 

comment letters on the proposed rule 

change. The Exchange subsequently 

filed Amendment No. 1 to the proposed 

rule change on January 20, 2015.9 On 

March 20, 2015, pursuant to Section 

19(b)(2) of the Act,10 the Commission 

designated a longer period for 

Commission action on proceedings to 

determine whether to disapprove the 

proposed rule change.11 On April 7, 

2015, the Exchange filed Amendment 

No. 2 to the proposed rule change.12 The 

Commission is publishing this notice to 

solicit comments from interested 

persons on Amendment Nos. 1 and 2 to 

the proposed rule change. 

I. Description of Amendment No. 1 to 

the Proposed Rule Change 

As noted above, the Exchange filed 

Amendment No. 1 to the proposed rule 

change on January 20, 2015. 

Amendment No. 1 replaced the original 

proposed rule change in its entirety, but 

made only certain, specific changes to 

the proposed rule change as published 

in the Notice. The changes effected by 

Amendment No. 1 are described below. 

First, Amendment No. 1 deletes the 

statement in the original filing that the 

exchange-listed and traded equity 

securities in which the Fund would be 

permitted to invest would be limited to: 

(1) Equity securities that trade in 

markets that are members of the 

Intermarket Surveillance Group (‘‘ISG’’) 

or are parties to a comprehensive 

surveillance sharing agreement 

(‘‘CSSA’’) with the Exchange; or (2) 

‘‘Actively-Traded Securities,’’ as 

defined in Reg M under the Act that are 

traded on U.S. and non-U.S. exchanges 

with last sale reporting.13

Second, Amendment No. 1 replaces 

the deleted language described above 

with the requirement that the Fund’s 

non-U.S. equity securities holdings 

would be subject to quantitative criteria 

that are substantially identical to the 

‘‘generic’’ listing criteria in NYSE Arca 

Equities Rule 5.2(j)(3), Commentary 

.01(a)(B), relating to an index or 

portfolio of U.S. and non-U.S. stocks 

underlying a series of Investment 

Company Units. Specifically, the 

Exchange states that, under normal 

circumstances, the non-U.S. equity 

securities in the Fund’s portfolio would 

be required to meet the following 

criteria at time of purchase: (1) Non-U.S. 

equity securities each shall have a 

minimum market value of at least $100 

million; (2) non-U.S. equity securities 

each shall have a minimum global 

monthly trading volume of 250,000 

shares, or minimum global notional 

volume traded per month of 

$25,000,000, averaged over the last six 

months; (3) the most heavily weighted 

non-U.S. equity security shall not 

exceed 25% of the weight of the Fund’s 

entire portfolio, and, to the extent 

applicable, the five most heavily 

weighted non-U.S. equity securities 

shall not exceed 60% of the weight of 

the Fund’s entire portfolio; and (4) each 

non-U.S. equity security shall be listed 

and traded on an exchange that has lastsale reporting.14

Third, Amendment No. 1 clarifies that 

the Fund’s non-U.S. equity securities 

holdings would be common stocks and 

preferred securities of foreign 

corporations; non-U.S. exchange-traded 

real estate investment trusts; and 

‘‘Depositary Receipts’’ (excluding 

Depositary Receipts that are registered 

under the Act).15


tkelley on DSK3SPTVN1PROD with NOTICES
Federal Register / Vol. 80, No. 76 / Tuesday, April 21, 2015 / Notices 22243 

company, which evidence ownership of underlying 

securities issued by a foreign corporation. For 

ADRs, the depository is typically a U.S. financial 

institution and the underlying securities are issued 

by a foreign issuer. For other Depositary Receipts, 

the depository may be a foreign or a U.S. entity, and 

the underlying securities may have a foreign or a 

U.S. issuer. Depositary Receipts will not necessarily 

be denominated in the same currency as their 

underlying securities. Generally, ADRs, in 

registered form, are designed for use in the U.S. 

securities market, and EDRs, in bearer form, are 

designated for use in European securities markets. 

GDRs are tradable both in the United States and in 

Europe and are designed for use throughout the 

world. The Fund’s portfolio may invest in 

unsponsored Depositary Receipts. The issuers of 

unsponsored Depositary Receipts are not obligated 

to disclose material information in the United 

States, and, therefore, there may be less information 

available regarding such issuers and there may not 

be a correlation between such information and the 

market value of the Depositary Receipts. 

