103030 Federal Register / Vol. 89, No. 243 / Wednesday, December 18, 2024 / Notices 

25 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4The CRD system is the central licensing and 

registration system for the U.S. securities industry. 

The CRD system enables individuals and firms 

seeking registration with multiple states and selfregulatory organizations to do so by submitting a 

single form, fingerprint card and a combined 

payment of fees to FINRA. Through the CRD 

system, FINRA maintains the qualification, 

employment and disciplinary histories of registered 

associated persons of broker-dealers. Certain of the 

regulatory fees provided in the Price List are 

collected and retained by FINRA via the CRD 

system for the registration of employees of member 

organizations of the Exchange that are not FINRA 

members. These fees would be excluded from direct 

debiting. 

5See NYSE American Rule 41 (Collection of and 

Failure to Pay Exchange Fees); NYSE Arca Rule 3.7 

(Dues, Fees and Charges); NYSE Chicago Article 7, 

Rule 11 (Fixing and Payng Fees and Charges; NYSE 

National Rule 2.9 (Dues, Assessments and Other 

Charges). See also, e.g., Members Exchange Rule 

15.3(a) (Collection of Exchange Fees and Other 

Claims and Billing Policy); Investors Exchange Rule 

15.120 (Collection of Exchange Fees and Other 

Claims and Billing Policy); The Nasdaq Stock 

Market LLC Equity 7, Section 70 (Collection of 

Exchange Fees and Other Claims and Billing 

Policy); Nasdaq BX, Inc. Equity 7, Section 111 

(Collection of Exchange Fees and Other Claims and 

Billing Policy); and Nasdaq PHLX Equity 7, Section 

2 (Collection of Exchange Fees and Other Claims). 

The Exchange’s current billing disputes policy is set 

forth under ‘‘I’’ of the General section in its Price 

List, available at https://www.nyse.com/publicdocs/ 

nyse/markets/nyse/NYSE_Price_List.pdf, and 

provides that all fee disputes must be submitted no 

later than sixty days after receipt of a billing 

invoice. This proposed change does not modify or 

rescind the Exchange’s billing disputes policy, and 

that policy would continue to apply to all billing 

disputes. 

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 (https://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 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–SAPPHIRE–2024–40 and should be 

submitted on or before January 8, 2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.25

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–29925 Filed 12–17–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101900; File No. SR–NYSE– 

2024–79] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend Rule 

309 

December 12, 2024. 

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

Securities Exchange Act of 1934 

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

notice is hereby given that on December 

10, 2024, New York Stock Exchange 

LLC (‘‘NYSE’’ or 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 selfregulatory organization. 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 

The Exchange proposes to amend 

Rule 309 to permit direct debiting of 

undisputed or final fees or other sums 

due the Exchange by member 

organizations with one or more equity 

trading licenses and each applicant for 

an equities trading license. The 

proposed rule change is available on the 

Exchange’s website at www.nyse.com, at 

the principal office of the Exchange, 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 

self-regulatory organization 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 those 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 parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to amend 

Rule 309 (Failure to Pay Exchange Fees) 

to permit direct debiting of undisputed 

or final fees or other sums due to the 

Exchange by member organizations with 

one or more equity trading licenses and 

each applicant for an equities trading 

license. 

Rule 309 currently governs failure to 

pay Exchange fees, except for fines 

levied in connection with a disciplinary 

action governed by Rule 8320 of the 

Exchange’s disciplinary rules or failure 

to make timely payment of trading 

license fee installments as governed by 

Rule 300(h). 

The Exchange proposes to require 

member organizations that hold an 

equities trading license, and each 

applicant for an equities trading license, 

to provide one or more clearing account 

numbers that correspond to an 

account(s) at the National Securities 

Clearing Corporation (‘‘NSCC’’) for 

purposes of permitting the Exchange to 

collect through direct debit any 

undisputed or final fees and/or other 

sums due to the Exchange. The 

Exchange would, however, permit a 

member organization or applicant for a 

trading license to opt-out of the 

requirement to provide NSCC clearing 

account numbers and establish 

alternative payment arrangements. In 

addition, consistent with current Rule 

309, the proposed change would not 

apply to disciplinary fines or monetary 

sanctions governed by Rule 8320 or 

failures to make payment of trading 

license fees governed by Rule 300(h). 

The proposed rule would also not apply 

to regulatory fees related to the Central 

Registration Depository (‘‘CRD system’’), 

which are collected by the Financial 

Industry Regulatory Authority, Inc. 

(‘‘FINRA’’).4 The proposed change is 

based on the rules of the Exchange’s 

affiliates NYSE American LLC (‘‘NYSE 

American’’), NYSE Arca, Inc. (‘‘NYSE 

Arca’’), NYSE Chicago, Inc. (‘‘NYSE 

Chicago’’), NYSE National, Inc. (‘‘NYSE 

National’’) as well as the rules of other 

exchanges.5


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Federal Register / Vol. 89, No. 243 / Wednesday, December 18, 2024 / Notices 103031 

6As discussed below, if a member organization 

disputes an invoice, the Exchange would not 

include the disputed amount in the automatic debit 

if the member organization has disputed the 

amount in writing to the Exchange by the 15th of 

the month, or the following business day if the 15th 

is not a business day, and the disputed amount is 

at least $10,000 or greater. As a practical matter, the 

Exchange would not send a file to the NSCC until 

the proposed time in Rule 309 for a member 

organization to dispute an invoice subject to 

automatic debit has passed. 

