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[Federal Register Volume 90, Number 11 (Friday, January 17, 2025)]
[Notices]
[Pages 6037-6040]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2025-01085]

[[Page 6037]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-102169; File No. SR-NYSE-2024-44]

Self-Regulatory Organizations; New York Stock Exchange LLC; Order 
Instituting Proceedings To Determine Whether To Approve or Disapprove a 
Proposed Rule Change To Adopt a Provision That the Exchange Will Not 
Review a Compliance Plan Submitted by a Listed Company That Is Below 
Compliance With a Continued Listing Standard If the Company Owes Any 
Unpaid Fees to the Exchange and Will Instead Immediately Commence 
Suspension and Delisting Procedures If Such Fees Are Not Paid in Full

January 13, 2025.

I. Introduction

    On September 27, 2024, New York Stock Exchange LLC (``NYSE'' or the 
``Exchange'') filed with the Securities and Exchange Commission 
(``Commission''), pursuant to Section 19(b)(1) of the Securities 
Exchange Act of 1934 (``Exchange Act'') \1\ and Rule 19b-4 
thereunder,\2\ a proposed rule change to amend Sections 802.02 and 
802.03 of the NYSE Listed Company Manual (``Manual'') to provide that 
the Exchange (1) will not review a compliance plan submitted by a 
domestic or non-U.S. listed company that is determined to be below 
compliance with a continued listing standard unless the company has 
paid in full all outstanding listing or annual fees due to the Exchange 
and will immediately commence suspension and delisting procedures in 
accordance with Section 804.00 of the Manual if such fees are not paid 
in full by the plan submission deadline; or (2) with respect to any 
unpaid fees that have become due and payable since the commencement of 
its plan period, will immediately commence suspension and delisting 
procedures in accordance with Section 804.00 of the Manual if such fees 
are not paid in full at the time of any required periodic review of 
such plan. The proposed rule change was published for comment in the 
Federal Register on October 16, 2024.\3\
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    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ See Securities Exchange Act Release No. 101295 (Oct. 9, 
2024), 89 FR 83527 (``Notice''). Comments on the proposed rule 
change are available at: https://www.sec.gov/comments/sr-nyse-2024-44/srnyse202444.htm.
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    On November 25, 2024, pursuant to Section 19(b)(2) of the Exchange 
Act,\4\ the Commission designated a longer period within which to 
either approve the proposed rule change, disapprove the proposed rule 
change, or institute proceedings to determine whether to disapprove the 
proposed rule change.\5\ This order institutes proceedings under 
Section 19(b)(2)(B) of the Exchange Act \6\ to determine whether to 
approve or disapprove the proposed rule change.
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    \4\ 15 U.S.C. 78s(b)(2).
    \5\ See Securities Exchange Act Release No. 101738, 89 FR 95283 
(December 2, 2024). The Commission designated January 14, 2025, as 
the date by which it should approve, disapprove, or institute 
proceedings to determine whether to disapprove the proposed rule 
change.
    \6\ 15 U.S.C. 78s(b)(2)(B).
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II. Description of the Proposed Rule Change

