Federal Register / Vol. 86, No. 115 / Thursday, June 17, 2021 / Notices 32301 

16Supra note 3. 17See Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005). 

18NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. 

Cir. 2010) (quoting Securities Exchange Act Release 

No. 59039 (December 2, 2008), 73 FR 74770, 74782– 

83 (December 9, 2008) (SR–NYSEArca–2006–21)). 

19 15 U.S.C. 78s(b)(3)(A). 

20 17 CFR 240.19b–4(f). 

21 17 CFR 200.30–3(a)(12). 

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

if such criteria is met. The Exchange 

believes the proposed rule change does 

not impose any burden on intermarket 

competition that is not necessary or 

appropriate in furtherance of the 

purpose of the Act. 

As previously discussed, the 

Exchange operates in a highly 

competitive market. Members have 

numerous alternative venues that they 

may participate on and direct their 

order flow, including other equities 

exchanges, off-exchange venues, and 

alternative trading systems. 

Additionally, the Exchange represents a 

small percentage of the overall market. 

Based on publicly available information, 

no single equities exchange has more 

than 15% of the market share.16

Therefore, no exchange possesses 

significant pricing power in the 

execution of order flow. Indeed, 

participants can readily choose to send 

their orders to other exchange and offexchange venues if they deem fee levels 

at those other venues to be more 

favorable. Moreover, the Commission 

has repeatedly expressed its preference 

for competition over regulatory 

intervention in determining prices, 

products, and services in the securities 

markets. Specifically, in Regulation 

NMS, the Commission highlighted the 

importance of market forces in 

determining prices and SRO revenues 

and, also, recognized that current 

regulation of the market system ‘‘has 

been remarkably successful in 

promoting market competition in its 

broader forms that are most important to 

investors and listed companies.’’ 17 The 

fact that this market is competitive has 

also long been recognized by the courts. 

In NetCoalition v. Securities and 

Exchange Commission, the D.C. Circuit 

stated as follows: ‘‘[N]o one disputes 

that competition for order flow is 

‘fierce.’ . . . As the SEC explained, ‘[i]n 

the U.S. national market system, buyers 

and sellers of securities, and the brokerdealers that act as their order-routing 

agents, have a wide range of choices of 

where to route orders for execution’; 

[and] ‘no exchange can afford to take its 

market share percentages for granted’ 

because ‘no exchange possesses a 

monopoly, regulatory or otherwise, in 

the execution of order flow from broker 

dealers’. . . .’’.18 Accordingly, the 

Exchange does not believe its proposed 

fee changes imposes any burden on 

competition that is not necessary or 

appropriate in furtherance of the 

purposes of the Act. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange neither solicited nor 

received comments on the proposed 

rule change. 

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) 

of the Act 19 and paragraph (f) of Rule 

19b–4 20 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. If the 

Commission takes such action, the 

Commission will institute proceedings 

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 (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

CboeEDGA–2021–015 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–CboeEDGA–2021–015. 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 (http://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 the Exchange. All comments 

received will be posted without change. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to make available publicly. All 

submissions should refer to File 

Number SR–CboeEDGA–2021–015 and 

should be submitted on or before July 8, 

2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.21

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2021–12745 Filed 6–16–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–92154; File No. SR–NYSE– 

2020–96] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Designation of a Longer Period for 

Commission Action on Proceedings To 

Determine Whether To Approve or 

Disapprove a Proposed Rule Change 

To Amend Its Rules Establishing 

Maximum Fee Rates To Be Charged by 

Member Organizations for Forwarding 

Proxy and Other Materials to Beneficial 

Owners 

June 11, 2021. 

On December 2, 2020, New York 

Stock Exchange LLC (‘‘NYSE’’ or 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (‘‘Act’’) 1 and Rule 19b–4 


lotter on DSK11XQN23PROD with NOTICES1
32302 Federal Register / Vol. 86, No. 115 / Thursday, June 17, 2021 / Notices 

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 90677 

(December 15, 2020), 85 FR 83119 (December 21, 

2020). Comments received on the proposal are 

available on the Commission’s website at: https:// 

www.sec.gov/comments/sr-nyse-2020-96/ 

srnyse202096.htm. 

4 15 U.S.C. 78s(b)(2). 

5See Securities Exchange Act Release No. 91025 

(February 1, 2021), 86 FR 8420 (February 5, 2021). 

6 15 U.S.C. 78s(b)(2)(B). 

7See Securities Exchange Act Release No. 91359 

(March 18, 2021), 86 FR 15734 (March 24, 2021). 

8 15 U.S.C. 78s(b)(2). 

9See supra note 3. 

10 15 U.S.C. 78s(b)(2). 

11 17 CFR 200.30–3(a)(57). 

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

2 17 CFR 240.19b–4. 

3See Securities Exchange Act Release No. 90653 

(December 14, 2020), 85 FR 82539 (December 18, 

2020) (‘‘Original Notice’’). Comments received on 

the proposal are available on the Commission’s 

website at: https://www.sec.gov/comments/sr-nyse2020-98/srnyse202098.htm. 

4 15 U.S.C. 78s(b)(2). 

5See Securities Exchange Act Release No. 91011 

(January 29, 2021), 86 FR 8246 (February 4, 2021). 

6 15 U.S.C. 78s(b)(2)(B). 

7See Securities Exchange Act Release No. 91343 

(March 17, 2021), 86 FR 15536 (March 23, 2021). 

