Federal Register / Vol. 87, No. 31 / Tuesday, February 15, 2022 / Notices 8621 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Release No. 52851 

(November 29, 2005), 70 FR 72480 (December 5, 

2005) (SR–CBOE–2005–84). 

email, if an email address is listed for 

the relevant applicant below, or 

personally or by mail, if a physical 

address is listed for the relevant 

applicant below. Hearing requests 

should be received by the Commission 

by 5:30 p.m. on March 7, 2022, and 

should be accompanied by proof of 

service on applicants, in the form of an 

affidavit or, for lawyers, a certificate of 

service. Pursuant to rule 0–5 under the 

Act, hearing requests should state the 

nature of the writer’s interest, any facts 

bearing upon the desirability of a 

hearing on the matter, the reason for the 

request, and the issues contested. 

Persons who wish to be notified of a 

hearing may request notification by 

emailing the Commission’s Secretary. 

ADDRESSES: The Commission: 

Secretarys-Office@sec.gov. Applicants: 

John J. O’Brien, Morgan Lewis & 

Bockius LLP, john.obrien@

morganlewis.com; Earl A. Lariscy, 

DoubleLine ETF Trust, earl.lariscy@

doubleline.com. 

FOR FURTHER INFORMATION CONTACT: 

Christopher D. Carlson, Senior Counsel, 

or Trace W. Rakestraw, Branch Chief, at 

(202) 551–6825 (Division of Investment 

Management, Chief Counsel’s Office). 

SUPPLEMENTARY INFORMATION: For 

applicants’ representations, legal 

analysis, and conditions, please refer to 

applicants’ amended application, dated 

February 2, 2022, which may be 

obtained via the Commission’s website 

by searching for the file number, using 

the Company name box, at http://

www.sec.gov/search/search.htm, or by 

calling (202) 551–8090. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–03153 Filed 2–14–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94201; File No. SR–CBOE– 

2022–004] 

Self-Regulatory Organizations; Cboe 

Exchange, Inc.; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Amend Its Fees 

Schedule 

February 9, 2022. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on February 

1, 2022, Cboe Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘Cboe Options’’) 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 

Cboe Exchange, Inc. (the ‘‘Exchange’’ 

or ‘‘Cboe Options’’) proposes to amend 

its Fees Schedule. The text of the 

proposed rule change is provided in 

Exhibit 5. 

The text of the proposed rule change 

is also available on the Exchange’s 

website (http://www.cboe.com/ 

AboutCBOE/CBOELegal

RegulatoryHome.aspx), at the 

Exchange’s Office of the Secretary, 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 

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 

The Exchange proposes to amend its 

Fees Schedule to update the Index 

License Surcharge fee for transactions in 

Dow Jones Industrial Average Index 

(‘‘DJX’’) options and to make certain 

clarifying and corrective changes in the 

Fees Schedule, effective February 1, 

2022. 

The Exchange proposes to increase 

the Index License Surcharge fee 

currently applicable to orders executed 

in DJX options in Rate Table— 

Underlying Symbol List A. The 

Exchange currently assesses an Index 

License Surcharge fee of $0.10 per 

contract for non-Customer orders 

executed in DJX options. The proposed 

rule change increases the Index License 

Surcharge fee applicable to orders 

executed in DJX options from $0.10 per 

contract to $0.12 per contract. The 

Exchange notes that the Index License 

Surcharge fee in place for DJX options 

is designed to recoup some of the costs 

associated with the licenses for this 

index.3 The Exchange has recently 

renewed its license arrangements for its 

DJX index license and, as a result, the 

proposed rule change amends the Index 

License Surcharge fee for DJX options in 

order to continue to offset some of the 

costs associated with the license for the 

index in light of the renewal of the 

license. 

The proposed rule change also makes 

certain clarifying and corrective changes 

to the Fees Schedule. The proposed rule 

change removes language in the Floor 

Broker Trading Surcharge table related 

to the requirement that a Floor Broker 

Trading Permit Holder submit the SPX 

Tier Appointment Fee Exclusion for 

Multi-Class Broad-Based Index Spread 

Transactions Form within three 

business days of execution of the 

applicable spread transaction(s) in order 

to receive the SPX Surcharge waiver for 

Floor Broker Trading Permit Holders 

who only execute SPX (including 

SPXW) options transactions as part of 

multi-class broad-based index spread 

transactions. Manual submission of 

such form by Floor Broker Trading 

Permit Holders is no longer necessary as 

the Exchange has automated the process 

for documenting such transactions for 

Floor Broker Trading Permit Holders. 

The proposed rule change makes a 

clarifying change regarding MarketMaker Floor Permit Holders that execute 

contracts in SPX/SPXW in the MarketMaker Tier Appointment Fees table. 