    Currently, Sections 802.02 and 802.03 of the Manual provide that 
when the Exchange identifies a domestic company subject to Section 
802.02 of the Manual (``listed domestic company'') or a non-U.S. 
company subject to Section 802.03 of the Manual (``listed non-U.S. 
company'') as being below the continued listing criteria set forth in 
Section 802.01 of the Manual (and the company is not able to otherwise 
qualify under an original listing standard), the Exchange will notify 
the company of such noncompliance by letter and give the company an 
opportunity to provide the Exchange with a plan (``plan'') advising the 
Exchange of definitive action the company has taken, or is taking, that 
would bring it into conformity with continued listing standards within 
18 months.\7\ If a company submits a plan pursuant to Sections 802.02 
or 802.03 of the Manual, it must identify specific quarterly 
milestones, in the case of listed domestic companies, or semi-annual 
milestones, in the case of listed non-U.S. companies, against which the 
Exchange will evaluate the company's progress.\8\ A company has 45 
days, in the case of listed domestic companies, or 90 days, in the case 
of listed non-U.S. companies, from receipt of the letter from the 
Exchange identifying an event of noncompliance to submit its plan to 
the Exchange for review (the ``plan submission deadline'').\9\ 
Otherwise, suspension and delisting procedures will commence in 
accordance with Section 804.00 of the Manual.\10\
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    \7\ See Sections 802.02 and 802.03 of the Manual. See also 
Notice at 83527.
    \8\ See Sections 802.02 and 802.03 of the Manual.
    \9\ See Sections 802.02 and 802.03 of the Manual. See also 
Notice at 83527.
    \10\ See Sections 802.02 and 802.03 of the Manual; Notice at 
83527.
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    With respect to a plan submitted pursuant to Sections 802.02 or 
802.03 of the Manual, Exchange staff will evaluate the plan, including 
any supporting documentation, and determine whether the company has 
made a reasonable demonstration in the plan of the company's ability to 
come into conformity with the relevant continued listing standards 
within 18 months.\11\ If the Exchange accepts the plan, the Exchange 
will review the company for compliance with the plan either quarterly, 
in the case of a listed domestic company, or semi-annually, in the case 
of a listed non-U.S. company.\12\ If the Exchange determines that the 
company has failed to meet the material aspects of the plan or any 
quarterly or semi-annual milestones, as applicable, the Exchange will 
review the circumstances and variance, and determine whether such 
variance warrants commencement of suspension and delisting 
procedures.\13\ In any event, a company that does not meet the 
continued listing standards at the end of the 18 months will be subject 
to the prompt initiation of suspension and delisting procedures in 
accordance with Section 804.00 of the Manual.\14\
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    \11\ See Sections 802.02 and 802.03 of the Manual. See also 
Notice at 83528. The Exchange will make such determination within 45 
days of receipt of the plan and will promptly notify the company of 
its determination in writing. See Sections 802.02 and 802.03 of the 
Manual.
    \12\ See Sections 802.02 and 802.03 of the Manual. See also 
Notice at 83528. The Exchange will deem the plan period over prior 
to the end of the 18 months if a company is able to demonstrate 
returning to compliance with the applicable continued listing 
standards or achieving the ability to qualify under an original 
listing standard, for a period of two consecutive quarters. See 
Sections 802.02 and 802.03 of the Manual.
    \13\ See Sections 802.02 and 802.03 of the Manual. If the 
Exchange determines to proceed with suspension and delisting 
procedures in accordance with Section 804.00 of the Manual, it may 
do so regardless of the company's continued listing status at that 
time. See id.
    \14\ See id.
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    The Exchange proposes to amend Sections 802.02 and 802.03 of the 
Manual to provide that the Exchange will not review a plan submitted by 
a listed domestic company or listed non-U.S. company (each referred to 
herein as a ``listed company'' and, together, ``listed companies'') 
that the Exchange has identified as being below the continued listing 
standards set forth in Section 802.01 of the Manual unless the company 
has previously paid in full any listing or annual fees due to the 
Exchange.\15\ If the listed company is below continued listing 
standards and has not paid in full all outstanding listing or annual 
fees by the plan submission deadline, under the proposal, the Exchange 
will immediately commence suspension and delisting procedures in 
accordance with

[[Page 6038]]

