Federal Register / Vol. 87, No. 47 / Thursday, March 10, 2022 / Notices 13781 

3See Securities Exchange Act Release No. 92839 

(September 1, 2021), 86 FR 50408. Comments 

received on the proposal are available on the 

Commission’s website at: https://www.sec.gov/ 

comments/sr-nyse-2021-42/srnyse202142.htm. 4 15 U.S.C. 78s(b)(2). 

5See Securities Exchange Act Release No. 93222, 

86 FR 55671 (October 6, 2021). The Commission 

designated December 7, 2021 as the date by which 

the Commission shall approve or disapprove, or 

institute proceedings to determine whether to 

approve or disapprove, the proposed rule change. 6 15 U.S.C. 78s(b)(2)(B). 

7See Securities Exchange Act Release No. 93714, 

86 FR 70150 (Dec. 9, 2021). 8 15 U.S.C. 78s(b)(2). 

9See supra note 3. 

10 15 U.S.C. 78s(b)(2). 

11 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 93699 

(December 1, 2021), 86 FR 69337 (December 7, 

2021) (‘‘Notice’’). 

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

5See Securities Exchange Act Release No. 94011 

(January 20, 2022), 87 FR 4097 (January 26, 2022). 

6See Letter from Howard Meyerson, Managing 

Director, Financial Information Forum, to Vanessa 

A. Countryman, Secretary, SEC, dated December 23, 

2021 (‘‘FIF Letter’’); Letter from Chris Killian, 

Managing Director, Securitization and Credit, 

Securities Industry and Financial Markets 

Association, to Vanessa A. Countryman, Secretary, 

SEC, dated December 28, 2021 (‘‘SIFMA Letter’’); 

Letter from Michael Grogan, V.P. & Head of US 

Fixed Income Trading—Investment Grade, Dwayne 

Middleton, V.P. & Heading of Fixed Income 

Trading, Brian Rubin, V.P. & Head of US Fixed 

Income Trading—Below Investment Grade, and 

Jonathan Siegal, V.P. & Senior Legal Counsel— 

Legislative & Regulatory Affairs, T. Rowe Price, to 

Vanessa A. Countryman, Secretary, SEC, dated 

December 30, 2021 (‘‘T. Rowe Price Letter’’). 

7 In Amendment No. 1, FINRA revised the 

proposal to remove any requirements relating to 

delayed Treasury spot trades so that it can further 

consider this issue, and responded to comments 

relating to the portfolio trade aspects of the 

proposal. Amendment No. 1 to the proposed rule 

change is available at https://www.sec.gov/ 

comments/sr-finra-2021-030/srfinra2021030.htm. 

8The FIMSAC is a federal advisory committee 

formed in November 2017 to provide the 

Commission with advice and recommendations on 

matters related to fixed income market structure. 

See https://www.sec.gov/files/fimsac-charter.pdf. 

9See FIMSAC, Recommendation Regarding 

Additional TRACE Reporting Indicators for 

Corporate Bond Trades (February 10, 2020), 

available at: https://www.sec.gov/spotlight/fixedincome-advisory-committee/fimsac-additionaltrace-flags-recommendation.pdf. 

acquisition company and spin off the 

new acquisition company to its 

shareholders in certain situations. The 

proposed rule change was published for 

comment in the Federal Register on 

September 8, 2021.3

On September 30, 2021, 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 3, 

2021, the Commission instituted 

proceedings under Section 19(b)(2)(B) of 

the Exchange Act 6 to determine 

whether to approve or disapprove the 

proposed rule change.7

Section 19(b)(2) of the Act 8 provides 

that, after initiating proceedings, the 

Commission shall issue an order 

approving or disapproving the proposed 

rule change not later than 180 days after 

the date of publication of notice of filing 

of the proposed rule change. The 

Commission may extend the period for 

issuing an order approving or 

disapproving the proposed rule change, 

however, by not more than 60 days if 

the Commission determines that a 

longer period is appropriate and 

publishes the reasons for such 

determination. The proposed rule 

change was published for comment in 

the Federal Register on September 8, 

2021.9 The 180th day after publication 

of the proposed rule change is March 7, 

2022. The Commission is extending the 

time period for approving or 

disapproving the proposed rule change 

for an additional 60 days. 