Unsponsored Depositary Receipts will not exceed 

10% of the Fund’s net assets. See Notice, supra note 

3, at 57162, n.10. 

16See Notice, supra note 3, at 57167–57169. 

17See Notice, supra note 3. 

18The ‘‘Portfolio’’ is defined as SSgA Global 

Managed Volatility Portfolio, a separate series of the 

SSgA Master Trust with an identical investment 

objective as the Fund. See Notice, supra note 3, at 

57162. In general, the Portfolio (i.e., the master 

fund) will be where investments will be held, 

which investments will primarily consist of equity 

securities, and may, to a lesser extent, include other 

investments as described under ‘‘Non-Principal 

Investment Policies.’’ The Fund (i.e., the feeder 

fund) will invest in shares of the Portfolio and will 

not invest in investments described under ‘‘NonPrincipal Investment Policies,’’ but may be exposed 

to such investments by means of the Fund’s 

investment in shares of the Portfolio. In 

extraordinary instances, the Fund reserves the right 

to make direct investments in equity securities and 

other investments. See Notice, supra note 3, at id., 

n.11. 

19See supra note 9; see also Notice, supra note 

3, at 57161 n.6 (referring to the Registration 

Statement on Form N–1A relating to the Fund (File 

Nos. 333–173276 and 811–22542)). 

20 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b–4. 

Finally, Amendment No. 1 deletes the 

section in the Notice titled ‘‘Information 

Sharing Procedures,’’ in which the 

Exchange stated that its ability to 

monitor trading in the Fund would not 

be affected by the listing and trading of 

Actively-Traded Securities on non-ISGmember markets, or by the absence of 

CSSAs with markets on which 

‘‘Actively-Traded Securities’’ are listed 

or traded.16

In all other material respects, the 

proposed rule change as set forth in 

Amendment No. 1 is otherwise identical 

to the original proposed rule change set 

forth in the Notice.17

II. Description of Amendment 2 to the 

Proposed Rule Change 

As noted above, the Exchange filed 

Amendment No. 2 to the proposed rule 

change on April 7, 2015. The specific 

changes effected by Amendment No. 2 

are described below. 

First, Amendment No. 2 adds a 

statement to the proposed rule change 

requiring, under normal circumstances, 

the Portfolio 18 to include a minimum of 

20 exchange-listed and -traded equity 

securities. Second, Amendment No. 2 

(a) deletes the statement in the original 

filing that pricing information regarding 

each asset class in which the Fund or 

Portfolio will invest will generally be 

available through nationally recognized 

data service providers through 

subscription arrangements, and (b) 

replaces the deleted language described 

in (a) above with a statement clarifying 

that pricing information regarding each 

asset class in which the Fund or 

Portfolio will invest, including Rule 

144A securities, repurchase agreements, 

reverse repurchase agreements, and 

securities of investment companies 

(other than ETFs registered under the 

1940 Act), will generally be available 

through nationally recognized data 

service providers through subscription 

arrangements. 

Additional information regarding the 

Trust, Fund, Portfolio, and the Shares, 

including investment strategies, risks, 

creation and redemption procedures, 

fees, portfolio holdings disclosure 

policies, trading halts, dissemination 

and availability of information, 

distributions, and taxes can be found in 

Amendment No.1 to the proposed rule 

change and the Registration Statement, 

as applicable.19

III. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the filing, as 

modified by Amendment Nos. 1 and 2, 

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–2014–100 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–2014–100. 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 will also 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–2014–100 and should be 

submitted on or before May 12, 2015. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.20

Brent J. Fields, 

Secretary. 

[FR Doc. 2015–09065 Filed 4–20–15; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–74734; File No. SR–FINRA– 

2015–007] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Waive Trade 

Reporting Fees Under Rule 7710 Due 

to an OTC Reporting Facility Systems 

Issue 

April 15, 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 April 10, 

2015, Financial Industry Regulatory 

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

Securities and Exchange Commission 

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

rule change as described in Items I, II, 

and III below, which Items have been 


tkelley on DSK3SPTVN1PROD with NOTICES