Section 804.00 of the Manual.\16\ In addition, the Exchange proposes to 
amend Sections 802.02 and 802.03 of the Manual to provide that in 
connection with the Exchange's quarterly or semi-annual review of a 
plan, as applicable, the Exchange will immediately commence suspension 
and delisting procedures in accordance with Section 804.00 of the 
Manual with respect to any listed domestic company or listed non-U.S. 
company that has not paid any listing or annual fees that have become 
due and payable since the commencement of its plan period.\17\
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    \15\ See proposed amendments to Sections 802.02 and 802.03 of 
the Manual; Notice at 83528.
    \16\ See proposed amendments to Sections 802.02 and 802.03 of 
the Manual; Notice at 83528.
    \17\ See proposed amendments to Sections 802.02 and 802.03 of 
the Manual; Notice at 83528.
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    The Exchange states that the process of reviewing and analyzing 
plans and reviewing the periodic updates with respect to plans is 
resource-intensive and costly for the Exchange and that, given the 
significant amount of work required, the Exchange believes it is 
important to ensure that companies that wish to have a plan accepted or 
continued by the Exchange have paid all outstanding annual and listing 
fees prior to acceptance of a plan or at the time of any required 
review of such plan.\18\ In addition, the Exchange states that listed 
companies are already required by Exchange rules to pay fees, as set 
forth in Section 902.00 et seq. of the Manual \19\ and their listing 
agreements,\20\ and the proposal ``would simply require listed 
companies to pay fees to the Exchange that were already due and 
payable.'' \21\ In addition, the Exchange states that it currently has 
the authority under Section 802.01D of the Manual to delist companies 
for violations of their agreements with the Exchange, including their 
listing agreements.\22\ The Exchange states that the proposal will help 
the Exchange to ensure that it has sufficient resources to fund its 
regulatory activities relating to the review and approval and the 
ongoing monitoring of plans submitted by companies that are below 
continued listing standards.\23\
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    \18\ See Notice at 83528.
    \19\ The listing fees and annual fees for all categories of 
listed securities are set forth in Section 902.00 et seq. of the 
Manual. See Notice at 83528 n.4.
    \20\ The Exchange states that the NYSE listing agreement 
includes an agreement by the listing applicant to ``pay when due all 
fees associated with its listing of securities on the Exchange, in 
accordance with the Exchange's rules.'' Notice at 83528.
    \21\ Id.
    \22\ See id. Section 802.01D of the Manual provides that the 
Exchange may in its sole discretion subject a company to the 
procedures outlined in Sections 802.02 and 802.03 of the Manual if 
the company, its transfer agent, or registrar, violates any of its, 
or their, listing or other agreements with the Exchange. In 
addition, Section 802.01D of the Manual provides that the Exchange 
is not limited by the criteria set forth in the rule and ``[o]ther 
factors which may lead to a company's delisting include . . . [a] 
breach by the company of the terms of its listing agreement.''
    \23\ See Notice at 83528.
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III. Proceedings To Determine Whether To Approve or Disapprove SR-NYSE-
2024-44 and Grounds for Disapproval Under Consideration