The Commission finds that it is 

appropriate to designate a longer period 

within which to issue an order 

approving or disapproving the proposed 

rule change so that it has sufficient time 

to consider the proposed rule change 

and the comments that have been 

submitted in connection therewith. 

Accordingly, the Commission, pursuant 

to Section 19(b)(2) of the Act,10

designates May 6, 2022, as the date by 

which the Commission shall either 

approve or disapprove the proposed 

rule change (File No. SR–NYSE–2021– 

42). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–05024 Filed 3–9–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94365; File No. SR–FINRA– 

2021–030] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing of 

Amendment No. 1 and Order 

Approving a Proposed Rule Change, 

as Modified by Amendment No. 1, 

Relating to TRACE Reporting of 

Corporate Bond Trades That Are Part 

of a Larger Portfolio Trade 

March 4, 2022. 

I. Introduction 

On November 22, 2021, the Financial 

Industry Regulatory Authority, Inc. 

(‘‘FINRA’’) 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 require 

members to append a modifier to a 

corporate bond trade that is part of a 

larger portfolio trade when reporting to 

FINRA’s Trade Reporting and 

Compliance Engine (‘‘TRACE’’). The 

proposed rule change was published for 

comment in the Federal Register on 

December 7, 2021.3 On January 20, 

2022, 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

The Commission received three 

comments on the proposal.6 On March 

4, 2022, FINRA filed Amendment No. 1 

to the proposed rule change.7 The 

Commission is publishing notice of 

Amendment No. 1 and approving the 

proposed rule change, as modified by 

Amendment No. 1, on an accelerated 

basis. 

II. Description of the Proposed Rule 

Change, as Modified by Amendment 

No. 1 

For purposes of the proposed rule 

change, FINRA considers a ‘‘portfolio 

trade’’ to be a trade between two parties 

for a basket of corporate bonds at a 

single aggregate price for the entire 

basket. FINRA rules do not allow for 

reporting of a single portfolio trade with 

an aggregated price. Instead, a member 

firm must report to TRACE a trade for 

each individual bond in the portfolio 

with an attributed dollar price for each 

bond. FINRA believes that, in many 

cases, the reported price for each bond 

in a portfolio trade is in line with the 

bond’s current market price, while in 

other cases the attributed price reported 

for an individual bond might deviate 

from its current market price. 

In 2020, the Commission’s Fixed 

Income Market Structure Advisory 

Committee (‘‘FIMSAC’’) 8 approved a 

recommendation that FINRA amend the 

TRACE reporting rules to require 

members to identify corporate bond 

trades that are part of a portfolio trade.9

Accordingly, FINRA is proposing to 

add new paragraph (d)(4)(H) to Rule 

6730 to require a member to append a 

designated modifier if reporting a 

transaction in a corporate bond that: (i) 

Is executed between only two parties; 


khammond on DSKJM1Z7X2PROD with NOTICES
13782 Federal Register / Vol. 87, No. 47 / Thursday, March 10, 2022 / Notices 

10The FIMSAC recommended a size threshold for 

portfolio trades of at least 30 unique issuers. In the 

Notice, FINRA stated that it was proposing a lower 

size threshold—ten rather than 30—believing that 

the lower threshold would provide greater 

informational benefits to market participants by 

capturing a greater number of transactions that 

satisfy the other conditions the rule. 

11 In the Notice, FINRA stated its belief that using 

the number of issues, rather than the number of 

issuers, would provide a simpler and more effective 

way to identify portfolio trades for purposes of the 

proposed rule change. 

