8554 Federal Register / Vol. 90, No. 19 / Thursday, January 30, 2025 / Notices 

5 17 CFR 200.30–3(a)(12). 

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

2 17 CFR 240.19b–4. 

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

4 17 CFR 240.19b–4(f)(6). 

5 15 U.S.C. 78s(b)(3)(A). 

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

4(f)(6)(iii) requires the Exchange 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. 

7 17 CFR 240.19b–4(f)(6). 

8 17 CFR 240.19b–4(f)(6)(iii). 

9For purposes only of waiving the 30-day 

operative delay, the Commission also has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. See 

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

10Copies 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. 

submitted on or before February 20, 

2025. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.5

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2025–01933 Filed 1–29–25; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–102281; File No. SR– 

NASDAQ–2025–007] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

a Proposed Rule Change To Repeal 

Nasdaq’s Board Diversity Listing 

Requirement 

January 24, 2025. 

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 January 

21, 2025, The Nasdaq Stock Market LLC 

(‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘Commission’’) the proposed rule 

change as described in Item I below, 

which Item has been substantially 

prepared by the Exchange. 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 change 

Nasdaq’s Listing Rules to reflect a 

Federal court’s vacatur of the 

Commission’s order of August 6, 2021, 

approving rules related to board 

diversity disclosures. Nasdaq has 

requested that the Commission waive 

the operative delay to allow the 

proposed rule change to become 

effective on February 4, 2025. 

The proposed rule change, including 

the Exchange’s statement of the purpose 

of, and statutory basis for, the proposed 

rule change, is available on the 

Exchange’s website at https://

listingcenter.nasdaq.com/rulebook/ 

nasdaq/rulefilings and on the 

Commission’s website at https://

www.sec.gov/rules-regulations/selfregulatory-organization-rulemaking/ 

national-securities-exchanges?file_

number=SR-NASDAQ-2025-007. 

II. 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) of the Act 3 and Rule 19b– 

4(f)(6) 4 thereunder. 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; or (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 5 and Rule 19b– 

4(f)(6) 6 thereunder. 

A proposed rule change filed under 

Rule 19b–4(f)(6) 7 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),8 the Commission 

may designate a shorter time if such 

action is consistent with protection of 

investors and the public interest. The 

Exchange has asked the Commission to 

waive the 30-day operative delay so that 

the proposed rule change may become 

operative immediately upon filing. The 

Commission believes that waving the 

30-day operative delay is consistent 

with the protection of investors and the 

public interest because it will allow the 

Exchange to repeal its board diversity 

listing requirements consistent with the 

effective date of the federal court’s 

decision, which is February 4, 2025. 

Accordingly, the Commission 

designates the proposed rule change to 

be operative upon filing.9

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 will institute proceedings 

to determine whether the proposed rule 

change should be approved or 

disapproved. 

III. 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.10

Comments may be submitted 

electronically by using the 

Commission’s internet comment form 

(https://www.sec.gov/rules-regulations/ 

self-regulatory-organizationrulemaking/national-securitiesexchanges?file_number=SR-NASDAQ2025-007) or by sending an email to 

rule-comments@sec.gov. Please include 

file number SR–NASDAQ–2025–007 on 

the subject line. Alternatively, paper 

comments may be sent to Secretary, 

Securities and Exchange Commission, 

100 F Street NE, Washington, DC 

20549–1090. All submissions should 

refer to file number SR–NASDAQ– 

2025–007. 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/rulesregulations/self-regulatory-organizationrulemaking/national-securitiesexchanges?file_number=SR-NASDAQ2025-007). 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–NASDAQ–2025–007 and should be 

submitted on or before February 20, 

2025. 


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 90, No. 19 / Thursday, January 30, 2025 / Notices 8555 

11 17 CFR 200.30–3(a)(12) and (59). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 101695 

(Nov. 21, 2024), 89 FR 93763 (Nov. 27, 2024) (SR– 

FICC–2024–007) (‘‘Account Segregation Filing’’). 