Specifically, the proposed rule change 

adds that the SPX Surcharge will not be 

assessed to a Market-Maker Floor Permit 

Holder who only executes SPX 

(including SPXW) options transactions 

as part of multi-class broad-based index 

spread transactions. In 2019, the 

Exchange restructured its Fees Schedule 

in connection with a technology 

migration. The SPX Surcharge waiver 

provision in connection with MarketMaker Floor Permit Holders existed in 

the Fees Schedule prior to its 2019 

restructuring; however, the Exchange 

inadvertently did not include this 

waiver provision in the restructured 

Fees Schedule. The Exchange notes that 

the same waiver provision related to 

Floor Broker Trading Permit Holders (as 


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8622 Federal Register / Vol. 87, No. 31 / Tuesday, February 15, 2022 / Notices 

4 15 U.S.C. 78f(b). 

5 15 U.S.C. 78f(b)(5). 6 15 U.S.C. 78f(b)(4). 

7See Cboe Global Markets U.S. Options Market 

Volume Summary, Month-to-Date (January 26, 

2022), available at https://www.cboe.com/us/ 

options/market_statistics/. 8See Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005). 

described above) was correctly carried 

over into the restructured Fees Schedule 

upon the technology migration. As such, 

the proposed rule change corrects this 

inadvertent omission and clarifies that 

the waiver continues to apply to MarketMaker Floor Permit Holders today. 

The proposed rule change lastly 

amends footnote 5, which is appended 

to the Floor Brokerage Fees table. 

Currently, footnote 5 provides that floor 

brokerage fees are charged to the 

executing broker. To be eligible for the 

discounted ‘‘crossed’’ rate, the executing 

broker acronym and executing firm 

number must be the same on both the 

buy and sell side of an order. The 

Exchange proposes to update footnote 5 

to provide that in order to be eligible for 

the crossed rate, both the executing 

broker acronym and Executing Firm ID 

(‘‘EFID’’) must be the same on both the 

buy and sell side of an order. 

Particularly, upon the 2019 technology 

migration, the Exchange adopted (and 

codified in its Rulebook) EFIDs, which 

the System uses to identify the TPH and 

the clearing number for the execution of 

orders and quotes submitted to the 

System with that EFID. Indeed, since 

the 2019 technology migration, the 

Exchange’s billing system looks for the 

same executing broker acronym and 

EFID to be on both the buy and sell side 

of an order, in determining whether an 

order qualifies for the ‘‘crossed’’ rate. 

Accordingly, the proposed rule change 

now updates the reference to ‘‘executing 

firm number’’ in footnote 5 to reflect 

‘‘EFID’’. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.4 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 5 requirements that the rules of 

an exchange be 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 regulating, clearing, settling, 

processing information with respect to, 

and 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. 

Additionally, the Exchange believes the 

proposed rule change is consistent with 

Section 6(b)(4) of the Act,6 which 

requires that Exchange rules provide for 

the equitable allocation of reasonable 

dues, fees, and other charges among its 

Trading Permit Holders and other 

persons using its facilities. 

The Exchange believes that it is 

reasonable to increase the amount of the 

Index License Surcharge fee for orders 

in DJX options as the proposed increase 

is consistent with the purpose of such 

surcharge fee—it is intended to continue 

to help recoup some of the costs 

associated with the license for DJX 

index products in light of recently 

renewed license arrangements between 

the Exchange and the DJX index 

provider. The proposed Index License 

Surcharge fee is also equitable and not 

unfairly discriminatory because the 

surcharge fee will continue to be 

assessed uniformly for all non-Customer 

orders in DJX options. 

The Exchange believes the proposed 

rule changes (1) to remove language 

related to the requirement that a Floor 

Broker Trading Permit Holder manually 

submit the SPX Tier Appointment Fee 

Exclusion for Multi-Class Broad-Based 

Index Spread Transactions Form (as the 

process is now automated), (2) to correct 

an inadvertent omission regarding the 

SPX Surcharge waiver for Market-Maker 

Floor Permit Holders that execute multiclass broad-based index spread 

transactions in SPX/SPXW and (3) to 

reflect an Exchange-defined term in 

footnote 5, are reasonable, equitable and 

not unfairly discriminatory because they 

do not change any of the fees or rebates 

assessed by the Exchange, but rather are 

clarifying changes intended to more 

accurately reflect the Exchange’s current 

billing processes, thereby increasing 

transparency in the Fees Schedule and 

alleviating any potential investor 

confusion. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule changes will impose 

any burden on intramarket or 

intermarket competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

Exchange does not believe that the 

proposed rule change in connection 

with the DJX Index License Surcharge 

fee will impose any burden on 

intramarket competition because it 

applies uniformly to all similarly 

situated TPHs in a uniform manner (i.e., 

to all non-Customer executions in DJX 

options). The Exchange does not believe 

that the proposed change in connection 

with the DJX Index License Surcharge 

fee will impose any burden on 

intermarket competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act because the 

proposed amendment to the DJX Index 

License Surcharge fee applies only to an 

Exchange proprietary product, which is 

traded exclusively on Cboe Options and 

Cboe-affiliated options exchanges. In 

addition to this, the Exchange does not 

believe that the proposed rule changes 

to remove language related to an 

obsolete requirement, to correct an 

inadvertent omission, and to reflect a 

defined term will impose any burden on 

intramarket or intermarket competition 

that is not necessary or appropriate in 

furtherance of the purposes of the Act 

because the proposed rule changes 

merely provide clarifications in the Fees 

Schedule that are designed to more 

accurately reflect current billing 

processes, thereby increasing 

transparency in the Fees Schedule and 

reducing potential confusion without 

having any impact on competition. 

