Federal Register / Vol. 89, No. 247 / Thursday, December 26, 2024 / Notices 105165 

18 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

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

the Commission written notice of its intent to file 

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. 

19 17 CFR 200.30–3(a)(12), (59). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(4). 

5See Securities Exchange Act Release No. 81745 

(Sept. 28, 2017), 82 FR 46332 (Oct. 4, 2017) (SR– 

DTC–2017–014; SR–NSCC–2017–013; SR–FICC– 

2017–017) (‘‘Initial Filing’’). 

6 17 CFR 240.17ad–22(e)(17). 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

Written comments were neither 

solicited nor received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

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) of the 

Act and Rule 19b–4(f)(6) thereunder.18

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 shall institute proceedings 

to determine whether the proposed rule 

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– 

PEARL–2024–58 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–PEARL–2024–58. 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–PEARL–2024–58 and should be 

submitted on or before January 16, 2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.19

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2024–30781 Filed 12–23–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–101956; File No. SR– 

NSCC–2024–012] 

Self-Regulatory Organizations; 

National Securities Clearing 

Corporation; Notice of Filing and 

Immediate Effectiveness of a Proposed 

Rule Change To Modify the Clearing 

Agency Operational Risk Management 

Framework 

December 18, 2024. 

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 December 

11, 2024, National Securities Clearing 

Corporation (‘‘NSCC’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Items I, II and III 

below, which Items have been prepared 

by the clearing agency. NSCC filed the 

proposed rule change pursuant to 

Section 19(b)(3)(A) of the Act 3 and Rule 

19b–4(f)(4) thereunder.4 The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Clearing Agency’s Statement of the 

Terms of Substance of the Proposed 

Rule Change 

The proposed rule change consists of 

amendments to the Clearing Agency 

Operational Risk Management 

Framework (‘‘ORM Framework’’ or 

‘‘Framework’’) of NSCC and its affiliates 

The Depository Trust Company (‘‘DTC’’) 

and Fixed Income Clearing Corporation 

(‘‘FICC,’’ and together with NSCC and 

DTC, the ‘‘Clearing Agencies’’) in order 

to reflect recent changes to group names 

and make other nonmaterial clarifying 

edits. 

II. Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

In its filing with the Commission, the 

clearing agency 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 

clearing agency has prepared 

summaries, set forth in sections A, B, 

and C below, of the most significant 

aspects of such statements. 

(A) Clearing Agency’s Statement of the 

Purpose of, and Statutory Basis for, the 

Proposed Rule Change 

1. Purpose 

The Clearing Agencies adopted the 

ORM Framework 5 to provide an outline 

for how each of the Clearing Agencies 

manages its operational risks. In this 

way, the Framework supports the 

Clearing Agencies’ compliance with 

Rule 17ad–22(e)(17) under the Act,6 as 

described in the Initial Filing. In 

addition to setting forth the way each of 

the Clearing Agencies addresses these 

requirements, the ORM Framework also 

contains a section titled ‘‘Framework 


ddrumheller on DSK120RN23PROD with NOTICES1
105166 Federal Register / Vol. 89, No. 247 / Thursday, December 26, 2024 / Notices 

7The Depository Trust & Clearing Corporation 

(‘‘DTCC’’) is the parent company of the Clearing 

Agencies. 

8 17 CFR 240.17ad–22(e)(17). 

9 15 U.S.C. 78q–1(b)(3)(F). 

10 Id. 

11 Id. 

12 Id. 

13 15 U.S.C. 78s(b)(3)(A). 

14 17 CFR 240.19b–4(f). 

Ownership and Change Management’’ 

that, among other matters, describes the 

Framework ownership and the required 

governance process for review and 

approval of changes to the Framework. 