The changes proposed in the Account Segregation 

Filing are expected to be implemented by no later 

than March 31, 2025. Terms not defined herein are 

defined in the GSD Rules, available at 

www.dtcc.com/∼/media/Files/Downloads/legal/ 

rules/ficc_gov_rules.pdf. 

4See Securities Exchange Act Release No. 101883 

(Dec. 11, 2024), 89 FR 102195 (Dec. 17, 2024) (File 

No. SR–DTC–2024–011) (‘‘DTC Notice of Filing’’); 

Securities Exchange Act Release No. 101882 (Dec. 

11, 2024), 89 FR 102234 (Dec. 17, 2024) (File No. 

SR–FICC2024–011) (‘‘FICC Notice of Filing’’); 

Securities Exchange Act Release No. 101885 (Dec. 

11, 2024), 89 FR 102211 (Dec. 17, 2024) (File No. 

SR–NSCC–2024–010) (‘‘NSCC Notice of Filing’’). 

5See Securities Exchange Act Release No. 79528 

(December 12, 2016), 81 FR 91232 (December 16, 

2016) (SR–DTC–2016–007; SR–FICC–2016–005; 

SR–NSCC–2016–003) (‘‘2016 Framework Order’’). 

6The DTC Participants Fund and the respective 

Clearing Funds of NSCC and FICC are described 

further in DTC Rules, NSCC Rules, MBSD Rules, 

GSD Rules, respectively. See DTC Rules, Rule 4 

(Participants Fund and Participants Investment); 

NSCC Rules, Rule 4 (Clearing Fund); GSD Rules 

Rule 4 (Clearing Fund and Loss Allocation); MBSD 

Rules, Rule 4 (Clearing Fund and Loss Allocation). 

7See 2016 Framework Order, 81 FR at 91233. 

8See 2016 Framework Order, 81 FR at 91232–33. 

9See Securities Exchange Act Release Nos. 91291 

(March 10, 2021), 86 FR 14500, 14501 (March 16, 

2021) (SR–DTC–2021–002); Securities Exchange 

Act Release Nos. 91292 (March 10, 2021), 86 FR 

14503, 14504 (March 16, 2021) (SR–FICC–2021– 

001); and Securities Exchange Act Release Nos. 

91293 (March 10, 2021), 86 FR 14506, 14507 (March 

16, 2021) (SR–NSCC–2021–003). 

10See Securities Exchange Act Release No. 99149 

(Dec. 13, 2023), 89 FR 2714 (Jan. 16, 2024) (S7–23– 

22) (‘‘Adopting Release,’’ and the rules adopted 

therein as ‘‘Treasury Clearing Rules’’). See also 17 

CFR 240.15c3–3a. 

11 17 CFR 240.17ad–22(e)(6)(i). 

12 17 CFR 240.15c3–3. 

13 17 CFR 240.15c3–3a. 

14See supra note 10. 

15See supra note 3. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Sherry R. Haywood, 

Assistant Secretary. 

[FR Doc. 2025–01932 Filed 1–29–25; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–102280; File Nos. SR–DTC– 

2024–011; SR–FICC–2024–011; SR–NSCC– 

2024–010] 

Self-Regulatory Organizations; The 

Depository Trust Company; Fixed 

Income Clearing Corporation; National 

Securities Clearing Corporation; Order 

Approving Proposed Rule Change To 

Amend the Clearing Agency 

Investment Policy 

January 24, 2025. 

I. Introduction 

On December 3, 2024, The Depository 

Trust Company (‘‘DTC’’), Fixed Income 

Clearing Corporation (‘‘FICC’’), and 

National Securities Clearing Corporation 

(‘‘NSCC,’’ each a subsidiary of The 

Depository Trust & Clearing Corporation 

(‘‘DTCC’’) and each a ‘‘Clearing 

Agency,’’ and collectively, the ‘‘Clearing 

Agencies’’), filed with the Securities and 

Exchange Commission (‘‘Commission’’) 