    The Commission is instituting proceedings pursuant to Section 
19(b)(2)(B) of the Exchange Act \24\ to determine whether the proposed 
rule change should be approved or disapproved. Institution of such 
proceedings is appropriate at this time in view of the legal and policy 
issues raised by the proposed rule change. Institution of proceedings 
does not indicate that the Commission has reached any conclusions with 
respect to any of the issues involved.
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    \24\ 15 U.S.C. 78s(b)(2)(B).
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    Pursuant to Section 19(b)(2)(B) of the Exchange Act,\25\ the 
Commission is providing notice of the grounds for disapproval under 
consideration. The Commission is instituting proceedings to allow for 
additional analysis of the proposed rule change's consistency with the 
Exchange Act and, in particular, with Section 6(b)(5) of the Exchange 
Act, which requires, among other things, that the rules of a national 
securities exchange be designed to ``promote just and equitable 
principles of trade, 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'' and not be ``designed to 
permit unfair discrimination between customers, issuers, brokers, or 
dealers;'' \26\ and with Section 6(b)(7) of the Exchange Act, which 
requires, among other things, that the rules of a national securities 
exchange ``provide a fair procedure for'', among other things, ``the 
prohibition or limitation by the exchange of any person with respect to 
access to services offered by the exchange.'' \27\
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    \25\ Id.
    \26\ 15 U.S.C. 78f(b)(5).
    \27\ 15 U.S.C. 78f(b)(7).
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    The Commission has previously stated that the development and 
enforcement of meaningful exchange listing standards \28\ is of 
critical importance to financial markets and the investing public. 
Among other things, such listing standards help ensure that exchange-
listed companies will have sufficient public float, investor base, and 
trading interest to provide the depth and liquidity to promote fair and 
orderly markets. Meaningful listing standards also are important given 
investor expectations regarding the nature of securities that have 
achieved an exchange listing, and the role of an exchange in overseeing 
its market and assuring compliance with its listing standards.\29\
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    \28\ The Commission notes that this reference to ``listing 
standards'' is referring to both initial and continued listing 
standards.
    \29\ See, e.g., Securities Exchange Act Release Nos. 88716 (Apr. 
21, 2020), 85 FR 23393 (Apr. 27, 2020) (SR-NASDAQ-2020-001) (Order 
Approving a Proposed Rule Change To Modify the Delisting Process for 
Securities With a Bid Price at or Below $0.10 and for Securities 
That Have Had One or More Reverse Stock Splits With a Cumulative 
Ratio of 250 Shares or More to One Over the Prior Two-Year Period); 
88389 (Mar. 16, 2020), 85 FR 16163 (Mar. 20, 2020) (SR-NASDAQ-2019-
089) (Notice of Filing of Amendment No. 1 and Order Granting 
Accelerated Approval of a Proposed Rule Change, as Modified by 
Amendment No. 1, To Amend Rule 5815 To Preclude Stay During Hearing 
Panel Review of Staff Delisting Determinations in Certain 
Circumstances). See also Securities Exchange Act Release No. 81856 
(Oct. 11, 2017), 82 FR 48296, 48298 (Oct. 17, 2017) (SR-NYSE-2017-
31) (Notice of Filing of Amendment No. 1 and Order Granting 
Accelerated Approval of a Proposed Rule Change, as Modified by 
Amendment No. 1, To Amend the Listed Company Manual To Adopt Initial 
and Continued Listing Standards for Subscription Receipts) (stating 
that ``[a]dequate standards are especially important given the 
expectations of investors regarding exchange trading and the 
imprimatur of listing on a particular market'' and that ``[o]nce a 
security has been approved for initial listing, maintenance criteria 
allow an exchange to monitor the status and trading characteristics 
of that issue . . . so that fair and orderly markets can be 
maintained'').
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    As discussed above, Sections 802.02 and 802.03 of the Manual set 
forth specific procedures for listed domestic companies and listed non-
U.S. companies that are identified as being below the Exchange's 
continued listing criteria, including procedures for companies to 
submit a plan to regain compliance.\30\ The Commission has stated that 
such rules enhance investor protection by ensuring that companies that 
fail to satisfy the continued listing criteria are identified, 
reviewed, and then subjected to specified delisting procedures.\31\
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    \30\ See Sections 802.02 and 802.03 of the Manual.
    \31\ See, e.g., Securities Exchange Act Release No. 41502 (Jun. 
9, 1999), 64 FR 32588, 32594 (Jun. 17, 1999) (SR-NYSE-99-13).
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    The Exchange now proposes to amend Sections 802.02 and 802.03 of 
the Manual to provide that the Exchange will not review a compliance 
plan submitted by a listed domestic company or listed non-U.S. company 
that is determined to be below compliance with the continued listing 
standards set forth in Section 802.01 of the Manual unless the company 
has paid in full all outstanding listing or annual fees due to the 
Exchange, and the Exchange will immediately commence suspension and 
delisting procedures in accordance with

[[Page 6039]]