In connection with the annual review 

and approval of the Framework by the 

Board of Directors of each of the 

Clearing Agencies, the Clearing 

Agencies are proposing to make certain 

revisions to the Framework. Such 

proposed changes would include 

updating the ORM Framework to reflect 

recent changes to group names and 

making other nonmaterial clarifying 

edits. The proposed changes are 

described in greater detail below. 

i. Proposed Amendments To Update 

Organizational Name Changes 

The Framework is owned and 

managed by an officer within the 

Operational Risk group within the 

Group Chief Risk Office of DTCC,7 who 

works with the Technology Risk 

Management group within the Group 

Chief Risk Office in administration of 

the Framework. The Technology Risk 

Management group’s name has changed 

to the Cyber Security & Technology Risk 

Management group. The proposed 

changes to the Framework would reflect 

the recent organizational name change. 

ii. Proposed Changes To Make 

Nonmaterial Clarifying Edits 

The proposed rule change would 

make additional immaterial edits to the 

Framework that include (a) the removal 

of a defined term not used in the 

Framework and therefore unnecessary, 

and (b) adding additional context in 

Section 6 related to data centers. The 

proposed changes to Section 6 add 

context around data centers, specifically 

the out-of-region centers, to allow for 

greater understanding of configurations, 

parameters, and limitations. This 

proposed change also provides 

consistency across the Clearing 

Agencies disclosures. These immaterial 

changes do not alter how the Clearing 

Agencies comply with the applicable 

requirements of Rule 17ad–22(e)(17) 

under the Act.8

2. Statutory Basis 

The Clearing Agencies believe that the 

proposed changes are consistent with 

Section 17A(b)(3)(F) of the Act 9 for the 

reasons described below. 

Section 17A(b)(3)(F) of the Act 

requires, in part, that the rules of a 

registered clearing agency be designed 

to promote the prompt and accurate 

clearance and settlement of securities 

transactions, and to assure the 

safeguarding of securities and funds 

which are in the custody or control of 

the clearing agency or for which it is 

responsible.10 The proposed changes to 

update the ORM Framework to reflect 

recent changes to group names and 

making other nonmaterial clarifying 

edits would update and clarify the 

Framework and would make it more 

comprehensive in how it describes the 

methods and tools currently used by the 

Clearing Agencies to manage 

operational risks and therefore comply 

with Section 17A(b)(3)(F) of the Act.11

By creating clearer, updated and more 

comprehensive descriptions, the 

Clearing Agencies believe the proposed 

changes would make the ORM 

Framework more effective in providing 

an overview of the important risk 

management activities described 

therein. Therefore, the Clearing 

Agencies believe that the proposed 

changes are consistent with the 

requirements of Section 17A(b)(3)(F) of 

the Act.12

(B) Clearing Agency’s Statement on 

Burden on Competition 

The Clearing Agencies do not believe 

that the proposed changes to the ORM 

Framework described above would have 

any impact, or impose any burden, on 

competition. The proposed changes 

would enhance the Framework by 

providing additional clarity and 

accuracy concerning the Clearing 

Agencies’ operational risk management 

processes. The proposed changes to the 

Framework would not advantage or 

disadvantage any participant or user of 

the Clearing Agencies’ services or 

unfairly inhibit access to the Clearing 

Agencies’ services. As such, the 

Clearing Agencies do not believe that 

the proposed rule changes would have 

any impact on competition. 

(C) Clearing Agency’s Statement on 

Comments on the Proposed Rule 

Change Received From Members, 

Participants, or Others 

The Clearing Agencies have not 

received or solicited any written 

comments relating to this proposal. If 

any written comments are received, they 

will be publicly filed as an Exhibit 2 to 

this filing, as required by Form 19b–4 

and the General Instructions thereto. 

Persons submitting comments are 

cautioned that, according to Section IV 

(Solicitation of Comments) of the 

Exhibit 1A in the General Instructions to 

Form 19b–4, the Commission does not 

edit personal identifying information 

from comment submissions. 

Commenters should submit only 

information that they wish to make 

available publicly, including their 

name, email address, and any other 

identifying information. 