7See note 5, supra. 

8See note 5, supra. 

9 15 U.S.C. 78f(b). 

10 15 U.S.C. 78f(b)(5). 

11See note 5, supra. 

Under the proposal, the Exchange 

would send a monthly invoice to each 

equities member organization, generally 

on the 5th business day of each month 

as is currently the practice, for the debit 

amount due to the Exchange for the 

prior month. The Exchange would also 

send files to NSCC each month by the 

11th business day of the month in order 

to initiate the debit of the amount due 

to the Exchange as provided for in the 

prior month’s invoice.6 The Exchange 

anticipates that NSCC will process the 

debits on the day it receives the file or 

the following business day. Because 

member organizations would be 

provided with an invoice approximately 

1 week before the debit date, member 

organizations will have adequate time to 

contact the Exchange with any 

questions concerning the invoice. If a 

member organization disagrees with the 

invoice in whole or in part, the 

Exchange would not commence the 

debit for the disputed amount until the 

dispute is resolved. Specifically, the 

Exchange would not include the 

disputed amount (or the entire invoice 

if it is not feasible to identify the 

disputed amounts) in the NSCC debit 

amount where the member organization 

provides written notification of the 

dispute to the Exchange by the later of 

the 15th of the month, or the following 

business day if the 15th is not a 

business day, and the amount in dispute 

is at least $10,000 or greater. 

Following receipt of the file from the 

Exchange, NSCC would proceed to debit 

the amounts indicated from the account 

of the member organization that clears 

the applicable transactions (‘‘Clearing 

Member Organization,’’ i.e., either a 

member organization that is selfclearing or another member organization 

that provides clearing services on behalf 

of the member organization) and 

disburse such amounts to the Exchange. 

Where a member organization clears 

through another member organization, 

the Exchange understands that the 

estimated transaction fees owed to the 

Exchange are typically debited by the 

Clearing Member Organization on a 

daily basis using daily transaction detail 

reports provided by the Exchange to the 

Clearing Member Organization in order 

to ensure adequate funds have been 

escrowed. The Exchange notes that it is 

proposing to permit a member 

organization to designate one or more 

clearing account numbers that 

correspond to an account(s) at NSCC to 

permit member organizations that clear 

through multiple different clearing 

accounts to set up the billing process 

with the Exchange in a manner that is 

most efficient for internal reconciliation 

and billing purposes of the member 

organization. 

The Exchange believes that the 

proposed debiting process would 

provide an efficient method of 

collecting undisputed or final fees and/ 

or sums due to the Exchange consistent 

with the practice on its affiliated 

exchanges and other exchanges.7

Moreover, the Exchange believes that it 

is reasonable to permit member 

organizations and applicants for equities 

trading licenses to opt-out of the 

requirement to provide an NSCC 

account number to permit direct 

debiting and instead establish 

alternative payment arrangements. 

Finally, the Exchange believes that it is 

also reasonable to provide for a $10,000 

limitation on pre-debit billing disputes 

since it would be inefficient to delay a 

direct debit for a de minimis amount. 

Member organizations would still be 

able to dispute billing amounts that are 

less than $10,000 pursuant to the billing 

policy set forth in the Price List.8

To effectuate this change, the 

Exchange would add ‘‘Collection of 

and’’ before ‘‘Failure to Pay Exchange 

Fees’’ in the heading of Rule 309. The 

Exchange would also add the following 

new subsection (a) to Rule 309 

(italicized): 

(a) Collection of Exchange Fees. Each 

member organization that has one or more 

equity trading licenses, and each applicant 

for an equities trading license, shall be 

required to provide one or more clearing 

account numbers that correspond to an 

account(s) at the National Securities Clearing 

Corporation (‘‘NSCC’’) for purposes of 

permitting the Exchange to collect through 

direct debit any undisputed or final fees and/ 

or other sums due to the Exchange; provided, 

however, that a member organization or 

applicant may request to opt-out of the 

requirement to provide an NSCC clearing 

account number and establish alternative 

payment arrangements. If a member 

organization disputes an invoice, the 

Exchange will not include the disputed 

amount in the debit if the member has 

disputed the amount in writing to the 

Exchange by the 15th of the month, or the 

following business day if the 15th is not a 

business day, and the amount in dispute is 

at least $10,000 or greater. The Exchange will 

not debit fees related to the CRD system set 

forth in the NYSE Price List, which are 

collected and retained by FINRA. 

The current two paragraphs of Rule 

309 would become new subsection (b), 

which would be titled ‘‘Failure to Pay 

Exchange Fees.’’ 