Additionally, the Exchange notes that 

it operates in a highly competitive 

market. TPHs have numerous 

alternative venues that they may 

participate on and direct their order 

flow, including 15 other options 

exchanges, as well as off-exchange 

venues, where competitive products are 

available for trading. Based on publicly 

available information, no single options 

exchange has more than 15% of the 

market share.7 Therefore, no exchange 

possesses significant pricing power in 

the execution of option order flow. 

Indeed, participants can readily choose 

to send their orders to other exchange, 

and, additionally off-exchange venues, 

if they deem fee levels at those other 

venues to be more favorable. Moreover, 

the Commission has repeatedly 

expressed its preference for competition 

over regulatory intervention in 

determining prices, products, and 

services in the securities markets. 

Specifically, in Regulation NMS, the 

Commission highlighted the importance 

of market forces in determining prices 

and SRO revenues and, also, recognized 

that current regulation of the market 

system ‘‘has been remarkably successful 

in promoting market competition in its 

broader forms that are most important to 

investors and listed companies.’’ 8 The 

fact that this market is competitive has 

also long been recognized by the courts. 

In NetCoalition v. Securities and 


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Federal Register / Vol. 87, No. 31 / Tuesday, February 15, 2022 / Notices 8623 

9NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. Cir. 

2010) (quoting Securities Exchange Act Release No. 

59039 (December 2, 2008), 73 FR 74770, 74782–83 

(December 9, 2008) (SR–NYSEArca–2006–21)). 

10 15 U.S.C. 78s(b)(3)(A). 

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

Exchange Commission, the D.C. Circuit 

stated as follows: ‘‘[n]o one disputes 

that competition for order flow is 

‘fierce.’ . . . As the SEC explained, ‘[i]n 

the U.S. national market system, buyers 

and sellers of securities, and the brokerdealers that act as their order-routing 

agents, have a wide range of choices of 

where to route orders for execution’; 

[and] ‘no exchange can afford to take its 

market share percentages for granted’ 

because ‘no exchange possesses a 

monopoly, regulatory or otherwise, in 

the execution of order flow from broker 

dealers’. . . .’’.9 Accordingly, the 

Exchange does not believe its proposed 

fee change imposes 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 

The Exchange neither solicited nor 

received comments on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

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

of the Act 10 and paragraph (f) of Rule 

19b–4 11 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. If the 

Commission takes such action, the 

Commission will institute proceedings 

to determine whether the proposed rule 

change 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– 

CBOE–2022–004 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–CBOE–2022–004. 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 website (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 website 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. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–CBOE–2022–004 and 

should be submitted on or before March 

8, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.12

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–03138 Filed 2–14–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

34500; 812–15231] 

Advisors Series Trust and Semper 

Capital Management, L.P. 

February 9, 2022. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice. 

Notice of an application under section 

6(c) of the Investment Company Act of 

1940 (‘‘Act’’) for an exemption from 

section 15(a) of the Act, as well as from 

certain disclosure requirements in rule 

20a–1 under the Act, Item 19(a)(3) of 

Form N–1A, Items 22(c)(1)(ii), 

22(c)(1)(iii), 22(c)(8) and 22(c)(9) of 

Schedule 14A under the Securities 

Exchange Act of 1934, and sections 6– 

07(2)(a), (b), and (c) of Regulation S–X 

(‘‘Disclosure Requirements’’). 

SUMMARY OF APPLICATION: The requested 

exemption would permit Applicants (as 

defined below) to enter into and 

materially amend subadvisory 

agreements with subadvisers without 

shareholder approval and would grant 

relief from the Disclosure Requirements 

as they relate to fees paid to the 

subadvisers. 

APPLICANTS: Advisors Series Trust 

(‘‘Trust’’), a Delaware statutory trust 

registered under the Act as an open-end 

management investment company with 

multiple series, including Semper 

Brentview Dividend Growth Equity 

Fund (the ‘‘Fund’’), and Semper Capital 

Management, L.P., a Delaware limited 

partnership registered as an investment 

adviser under the Investment Advisers 

Act of 1940 that serves an investment 

adviser to the Fund (collectively with 

the Trust, the ‘‘Applicants’’). 

FILING DATES: The application was filed 

on May 19, 2021 and amended on 

August 13, 2021 and November 12, 

2021. 

HEARING OR NOTIFICATION OF HEARING: 

An order granting the requested relief 

will be issued unless the Commission 

orders a hearing. Interested persons may 

request a hearing on any application by 

emailing the Commission’s Secretary at 

Secretarys-Office@sec.gov and serving 

the Applicants with a copy of the 

request by email, if an email address is 

listed for the relevant Applicant below, 

or personally or by mail, if a physical 

address is listed for the relevant 

Applicant below. Hearing requests 

should be received by the Commission 

by 5:30 p.m. on March 7, 2022, and 

should be accompanied by proof of 

service on the Applicants, in the form 


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