All prospective commenters should 

follow the Commission’s instructions on 

how to submit comments, available at 

https://www.sec.gov/regulatory-actions/ 

how-to-submitcomments. General 

questions regarding the rule filing 

process or logistical questions regarding 

this filing should be directed to the 

Main Office of the Commission’s 

Division of Trading and Markets at 

tradingandmarkets@sec.gov or 202– 

551–5777. 

The Clearing Agencies reserve the 

right to not respond to any comments 

received. 

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) 13 of the Act and paragraph 

(f) 14 of Rule 19b–4 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. 

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– 

NSCC–2024–012 on the subject line. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549. 

All submissions should refer to File 

Number SR–NSCC–2024–012. This file 


ddrumheller on DSK120RN23PROD with NOTICES1
Federal Register / Vol. 89, No. 247 / Thursday, December 26, 2024 / Notices 105167 

15 17 CFR 200.30–3(a)(12). 

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 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of NSCC and on DTCC’s website 

(dtcc.com/legal/sec-rule-filings). 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–NSCC–2024–012 

and should be submitted on or before 

January 16, 2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.15

J. Matthew DeLesDernier, 

Deputy Secretary. 

[FR Doc. 2024–30679 Filed 12–23–24; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Investment Company Act Release No. 

35423; File No. 812–15538] 

MidCap Financial Investment 

Corporation, et al. 

December 18, 2024. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’ or ‘‘SEC’’). 

ACTION: Notice. 

Notice of application for an order 

under sections 17(d) and 57(i) of the 

Investment Company Act of 1940 (the 

‘‘Act’’) and rule 17d–1 under the Act to 

permit certain joint transactions 

otherwise prohibited by sections 17(d) 

and 57(a)(4) of the Act and rule 17d–1 

under the Act. 

Summary of Application: Applicants 

request an order to permit certain 

business development companies 

(‘‘BDCs’’) and closed-end management 

investment companies to co-invest in 

portfolio companies with each other and 

with certain affiliated investment 

entities. 