Section 804.00 of the Manual with respect to a listed company if such 
fees are not paid in full by the plan submission deadline. In addition, 
the Exchange proposes to amend Sections 802.02 and 802.03 of the Manual 
to provide that in connection with the Exchange's quarterly or semi-
annual review of a plan, as applicable, the Exchange will immediately 
commence suspension and delisting procedures in accordance with Section 
804.00 of the Manual with respect to any listed company that has not 
paid any listing or annual fees that have become due and payable since 
the commencement of its plan period.
    The Commission has concerns about whether the Exchange's proposal 
is designed to promote just and equitable principles of trade and, in 
general, to protect investors and the public interest and is not 
designed to permit unfair discrimination between issuers, as required 
by Section 6(b)(5) of the Exchange Act. As discussed above, the 
Exchange states in support of its proposal that the process of 
reviewing and analyzing plans and reviewing the periodic updates with 
respect to plans is resource-intensive and costly for the Exchange and 
that, given the significant amount of work required, the Exchange 
believes it is important to ensure that companies that wish to have a 
plan accepted or continued by the Exchange have paid all outstanding 
annual and listing fees prior to acceptance of a plan or at the time of 
any required review of such plan.\32\ However, the Exchange does not 
give further detail regarding the resources and costs involved in 
reviewing plans under Sections 802.02 and 802.03 of the Manual 
submitted by listed companies that fall below the continued listing 
criteria in Section 802.01 of the Manual or for the quarterly or semi-
annual reviews of compliance with these plans, including with respect 
to quarterly or semi-annual reviews that occur later in the process.
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    \32\ See Notice at 83528.
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    Further, the Exchange's Manual outlines other processes that apply 
to issuers that are not in compliance with certain Exchange rules 
pursuant to which an issuer that falls out of compliance is not 
eligible to follow the procedures in Sections 802.02 and 802.03 of the 
Manual and instead may follow alternative procedures specific to the 
rule violation. For example, Section 802.01E of the Manual applies to a 
listed company that incurs a late filing delinquency by failing to 
timely file certain reports with the Commission, and provides, among 
other things, that the Exchange will notify a company of its filing 
delinquency and require the company to contact the Exchange to discuss 
the status of the report subject to the filing delinquency within a 
certain time period and that, during the six-month period from the date 
of the filing delinquency, the Exchange will monitor the company and 
the status of the delinquent report and any subsequent reports until 
the filing delinquency is cured.\33\ If the company fails to cure the 
filing delinquency within the initial six-month cure period, the 
Exchange may, in its sole discretion, grant an additional six-month 
period to a company to cure the filing delinquency depending on the 
company's specific circumstances.\34\ Section 802.01E of the Manual, 
however, does not explicitly require a company that incurs a late 
filing delinquency to have paid all outstanding annual and listing fees 
prior to the Exchange's undertaking to monitor such company or when 
considering whether to grant the company an initial or additional six-
month period to cure the delinquency, nor does it require the Exchange 
to immediately commence suspension and delisting procedures with 
respect to such company if such fees are not paid in full when the 
Exchange is considering granting the initial or additional cure period 
or while the Exchange is monitoring such company.\35\ The Exchange has 
not addressed how the Exchange's review of compliance plans under 
Sections 802.02 and 802.03 of the Manual is more resource intensive and 
costly for the Exchange than other processes set forth in the Manual 
applicable to issuers who are violating Exchange rules and are working 
to come back into compliance, such as, for example, the process set 
forth in Section 802.01E of the Manual for delinquent filers.\36\ As a 
result, the proposal raises questions as to whether it is consistent 
with the provisions of Section 6(b)(5) of the Exchange Act that, among 
other things, require that the rules of the Exchange not be designed to 
permit unfair discrimination between issuers.
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    \33\ See Section 802.01E of the Manual.
    \34\ See id. Section 802.01E of the Manual also allows the 
Exchange to truncate any delinquency cure period or not grant any 
cure period on the basis of an analysis of all relevant factors 
including specified ones set forth in the rule. See id.
    \35\ See id.
    \36\ As another example, Section 802.01F of the Manual applies 
to a listed issuer that is not compliant with the provisions of 
Section 303A.14 of the Manual (Erroneously Awarded Compensation) 
(referred to as a ``clawback requirement delinquency'') and provides 
a process for an issuer subject to a clawback requirement 
delinquency to come back into compliance with Exchange rules that is 
similar to the process set forth in Section 802.01E of the Manual 
described above. Similarly, Section 802.01F of the Manual does not 
explicitly require a company that incurs a clawback requirement 
delinquency to have paid all outstanding annual and listing fees 
prior to the Exchange's undertaking to monitor such company or when 
considering whether to grant the company an initial or additional 
six-month period to cure the delinquency, nor does it require the 
Exchange to immediately commence suspension and delisting procedures 
with respect to such company if such fees are not paid in full when 
the Exchange is considering granting the initial or additional cure 
period or while the Exchange is monitoring such company. See Section 
802.01F of the Manual.
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    Similarly, the Exchange has not addressed or adequately justified 
why it is proposing to suspend and delist only companies subject to 
Sections 802.02 and 802.03 of the Manual that have not paid outstanding 
fees by the plan submission deadline, rather than proposing a provision 
to suspend and delist any listed company that is delinquent in paying 
its outstanding fees. The Exchange has not adequately justified why it 
is treating issuers subject to Sections 802.02 and 802.03 of the Manual 
different from other listed issuers.
    Furthermore, as discussed above, the Exchange states that it has 
the authority and discretion under its current rules to immediately 
suspend and delist a company that has not paid required fees when 
due.\37\ The Exchange has not sufficiently explained why its proposal 
to immediately suspend and delist listed companies subject to Sections 
802.02 and 802.03 of the Manual that have failed to pay all outstanding 
fees by the plan submission deadline is designed to protect investors 
and the public interest and not designed to permit unfair 
discrimination between issuers, consistent with Section 6(b)(5) of the 
Exchange Act, given that the Exchange already has the discretion to 
suspend and delist such a company under its current rules.
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    \37\ See supra notes 20-22 and accompanying text.
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    In addition, the Commission has concerns about whether the 
Exchange's proposal provides for a fair procedure for the prohibition 
or limitation by the Exchange of any person with respect to access to 
services offered, as required by Section 6(b)(7) of the Exchange Act. 
The Exchange's proposal would require the Exchange to immediately 
suspend and delist a company that already has a plan in place with the 
Exchange pursuant to Section 802.02 or 802.03 of the Manual, if, at its 
quarterly or semi-annual review, as applicable, the company has not 
paid any listing or annual fees that have become due and payable since 
the commencement of its plan period. It is unclear from the proposal 
whether, in such a situation, the listed company