12 In approving this proposed rule change, the 

Commission has considered the proposed rule’s 

impact on efficiency, competition, and capital 

formation. See 15 U.S.C. 78c(f). 

13 15 U.S.C. 78o–3(b)(6). 

14See, e.g., Rule 6730(d)(4)(B) (requiring 

members to append a trade report modifier if the 

price of the transaction is determined using a 

weighted average price method); Rule 6730(d)(4)(F) 

(requiring members to append a trade report 

modifier where a trade report does not reflect either 

a commission, mark-up, or mark-down). 

15SIFMA Letter at 1. 

16See T. Rowe Price Letter at 1. 

17For example, one commenter sought guidance 

on the meaning of ‘‘single aggregate price’’ for the 

entire basket as used in proposed Rule 

6730(d)(4)(H)(iii). See SIFMA Letter at 2–3. FINRA 

responded that, where the parties to a trade 

aggregate individual prices obtained from a pricing 

list or service without further negotiation, it would 

not be considered within the scope of the rule. 

Another commenter asked whether the TRACE 

system will validate whether the counterparties to 

a trade consistently identify a trade as being part 

of a portfolio trade. See FIF Letter at 3. FINRA 

stated that the portfolio trade modifier will not be 

part of the TRACE system’s matching logic. 

18See SIFMA Letter at 2 (supporting the change 

to base the definition on the number of issues rather 

than the number of issuers and stating, with regard 

to lowering the numerical threshold from 30 to ten 

issues: ‘‘We do not have a consensus view on the 

number, however, we would point out that as the 

number of securities in the basket gets lower, our 

members believe it is less likely that any individual 

security traded would be off market’’). 

(ii) involves a basket of corporate bonds 

of at least ten 10 unique issues; 11 and 

(iii) has a single agreed price for the 

entire basket. The new portfolio trade 

modifier would be disseminated 

through TRACE, together with other 

information about the transaction, 

immediately upon receipt of a 

transaction report. FINRA will publish 

the specific format for the new portfolio 

trade modifier in the TRACE technical 

specifications. FINRA also has 

represented that it will publish a 

Regulatory Notice announcing the 

effective date of the proposed rule 

change no later than 90 days following 

Commission approval, and the effective 

date will be no later than 365 days 

following publication of the Regulatory 

Notice. 

The Notice also included proposed 

requirements relating to TRACE 

reporting of a delayed Treasury spot 

trade, defined by FINRA in the Notice 

to mean a transaction in a corporate 

bond that occurs on the basis of a spread 

to a benchmark U.S. Treasury Security, 

where the agreed-upon spread is later 

converted to a dollar price by ‘‘spotting’’ 

the benchmark U.S. Treasury Security at 

a designated time. As discussed further 

below, FINRA amended the proposed 

rule change to remove the provisions 

relating to delayed Treasury spot trades. 

III. Discussion and Commission 

Findings 

After careful review, the Commission 

finds that the proposed rule change, as 

modified by Amendment No. 1, is 

consistent with the requirements of the 

Act and the rules and regulations 

thereunder applicable to a national 

securities association.12 In particular, 

the Commission finds that the proposed 

rule change is consistent with Section 

15A(b)(6) of the Act,13 which requires, 

among other things, that FINRA’s rules 

be designed to prevent fraudulent and 

manipulative acts and practices; 

promote just and equitable principles of 

trade; foster cooperation and 

coordination with persons engaged in 

regulating, clearing, settling, processing 

information with respect to, and 

facilitating transactions in securities; 

remove impediments to and perfect the 

mechanism of a free and open market 

and a national market system; and, in 

general, protect investors and the public 

interest. 

