101664 Federal Register / Vol. 89, No. 241 / Monday, December 16, 2024 / Notices 

42 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 80a. 

Exchange could obtain information to 

assist in detecting and deterring 

potential fraud or manipulation. 

Quotation and last-sale information 

regarding the Shares will be 

disseminated through the facilities of 

the CTA. The Trust’s website will also 

include a form of the prospectus for the 

Trust that may be downloaded. The 

website will include the Shares’ ticker 

and CUSIP information, along with 

additional quantitative information 

updated on a daily basis for the Trust. 

The Trust’s website will include (1) 

daily trading volume, the prior Business 

Day’s reported NAV and closing price, 

and a calculation of the premium and 

discount of the closing price or midpoint of the Bid/Ask Price against the 

NAV; and (ii) data in chart format 

displaying the frequency distribution of 

discounts and premiums of the daily 

closing price or Bid/Ask Price against 

the NAV, within appropriate ranges, for 

at least each of the four previous 

calendar quarters. The Trust’s website 

will be publicly available prior to the 

public offering of Shares and accessible 

at no charge. 

Trading in Shares of the Trust will be 

halted if the circuit breaker parameters 

in NYSE Arca Rule 7.12–E have been 

reached or because of market conditions 

or for reasons that, in the view of the 

Exchange, make trading in the Shares 

inadvisable. 

The proposed rule change is designed 

to perfect the mechanism of a free and 

open market and, in general, to protect 

investors and the public interest in that 

it will facilitate the listing and trading 

of a new type of exchange-traded 

product based on the price of bitcoin 

and ether that will enhance competition 

among market participants, to the 

benefit of investors and the marketplace. 

As noted above, the Exchange has in 

place surveillance procedures that are 

adequate to properly monitor trading in 

the Shares in all trading sessions and to 

deter and detect violations of Exchange 

rules and applicable federal securities 

laws. 

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 

Exchange notes that the proposed rule 

change will facilitate the listing and 

trading of a new type of CommodityBased Trust Share based on the price of 

bitcoin and ether that would enhance 

competition among market participants, 

to the benefit of investors and the 

marketplace. 

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 

Within 45 days of the date of 

publication of this notice in the Federal 

Register or within such longer period 

up to 90 days (i) as the Commission may 

designate if it finds such longer period 

to be appropriate and publishes its 

reasons for so finding or (ii) as to which 

the self-regulatory organization 

consents, the Commission will: 

(A) by order approve or disapprove 

the proposed rule change, or 

(B) institute proceedings to determine 

whether the proposed rule change 

should be 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– 

NYSEARCA–2024–104 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–2024–104. 

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–NYSEARCA–2024–104 and should 

be submitted on or before January 6, 

2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.42

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–29469 Filed 12–13–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–232, OMB Control No. 

3235–0225] 

Proposed Collection; Comment 

Request; Extension: Rule 17f–4 

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 

(44 U.S.C. 350l–3520) (the 

‘‘Paperwork Reduction Act’’), the 

Securities and Exchange Commission 

(the ‘‘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. 

Section 17(f) (15 U.S.C. 80a–17(f)) 

under the Investment Company Act of 

1940 (the ‘‘Act’’) 1 permits registered 

management investment companies and 

their custodians to deposit the securities 

they own in a system for the central 

handling of securities (‘‘securities 


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Federal Register / Vol. 89, No. 241 / Monday, December 16, 2024 / Notices 101665 

2As amended in 2003, rule 17f–4 permits any 

registered investment company, including a unit 

investment trust or a face-amount certificate 

company, to use a security depository. See Custody 

of Investment Company Assets With a Securities 

Depository, Investment Company Act Release No. 

25934 (Feb. 13, 2003) (68 FR 8438 (Feb. 20, 2003)). 

The terms ‘‘fund’’ or ‘‘fund series’’ are used in this 

Notice to mean a registered investment company. 

3The estimates regarding the number of funds 

that deal directly with a securities depository, and 

the number of custodians and sub-custodians, are 

derived from Form N–CEN filings received through 

September 30, 2024. In addition, the Commission 

staff estimates the number of possible securities 

depositories by adding the 12 Federal Reserve 

Banks and one active registered clearing agency. 

The Commission staff recognizes that not all these 

entities may currently be acting as a securities 

depository for fund securities. 

4Based on the Commission staff’s historical 

experience, most, if not all funds use depository 

custody arrangements. For purposes of estimating 

the burden of the rule, we assume a fund’s 

custodian or sub-custodian will deal with a 

securities depository in those cases where a fund 

does not deal directly with a securities depository 

itself. 

5The Commission staff assumes that new funds 

relying on 17f–4 would choose to use a custodian 

instead of directly dealing with a securities 

depository because of the high costs associated with 

maintaining an account with a securities 

depository. Thus, new funds would not be subject 

to this condition. 

6Based on Form N–CEN data received as of 

September 30, 2024, the Commission staff estimates 

that there are 13,498 funds, 611 of which deal 

directly with a securities depository. Accordingly, 

the estimated 15 custodians would handle requests 

for reports from 12,887 funds (approximately 859 

fund clients per custodian) and the depositories 

from the remaining 611 funds that choose to deal 

directly with a depository. It is our understanding 

based on staff conversations with industry 

representatives that custodians and depositories 

transmit these reports to clients in the normal 

course of their activities as a good business practice 

regardless of whether they are requested. Therefore, 

for purposes of this PRA estimate, the Commission 

staff assumes that custodians transmit the reports to 

all fund clients. 