Applicants: MidCap Financial 

Investment Corporation, Apollo Debt 

Solutions BDC, Apollo Diversified 

Credit Fund, Apollo S3 Private Markets 

Fund, Middle Market Apollo 

Institutional Private Lending, Apollo 

Investment Management, L.P., Apollo 

Credit Management, LLC, Apollo 

Capital Credit Adviser, LLC, Apollo S3 

RIC Management, L.P., AA Direct, L.P., 

AA Infrastructure Fund 1 Ltd., ACE 

Credit Fund, L.P., AGRE Debt Fund I, 

L.P., AGRE U.S. Real Estate Fund, L.P., 

Amissima Diversified Income ICAV, 

AMN Loan Fund, L.P., AP Kent Credit 

Master Fund, L.P., Apollo Accord 

Master Fund II, L.P., Apollo Accord 

Master Fund III, L.P., Apollo Accord 

Fund III B, L.P., Apollo Accord Fund IV, 

L.P., Apollo A–N Credit Fund, L.P., 

Apollo Asia Real Estate Fund II, L.P., 

Apollo Atlas Master Fund, LLC, Apollo 

Chiron Credit Fund, L.P., Apollo 

Commercial Real Estate Finance, Inc., 

Apollo Credit Master Fund Ltd., Apollo 

Credit Opportunity Fund III LP, Apollo 

Credit Strategies Master Fund Ltd., 

Apollo European Principal Finance 

Fund III (Dollar A), L.P., Apollo Hybrid 

Value Fund, L.P., Apollo Hybrid Value 

Fund II, L.P., Apollo Impact Mission 

Fund, L.P., Apollo Infrastructure 

Opportunities Fund II, L.P., Apollo 

Investment Fund IX, L.P., Apollo 

Investment Fund VII, L.P., Apollo 

Investment Fund VIII, L.P., Apollo 

Lincoln Fixed Income Fund, L.P., 

Apollo Moultrie Credit Fund, L.P., 

Apollo Natural Resources Partners II, 

L.P., Apollo Natural Resources Partners 

III, L.P., Apollo Navigator Aviation 

Fund I, L.P., Apollo Revolver Fund, 

L.P., Apollo Strategic Origination 

Partners, L.P., Apollo Tactical Value 

SPN Investments, L.P., Apollo Total 

Return Master Fund L.P., Apollo Tower 

Credit Fund, L.P., Apollo U.S. Real 

Estate Fund II L.P., Apollo U.S. Real 

Estate Fund III, L.P., Apollo/Cavenham 

European Managed Account II, L.P., 

Athene Holding Ltd., Athora Lux Invest 

S.C.Sp, Financial Credit Investment II, 

L.P., Financial Credit Investment III, 

L.P., Financial Credit Investment IV, 

L.P., MidCap FinCo Holdings Limited, 

NNN Investor 1, L.P., Athora Lux Invest 

NL S.C.Sp, ACE Credit Management, 

LLC, ACF Europe Management, LLC, 

ACREFI Management, LLC, Aegon 

Ireland plc, AGRE–CRE Debt Manager, 

LLC, AGRE NA Management, LLC, AP 

Kent Management, LLC, Apollo Accord 

Management II, LLC, Apollo Accord 

Management III, LLC, Apollo Accord 

Management III B, L.P., Apollo Accord 

Management IV, L.P., Apollo A–N 

Credit Management, LLC, Apollo Asia 

Management II, L.P., Apollo Asset 

Management Europe LLP, Apollo Atlas 

Management, LLC, Apollo Capital 

Management, L.P., Apollo Centre Street 

Management, LLC, Apollo Centre Street 

Partnership, L.P., Apollo Chiron 

Management, LLC, Apollo Credit 

Management (CLO), LLC, Apollo Credit 

Opportunity Management III, LLC, 

Apollo EPF Management III, LLC, 

Apollo Europe Management III, LLC, 

Apollo European Senior Debt 

Management, LLC, Apollo European 

Strategic Management, L.P., Apollo 

Global Real Estate Management, L.P., 

Apollo Hercules Management, LLC, 

Apollo Hercules Partners, L.P., Apollo 

Hybrid Value Management, L.P., Apollo 

Hybrid Value Management II, L.P., 

Apollo Impact Mission Management, 

L.P., Apollo India Credit Opportunity 

Management, LLC, Apollo Infrastructure 

Opportunities Management II, L.P., 

Apollo Investment Management Europe 

LLP, Apollo Kings Alley Credit Fund 

Management, LLC, Apollo Lincoln 

Fixed Income Management, LLC, Apollo 

Lincoln Private Credit Management, 

LLC, Apollo Management International 

LLP, Apollo Management IX, L.P., 

Apollo Management VII, L.P., Apollo 

Management VIII, L.P., Apollo Moultrie 

Credit Fund Management LLC, Apollo 

NA Management II, LLC, Apollo NA 

Management III, LLC, Apollo Navigator 

Management I, LLC, Apollo Oasis 

Management, LLC, Apollo Origination 

Management, L.P., Apollo PPF Credit 

Strategies Management, LLC, Apollo 

Oasis Partners, L.P., Apollo Origination 

Partnership, L.P., Apollo Palmetto 

Strategic Partnership, L.P., Apollo 

Revolver Capital Management, LLC, 

Apollo ST Fund Management LLC, 

Apollo Strategic Origination 

Management, L.P., Apollo Tactical 

Value SPN Management, LLC, Apollo 

Tower Credit Management, LLC, Apollo 

Union Street Management, LLC, Apollo 

Union Street Partners, L.P., Apollo Zeus 

Strategic Management, LLC, Apollo/ 

Cavenham EMA Management II, LLC, 

Financial Credit Investment II Manager, 

LLC, Financial Credit Investment III 

Manager, LLC, Financial Credit 

Investment IV Manager, LLC, Apollo 

Investment Management Europe 

(Luxembourg) S.a r.l., Apollo Total 

Return Management LLC, Apollo 


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