The proposal appears reasonably 

designed to improve transparency for 

portfolio trades, and the individual 

components thereof, without imposing 

undue burdens on members who report 

these trades and who must report other 

TRACE modifiers under FINRA rules.14

Requiring a TRACE modifier for each 

corporate bond transaction that is part 

of a portfolio trade will allow market 

participants and other market observers 

to know that the price reported for that 

transaction might not reflect the price 

for the individual bond if it were 

individually negotiated. The 

Commission also believes that the 

criteria for defining the scope of 

portfolio trades for which the modifier 

must be used, as set forth in new 

paragraph (d)(4)(H) of Rule 6730, are 

reasonably designed to facilitate 

implementation of the proposed rule 

change. 

No issues were raised by commenters 

that would preclude Commission 

approval of this proposed rule change. 

Although one commenter stated that 

‘‘the incremental benefit to transparency 

of this flag is somewhat limited,’’ 15

another commenter broadly supported 

the proposal for a portfolio trade 

modifier to increase transparency.16

Commenters also requested certain 

clarifications to the proposal, which 

FINRA provided in Amendment No. 

1.17 One commenter noted the changes 

between the FINRA proposal and the 

FIMSAC recommendation but did not 

raise an objection to those changes.18

Finally, issues raised by commenters 

pertaining to the proposed requirements 

relating to delayed Treasury spot trades 

are moot in light of Amendment No. 1. 

IV. Solicitation of Comments on 

Amendment No. 1 to the Proposed Rule 

Change 

Interested persons are invited to 

submit written data, views, and 

arguments concerning whether 

Amendment No. 1 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– 

FINRA–2021–030 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–FINRA–2021–030. 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 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 FINRA. 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 


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Federal Register / Vol. 87, No. 47 / Thursday, March 10, 2022 / Notices 13783 

19 15 U.S.C. 78s(b)(2). 20 Id. 21 17 CFR 200.30–3(a)(12). 

submissions. You should submit only 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR–FINRA– 

2021–030, and should be submitted on 

or before March 31, 2022. 

V. Accelerated Approval of Proposed 

Rule Change, as Modified by 

Amendment No. 1 

The Commission finds good cause to 

approve the proposed rule change, as 

modified by Amendment No. 1, prior to 

the thirtieth day after the date of 

publication of notice of the filing of 

Amendment No. 1 in the Federal 

Register. In Amendment No. 1, FINRA 

removed all provisions relating to 

delayed Treasury spot trades. In doing 

so, FINRA noted that it would 

‘‘continue to consider whether any 

potential alternative to the proposed 

approach may better meet FINRA’s 

regulatory objectives in this area.’’ The 

parts of the proposed rule change 

relating to the modifier for corporate 

bond transactions that are part of a 

larger portfolio trade remain identical to 

those noticed for comment, to which 

commenters had opportunity to respond 

and have in fact responded. Therefore, 

the Commission finds good cause, 

pursuant to Section 19(b)(2) of the 

Act,19 to approve the proposed rule 

change, as modified by Amendment No. 

1, on an accelerated basis. 

VI. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(2) of the Act,20 that the 

proposed rule change (SR–FINRA– 

2021–030), as modified by Amendment 

No. 1, be, and hereby is, approved on an 

accelerated basis. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.21

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–05021 Filed 3–9–22; 8:45 am] 

BILLING CODE 8011–01–P 

SOCIAL SECURITY ADMINISTRATION 

[Docket No: SSA–2022–0012] 

Agency Information Collection 

Activities: Proposed Request 

The Social Security Administration 

(SSA) publishes a list of information 

collection packages requiring clearance 

by the Office of Management and 

Budget (OMB) in compliance with 

Public Law 104–13, the Paperwork 

Reduction Act of 1995, effective October 

1, 1995. This notice includes revisions 

of OMB-approved information 

collections. 

SSA is soliciting comments on the 

accuracy of the agency’s burden 

estimate; the need for the information; 

its practical utility; ways to enhance its 

quality, utility, and clarity; and ways to 

minimize burden on respondents, 

including the use of automated 

collection techniques or other forms of 

information technology. Mail, email, or 

fax your comments and 

recommendations on the information 

collection(s) to the OMB Desk Officer 

and SSA Reports Clearance Officer at 

the following addresses or fax numbers. 