[[Page 6040]]

would have prior notice regarding the suspension and delisting and/or a 
period to pay any unpaid fees prior to such suspension and delisting. 
For example, it is unclear if immediate suspension and delisting would 
occur even if the fees became due only one day prior to a quarterly or 
semi-annual review.
    As a result, the Commission believes there are questions as to 
whether the proposal is consistent with Sections 6(b)(5) and 6(b)(7) of 
the Exchange Act.\38\ For this reason, it is appropriate to institute 
proceedings pursuant to Section 19(b)(2)(B) of the Exchange Act \39\ to 
determine whether the proposal should be approved or disapproved.
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    \38\ 15 U.S.C. 78f(b)(5) and (7).
    \39\ 15 U.S.C. 78s(b)(2)(B).
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IV. Procedure: Request for Written Comments

    The Commission requests that interested persons provide written 
submissions of their data, views, and arguments with respect to the 
issues identified above, as well as any other concerns they may have 
with the proposal. In particular, the Commission invites the written 
views of interested persons concerning whether the proposed rule change 
is consistent with Sections 6(b)(5) and 6(b)(7) of the Exchange Act 
\40\ or any other provision of the Exchange Act, or the rules and 
regulations thereunder. Although there do not appear to be any issues 
relevant to approval or disapproval that would be facilitated by an 
oral presentation of data, views, and arguments, the Commission will 
consider, pursuant to Rule 19b-4 under the Exchange Act,\41\ any 
request for an opportunity to make an oral presentation.\42\
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    \40\ 15 U.S.C. 78f(b)(5) and (b)(7).
    \41\ 17 CFR 240.19b-4.
    \42\ Section 19(b)(2) of the Exchange Act, as amended by the 
Securities Acts Amendments of 1975, Public Law 94-29 (June 4, 1975), 
grants to the Commission flexibility to determine what type of 
proceeding--either oral or notice and opportunity for written 
comments--is appropriate for consideration of a particular proposal 
by a self-regulatory organization. See Securities Acts Amendments of 
1975, Senate Comm. on Banking, Housing & Urban Affairs, S. Rep. No. 
75, 94th Cong., 1st Sess. 30 (1975).
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    Interested persons are invited to submit written data, views, and 
arguments regarding whether the proposed rule change should be approved 
or disapproved by February 7, 2025. Any person who wishes to file a 
rebuttal to any other person's submission must file that rebuttal by 
February 21, 2025. The Commission asks that commenters address the 
sufficiency of the Exchange's statements in support of the proposal, in 
addition to any other comments they may wish to submit about the 
proposed rule change. 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 [email protected]. Please include 
file number SR-NYSE-2024-44 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-2024-44. 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-2024-44 and should be 
submitted on or before February 7, 2025. Rebuttal comments should be 
submitted by February 21, 2025.

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\43\
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    \43\ 17 CFR 200.30-3(a)(57).
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Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2025-01085 Filed 1-16-25; 8:45 am]
BILLING CODE 8011-01-P
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