7 (12,887 fund clients × 2 reports/year) = 25,754 

transmissions per year. The staff estimates that each 

transmission would take approximately 7 minutes 

for a total of approximately 3,005 hours (7 minutes 

× 25,754 transmissions/60 minutes/hour.) 

8 611 funds who may deal directly with a 

securities depository × 2 reports) = 222 

transmissions. The staff estimates that each 

transmission would take approximately 7 minutes 

for a total of approximately 143 hours (7 minutes 

× 222 transmissions). 

9 3,005 hours for custodians and 143 hours for 

securities depositories. 

10The Commission staff assumes that new funds 

relying on 17f–4 would choose to use a custodian 

instead of directly dealing with a securities 

depository because of the high costs associated with 

maintaining an account with a securities 

depository. Thus new funds would not be subject 

to this condition. 

depositories’’), subject to rules adopted 

by the Commission. 

Rule 17f–4 (17 CFR 270.17f–4) under 

the Act specifies the conditions for the 

use of securities depositories by funds 2

and their custodians. 

The Commission staff estimates that 

639 respondents (including an 

estimated 611 active funds that may 

deal directly with a securities 

depository, an estimated 15 custodians 

and sub-custodians (comprising 7 

custodians and 8 sub-custodians), and 

13 possible securities depositories) 3 are 

subject to the requirements in rule 17f– 

4. To the extent that Rule 17f–4(c)(4) 

provides that a sub-custodian can be 

qualified as a custodian for purposes of 

Rule 17f–4, sub-custodians are included 

as ‘‘custodians’’ in the estimates of 

burden hours and costs. While the rule 

is elective, most, if not all, funds use 

depository custody arrangements.4

Rule 17f–4 contains two general 

conditions. First, a fund’s custodian 

must be obligated, at a minimum, to 

exercise due care in accordance with 

reasonable commercial standards in 

discharging its duty as a securities 

intermediary to obtain and thereafter 

maintain financial assets. If the fund 

deals directly with a depository, the 

depository’s contract or written rules for 

its participants must provide that the 

depository will meet similar obligations. 

All funds that deal directly with 

securities depositories in reliance on 

rule 17f–4 should have either modified 

their contracts with the relevant 

securities depository, or negotiated a 

modification in the securities 

depository’s written rules when the rule 

was amended. Therefore, we estimate 

there is no ongoing burden associated 

with this collection of information.5

Second, the custodian must provide, 

promptly upon request by the fund, 

such reports as are available about the 

internal accounting controls and 

financial strength of the custodian. If a 

fund deals directly with a depository, 

the depository’s contract with or written 

rules for its participants must provide 

that the depository will provide similar 

financial reports. Custodians and 

depositories usually transmit financial 

reports to funds twice each year.6 The 

Commission staff estimates that 15 

custodians spend approximately 3,005 

hours (by support staff) annually in 

transmitting such reports to funds.7 In 

addition, approximately 611 funds deal 

directly with a securities depository and 

may request periodic reports from their 

depository. Commission staff estimates 

that depositories spend approximately 

179 hours (by support staff) annually 

transmitting reports to the 611 funds.8

The total annual burden estimate for 

compliance with rule 17f–4’s reporting 

requirement is therefore 3,148 hours.9

If a fund deals directly with a 

securities depository, rule 17f–4 

requires that the fund implement 

internal control systems reasonably 

designed to prevent an unauthorized 

officer’s instructions (by providing at 

least for the form, content, and means of 

giving, recording, and reviewing all 

officers’ instructions). All funds that 

seek to rely on rule 17f–4 should have 

already implemented these internal 

control systems when the rule was 

amended. Therefore, there is no ongoing 

burden associated with this collection of 

information requirement.10

Based on the foregoing, the 

Commission staff estimates that the total 

annual hour burden of the rule’s 

collection of information requirements 

is 3,148 hours. 

The estimate of average burden hours 

is made solely for the purposes of the 

Paperwork Reduction Act. This estimate 

is not derived from a comprehensive or 

even representative survey or study of 

the costs of Commission rules. 

An agency may not conduct or 

sponsor, and a person is not required to 

respond to a collection of information 

unless it displays a currently valid 

control number. 

Written comments are invited on: (a) 

whether the proposed collection of 

information is necessary for the proper 

performance of the functions of the 

Commission, including whether the 

information shall have practical utility; 

(b) the accuracy of the Commission’s 

estimate of the burden of the collection 

of information; (c) ways to enhance the 

quality, utility, and clarity of the 

information collected; and (d) ways to 

minimize the burden of the collection 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 

by February 14, 2025. 

Please direct your written comments 

to: Austin Gerig, Director/Chief Data 

Officer, Securities and Exchange 

Commission, c/o Tanya Ruttenberg, 100 

F Street NE, Washington, DC 20549 or 

send an email to: PRA_Mailbox@

sec.gov. 

Dated: December 11, 2024. 

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2024–29578 Filed 12–13–24; 8:45 am] 

BILLING CODE 8011–01–P 


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