8See Securities Exchange Act Release No. 91663 

(April 23, 2021), 86 FR 22725 (April 29, 2021). 

9 15 U.S.C. 78s(b)(2). 

10See supra note 3. 

11 15 U.S.C. 78s(b)(2). 

thereunder,2 a proposed rule change to 

delete the maximum fee rates for 

forwarding proxy and other materials to 

beneficial owners set forth in NYSE 

Rules 451 and 465 and Section 402.10 

of the NYSE Listed Company Manual, 

and establish in their place a 

requirement for member organizations 

to comply with any schedule of 

approved charges set forth in the rules 

of any other national securities 

exchange or association of which such 

member organization is a member. The 

proposed rule change was published for 

comment in the Federal Register on 

December 21, 2020.3 On February 1, 

2021, pursuant to Section 19(b)(2) of the 

Act,4 the Commission designated a 

longer period within which to approve 

the proposed rule change, disapprove 

the proposed rule change, or institute 

proceedings to determine whether to 

disapprove the proposed rule change.5

On March 18, 2021, the Commission 

instituted proceedings under Section 

19(b)(2)(B) of the Act 6 to determine 

whether to approve or disapprove the 

proposed rule change.7

Section 19(b)(2) of the Act 8 provides 

that, after initiating proceedings, the 

Commission shall issue an order 

approving or disapproving the proposed 

rule change not later than 180 days after 

the date of publication of notice of filing 

of the proposed rule change. The 

Commission may extend the period for 

issuing an order approving or 

disapproving the proposed rule change, 

however, by not more than 60 days if 

the Commission determines that a 

longer period is appropriate and 

publishes the reasons for such 

determination. The proposed rule 

change was published for comment in 

the Federal Register on December 21, 

2020.9 The 180th day after publication 

of the proposed rule change is June 19, 

2021. The Commission is extending the 

time period for approving or 

disapproving the proposed rule change 

for an additional 60 days. 

The Commission finds that it is 

appropriate to designate a longer period 

within which to issue an order 

approving or disapproving the proposed 

rule change so that it has sufficient time 

to consider the proposed rule change, 

the issues raised in the comment letters 

that have been submitted in connection 

therewith, and the Exchange’s response 

to the comments. Accordingly, the 

Commission, pursuant to Section 

19(b)(2) of the Act,10 designates August 

18, 2021, as the date by which the 

Commission shall either approve or 

disapprove the proposed rule change 

(File Number SR–NYSE–2020–96). 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2021–12748 Filed 6–16–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–92155; File No. SR–NYSE– 

2020–98)] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Designation of a Longer Period for 

Commission Action on Proceedings To 

Determine Whether To Approve or 

Disapprove a Proposed Rule Change, 

as Modified by Amendment No. 2, To 

Amend Its Rules To Prohibit Member 

Organizations From Seeking 

Reimbursement, in Certain 

Circumstances, From Issuers for 

Forwarding Proxy and Other Materials 

to Beneficial Owners 

June 11, 2021. 

On November 30, 2020, New York 

Stock Exchange LLC (‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (‘‘Commission’’), pursuant 

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

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

19b–4 thereunder,2 a proposed rule 

change to amend its rules to prohibit 

member organizations from seeking 

reimbursement, in certain 

circumstances, from issuers for 

forwarding proxy and other materials to 

beneficial owners. The proposed rule 

change was published for comment in 

the Federal Register on December 18, 

2020.3 On January 29, 2021, pursuant to 

Section 19(b)(2) of the Act,4 the 

Commission designated a longer period 

within which to approve the proposed 

rule change, disapprove the proposed 

rule change, or institute proceedings to 

determine whether to disapprove the 

proposed rule change.5 On March 17, 

2021, the Commission instituted 

proceedings under Section 19(b)(2)(B) of 

the Act 6 to determine whether to 

approve or disapprove the proposed 

rule change.7 On April 6, 2021, the 

Exchange filed Amendment No. 1 to the 

proposed rule change; the Exchange 

withdrew that amendment on April 16, 

2021. On April 16, 2021, the Exchange 

filed Amendment No. 2 to the proposed 

rule change, which superseded the 

proposed rule change as originally filed. 

The proposed rule change, as modified 

by Amendment No. 2, was published for 

comment in the Federal Register on 

April 29, 2021.8

Section 19(b)(2) of the Act 9 provides 

that, after initiating proceedings, the 

Commission shall issue an order 

approving or disapproving the proposed 

rule change not later than 180 days after 

the date of publication of notice of filing 

of the proposed rule change. The 

Commission may extend the period for 

issuing an order approving or 

disapproving the proposed rule change, 

however, by not more than 60 days if 

the Commission determines that a 

longer period is appropriate and 

publishes the reasons for such 

determination. The proposed rule 

change was published for comment in 

the Federal Register on December 18, 

2020.10 The 180th day after publication 

of the Original Notice is June 16, 2021. 

The Commission is extending the time 

period for approving or disapproving 

the proposed rule change for an 

additional 60 days. 

The Commission finds that it is 

appropriate to designate a longer period 

within which to issue an order 

approving or disapproving the proposed 

rule change so that it has sufficient time 

to consider the proposed rule change, as 

modified by Amendment No. 2, and the 

comments that have been submitted in 

connection therewith. Accordingly, the 

Commission, pursuant to Section 

19(b)(2) of the Act,11 designates August 

15, 2021, as the date by which the 


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