proposed rule changes SR–DTC–2024– 

011, SR–FICC–2024–011, and SR– 

NSCC–2024–010, respectively, pursuant 

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

Exchange Act of 1934 (‘‘Act’’) 1 and Rule 

19b–4 thereunder (‘‘Proposed Rule 

Changes’’).2 The Proposed Rule Changes 

would amend the Clearing Agency 

Investment Policy (‘‘Investment Policy’’, 

or ‘‘Policy’’) of the Clearing Agencies to 

conform the Policy to the changes made 

to the FICC Government Securities 

Division Rulebook (‘‘GSD Rules’’) by 

SR–FICC–2024–007.3 The Proposed 

Rule Changes were published for 

comment in the Federal Register on 

December 17, 2024.4 The Commission 

has received no comments on the 

Proposed Rule Changes. For the reasons 

discussed below, the Commission is 

approving the Proposed Rule Changes. 

II. Background 

Each Clearing Agency established the 

Clearing Agency Investment Policy,5

which governs the management, 

custody, and investment of cash 

deposited to the DTC Participants Fund 

and the respective NSCC and FICC 

Clearing Funds,6 the proprietary liquid 

net assets (cash and cash equivalents) of 

the Clearing Agencies, and other funds 

held by the Clearing Agencies pursuant 

to their respective rules. The Investment 

Policy states that it establishes a 

conservative investment philosophy 

that places the highest priority on 

maximizing the liquidity and avoiding 

risk to the funds in the custody of the 

Clearing Agencies.7

The Investment Policy includes, 

generally, a glossary of key terms, the 

roles and responsibilities of DTCC staff 

in administering the Investment Policy, 

guiding principles for investments, 

sources of investable funds, allowable 

investments of those funds, limitations 

on such investments, authority required 

for those investments, and authority 

required to exceed established 

investment limits.8 In particular, the 

Investment Policy provides that 

allowable investments include bank 

deposits, reverse repurchase 

agreements, direct obligations of the 

U.S. government, money market mutual 

funds, high grade corporate debt, hedge 

transactions, and further specifies 

which particular allowable investment 

is permitted for different portions of the 

Clearing Agencies’ resources.9

On December 13, 2023, the 

Commission adopted amendments to 

the standards applicable to covered 

clearing agencies that clear transactions 

in U.S. Treasury securities (‘‘Treasury 

CCAs’’), such as FICC.10 These 

amendments require Treasury CCAs to 

establish, implement, maintain, and 

enforce written policies and procedures 

reasonably designed to, among other 

things, calculate, collect, and hold 

margin for direct participants’ 

proprietary positions separately and 

independently from margin calculated, 

collected, and held for indirect 

participants that rely on the services 

provided by the direct participant to 

access the Treasury CCA’s payment, 

clearing, or settlement facilities.11 The 

Commission also amended its brokerdealer customer protection rule (‘‘Rule 

15c3–3’’) 12 and the customer and 

proprietary accounts of broker-dealer 

(‘‘PAB’’ reserve formulas thereunder 

(‘‘Rule 15c3–3a’’) 13 to permit margin 

required and on deposit with Treasury 

CCAs to be included under certain 

conditions as a debit in the reserve 

formulas.14

On November 21, 2024, the 

Commission issued an order approving 

a proposed rule change filed by FICC to 

modify the GSD Rules to calculate, 

collect, and hold margin for transactions 

that a direct GSD participant enters into 

for its own benefit (‘‘proprietary 

transactions’’) separately from margin a 

direct participant submits to FICC on 

behalf of indirect participants and to 

address conditions of Note H to Rule 

15c3–3a under the Exchange Act.15

Such changes are expected to be 

implemented by FICC in the GSD Rules 

by no later than March 31, 2025. 

The proposed changes to the 

Investment Policy would conform the 

Policy to the changes made to the GSD 

Rules pursuant to the Account 

Segregation Filing. 

III. Description of the Proposed Rule 

Change 

The Clearing Agencies propose to 

modify the Investment Policy to (i) 

conform the Policy to the changes made 

to GSD Rules to calculate, collect, and 

hold margin for proprietary transactions 

of GSD Netting Members separately 

from transactions submitted on behalf of 

individual participants; (ii) implement 

changes to comply with SEC rules 

(specifically Rule 15c3–3 and 15c3–3a) 


lotter on DSK11XQN23PROD with NOTICES1