(OMB), Office of Management and 

Budget, Attn: Desk Officer for SSA, 

Comments: https://www.reginfo.gov/ 

public/do/PRAMain. Submit your 

comments online referencing Docket 

ID Number [SSA–2022–0012]. 

(SSA), Social Security Administration, 

OLCA, Attn: Reports Clearance 

Director, 3100 West High Rise, 6401 

Security Blvd., Baltimore, MD 21235, 

Fax: 410–966–2830, Email address: 

OR.Reports.Clearance@ssa.gov. 

Or you may submit your comments 

online through https://www.reginfo.gov/ 

public/do/PRAMain, referencing Docket 

ID Number [SSA–2022–0012]. 

The information collections below are 

pending at SSA. SSA will submit them 

to OMB within 60 days from the date of 

this notice. To be sure we consider your 

comments, we must receive them no 

later than May 9, 2022. Individuals can 

obtain copies of the collection 

instruments by writing to the above 

email address. 

1. Certificate of Responsibility for 

Welfare and Care of Child Not in 

Applicant’s Custody—20 CFR 404.330, 

404.339–404.341 and 404.348– 

404.349—0960–0019. SSA uses Form 

SSA–781 to determine if non-custodial 

parents who file for spouse, mother’s, 

father’s, or surviving divorced mother’s 

or father’s benefits based on having a 

child in their care, meet the child-incare requirements. The child-in-care 

provision requires claimants to have an 

entitled child under age 16 or disabled 

in their care. The respondents are 

applicants for spouse’s; mother’s; 

father’s; or surviving divorced mother’s 

or father’s Social Security benefits. 

Type of Request: Revision of an OMBapproved information collection. 

Modality of completion Number of 

respondents 

Frequency of 

response 

Average 

burden per 

response 

(minutes) 

Estimated 

total annual 

burden 

(hours) 

Average 

theoretical 

hourly cost 

amount 

(dollars) * 

Average wait 

time in field 

office or for 

teleservice 

centers 

(minutes) ** 

Total annual 

opportunity 

cost 

(dollars) *** 

SSA–781 ....................................................... 390 1 5 33 * $27.07 ** 21 *** $4,602 

* We based this figure on the average U.S. worker’s hourly wages, as reported by Bureau of Labor Statistics data (https://www.bls.gov/oes/current/oes_nat.htm#00- 

0000). 

** We based this figure by averaging the average FY 2022 wait times for field offices and teleservice centers, based on SSA’s current management information 

data. 

*** This figure does not represent actual costs that SSA is imposing on recipients of Social Security payments to complete this application; rather, these are theoretical opportunity costs for the additional time respondents will spend to complete the application. There is no actual charge to respondents to complete the 

application. 

2. Child Relationship Statement—20 

CFR 404.355 and 404.731—0960–0116. 

To help determine a child’s entitlement 

to Social Security benefits, SSA uses 

criteria under Section 216(h)(3) of the 

Social Security Act (Act), deemed child 

provision. SSA may deem a child to an 

insured individual if: (1) The insured 

individual presents SSA with 

satisfactory evidence of parenthood, and 

was living with or contributing to the 

child’s support at certain specified 

times; or (2) the insured individual (a) 

acknowledged the child in writing; (b) 

was court decreed as the child’s parent; 

or (c) was court ordered to support the 

child. To obtain this information, SSA 

uses Form SSA–2519, Child 

Relationship Statement. The 

respondents are people with knowledge 

of the relationship between certain 

individuals filing for Social Security 

benefits and their alleged biological 

children. 

Type of Request: Revision of an OMBapproved information collection. 


khammond on DSKJM1Z7X2PROD with NOTICES