2. Statutory Basis 

The proposed rule change is 

consistent with Section 6(b) of the Act,9

in general, and furthers the objectives of 

Section 6(b)(5),10 in particular, because 

it is 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 

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. Specifically, the 

Exchange believes that the proposed 

direct debit process would provide 

member organizations with an efficient 

process to pay undisputed or final fees 

and/or sums due to the Exchange. 

The Exchange believes that the 

proposal to debit NSCC accounts 

directly is reasonable because it would 

ease the administrative burden on 

member organizations of paying 

monthly invoices and avoiding overdue 

balances, and would provide efficient 

collection from all member 

organizations who owe monies to the 

Exchange. Moreover, the Exchange 

believes that the minimum time frame 

provided to member organizations to 

dispute invoices is reasonable and 

adequate to enable member 

organizations to identify potentially 

erroneous charges. In addition, the 

Exchange believes that the $10,000 

limitation on pre-debit billing disputes 

is reasonable because it would be 

inefficient to delay a direct debit for a 

de minimis amount. The same $10,000 

limitation is in place on exchanges that 

have adopted direct debit rules.11

Member organizations will still be able 

to dispute billing amounts that are less 

than $10,000 pursuant to the Exchange’s 

Price List. Finally, the Exchange 

believes that it is reasonable to permit 

member organizations or applicants to 

request to opt-out of the requirement to 

provide NSCC account information and 

instead establish alternative payment 

arrangements with the Exchange. 


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103032 Federal Register / Vol. 89, No. 243 / Wednesday, December 18, 2024 / Notices 

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

13 17 CFR 240.19b–4(f)(6). 

14 15 U.S.C. 78s(b)(3)(A)(iii). 

15 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6)(iii) requires a self-regulatory organization to 

give the Commission written notice of its intent to 

file the proposed rule change, along with a brief 

description and text of the proposed rule change, 

at least five business days prior to the date of filing 

of the proposed rule change, or such shorter time 

as designated by the Commission. The Exchange 

has satisfied this requirement. 

16 15 U.S.C. 78s(b)(2)(B). 17 17 CFR 200.30–3(a)(12). 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. The 

proposed rule change would apply 

uniformly to all member organizations 

that have one or more trading licenses 

and to all applicants for equities trading 

licenses, and will not disproportionately 

burden or otherwise impact any single 

member organization. 

The Exchange does not believe that 

the proposal will create an intermarket 

burden on competition since the 

Exchange will only debit fees (other 

than de minimis fees below $10,000) 

that are undisputed by the member 

organization and member organizations 

will have a reasonable opportunity to 

dispute the fees both before and after 

the direct debit process. In addition, 

member organizations will have a 

reasonable opportunity to opt-out of the 

requirement to provide clearing account 

information and instead adopt 

alternative payment arrangements. 

The Exchange also does not believe 

that the proposal will create an 

intramarket burden on competition, 

since the proposed direct debit process 

will be applied equally to all member 

organizations. Moreover, other 

exchanges (including the Exchange’s 

affiliates) utilize a similar process which 

the Exchange believes is generally 

familiar to member organizations. 

Consequently, the Exchange does not 

believe that the proposal raises any new 

or novel issues that have not been 

previously considered by the 

Commission in connection with direct 

debit and billing policies of other 

exchanges. Further, this proposal is 

expected to provide a cost savings to the 

Exchange in that it would alleviate 

administrative processes related to the 

collection of monies owed to the 

Exchange. In addition, the debiting 

process would mitigate against member 

organization accounts becoming 

overdue. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were solicited 

or received with respect to the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The Exchange has filed the proposed 

rule change pursuant to Section 

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

19b–4(f)(6) thereunder.13 Because the 

foregoing proposed rule change does 

not: (i) significantly affect the protection 

of investors or the public interest; (ii) 

impose any significant burden on 

competition; and (iii) become operative 

for 30 days from the date on which it 

was filed, or such shorter time as the 

Commission may designate, it has 

become effective pursuant to Section 

19(b)(3)(A)(iii) of the Act 14 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.15

At any time within 60 days of the 

filing of such 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 shall institute proceedings 

under Section 19(b)(2)(B) 16 of the Act 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 (https://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include file number SR– 

NYSE–2024–79 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–NYSE–2024–79. 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 (https://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 

a.m. and 3 p.m. Copies of the filing also 

will be available for inspection and 

copying at the principal office of the 

Exchange. Do not include personal 

identifiable information in submissions; 

you should submit only information 

that you wish to make available 

publicly. We may redact in part or 

withhold entirely from publication 

submitted material that is obscene or 

subject to copyright protection. All 

submissions should refer to file number 

SR–NYSE–2024–79 and should be 

submitted on or before January 8, 2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.17

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–29927 Filed 12–17–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–329, OMB Control No. 

3235–0371] 

Proposed Collection; Comment 

Request; Extension: Rule 15a–6 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736. 

Notice is hereby given that pursuant 

to the Paperwork Reduction Act of 1995 

(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the 

Securities and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the existing collection of information 

provided for in Rule 15a–6, (17 CFR 

240.15a–6), under the Securities 

Exchange Act of 1934 (15 U.S.C. 78a et 


khammond on DSK9W7S144PROD with NOTICES