Federal Register / Vol. 86, No. 128 / Thursday, July 8, 2021 / Notices 36169 

1 15 U.S.C. 78s(b)(1). 2 15 U.S.C. 78a. 3 17 CFR 240.19b–4. 

Dated: July 2, 2021. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–14579 Filed 7–7–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–92308; File No. SR–NYSE– 

2021–37] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Reformat 

the Section of the NYSE Price List 

Setting Forth Credits Applicable to 

Supplemental Liquidity Providers 

July 1, 2021. 

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

Securities Exchange Act of 1934 

(‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on June 21, 

2021, New York Stock Exchange LLC 

(‘‘NYSE’’ or ‘‘Exchange’’) 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 self-regulatory 

organization. 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 reformat 

the section of the NYSE Price List 

setting forth Credits Applicable to 

Supplemental Liquidity Providers 

(‘‘SLPs’’) without any substantive 

changes. The Exchange proposes to 

implement the fee changes effective 

immediately. The proposed rule change 

is available on the Exchange’s website at 

www.nyse.com, at the principal office of 

the Exchange, and at the Commission’s 

Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization 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 those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

set forth in sections A, B, and C below, 

of the most significant parts of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and the 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to reformat 

the section of the NYSE Price List 

setting forth Credits Applicable to SLPs 

without any substantive changes. The 

Exchange proposes to implement the fee 

changes effective immediately. 

The Exchange proposes the following 

non-substantive changes to reorganize 

and enhance the presentation in the 

Price List in order to add clarity and 

transparency, thereby making the Price 

List easier to navigate. 

First, the Exchange would delete the 

current presentation of the SLP rates 

and requirements except for the basic 

rate, which would remain unchanged. 

The Exchange would also delete 

footnotes **, 8 and + that, as discussed 

below, would be relocated to new 

section marked ‘‘General.’’ Footnote 8 

would be marked ‘‘Reserved’’ to 

preserve the current footnote numbering 

in the Price List. Footnotes 9 and 10, 

which do not appear in the current SLP 

section of the Price List, would remain 

unchanged. 

Second, the Exchange proposes a 

table presentation of the current SLP 

rates and requirements. The proposed 

changes would appear in the Price List 

in two tables. The first table would 

appear under the new heading ‘‘SLP 

Adding Tiers’’ and the phrase ‘‘For SLP 

symbols that meet the 10% average 

quoting requirement in an assigned 

security pursuant to Rule 107B, other 

than MPL Orders, in securities with a 

per share price of $1.00 or more:’’ from 

the current Price List. The table would 

summarize the current rates and 

requirements for SLP Tiers for Adding 

Liquidity (SLP Step Up, SLP Tier 5, SLP 

Tier 4, SLP Tier 3, SLP Tier 2, SLP Tier 

1A and SLP Tier [sic]) and set forth the 

requirements and the tiered display 

credits and non-tiered display credits. 

The requirements and credits are 

unchanged. The proposed changes 

would appear as follows in the Price 

List: 

Minimum requirements 

Tier for adding 

liquidity 

SLP adding ADV % Tape A CADV Tiered 

display 

credit 

Tiered 

non display 

credit 

SLP Step Up ....... 0.085% over April 2018 Baseline $(0.0018) $(0.0001) 

SLP Tier 5 .......... 0.65% and 0.85% including Non SLP and 250,000 ADV in Retail Price Improvement Orders (0.00310) (0.00120) 

SLP Tier 4 .......... First 2 calendar months as an SLP OR ...... 0.03% and averaging less than 0.01% in 

each of the prior 3 months.

(0.0029) (0.00105) 

SLP Tier 3 .......... 0.20% (0.0023) (0.0006) 

SLP Tier 2 .......... 0.45% (0.0026) (0.0009) 

SLP Tier 1A ........ 0.60% (0.00275) (0.00105) 

SLP Tier 1 .......... 0.90% ........................................................... 0.75% if qualifying for SLP Cross Tape Incentive Tier 1.(0.0029) (0.0012) 


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I 

I 
36170 Federal Register / Vol. 86, No. 128 / Thursday, July 8, 2021 / Notices 

Following the proposed chart, the 

Exchange would include three bullets, 

as follows. 

Bullet 1 would clarify that for SLPs 

that are also DMMs and subject to Rule 

107B(i)(2)(A), the above SLP Tier 1, Tier 

1A, Tier 2, Tier 3, Tier 4, Tier 5 and 

Step Up Tier requirements are after a 

discount of the percentage for the prior 

quarter of NYSE CADV in DMM 

assigned securities as of the last 

business day of the prior month. This is 

unchanged from the current Price List. 

Bullet 2 would include text clarifying 

that SLPs that meet the requirements of 

one of the above tiers (Tiers 1A, 2, 3, 4 

and the SLP Step Up Tier) and add 

liquidity in Tapes B and C securities of 

at least 0.25% of Tape B and Tape C 

CADV combined, will receive an 

additional credit of $0.0001 if at SLP 

Step Up Tier, SLP Tier 3, SLP Tier 2, 

SLP Tier 1A OR $0.00005 if at SLP Tier 

1, SLP Tier 4 and SLP Tier 5. This is 

unchanged from the current Price List. 

Bullet 3 would provide that in SLP 

Tier 1 and Tier 5, SLPs will receive an 

additional $0.00005 per share for adding 

liquidity, other than MPL and NonDisplay Reserve orders, in securities 

where they are not assigned as an SLP 

or do not meet the 10% average or more 

quoting requirement in an assigned 

security pursuant to Rule 107B. This 

information will be transposed without 

change from current SLP Tiers 1 and 5 

in the Price List. 

Following this proposed text, the 

Exchange would summarize the current 

Incremental SLP Step Up Tiers 1, 2 and 

3 credits and requirements, renamed 

‘‘SLP Incremental Tier,’’ in the 

following chart: 

Tier 

SLP adding 

ADV % Tape 

A CADV step 

up over 

baseline 

Tiered display 

incremental 

credit * 

SLP Incremental Tier 3 ............................................................................................................................................ 0.100 $(0.00010) 

SLP Incremental Tier 2 ............................................................................................................................................ 0.150 (0.00020) 

SLP Incremental Tier1 ............................................................................................................................................. 0.250 (0.00030) 

The requirements and tiered 

displayed incremental credits 

applicable to each incremental step up 

are unchanged from the current Price 

List. 

Proposed footnote * in the proposed 

chart would provide that the combined 

SLP credits shall not exceed $0.0032 per 

share in a billing month, which is the 

same languages used in the current 

Price List. The footnote would also 

clarify that the Baseline for SLP 

Incremental Step Up Tiers is the second 

quarter of 2018, third quarter of 2018, or 

the month of January 2021, whichever is 

lowest. 

The Exchange would next set forth 

the current SLP NBBO Setter Tier 

Credits’’ and requirements in the 

following chart under a new heading 

titled ‘‘SLP NBBO Setter Tier Credits: 

SLP NBBO setter tier credit tier for adding liquidity 

Minimum requirements for tapes 

A, B and C 

Tiered credit 

for Setting 

NBBO 

(ASP) 

Tiered credit 

for other 

displayed add 

Adding ADV % 

Tape ABC 

CADV, 

including 

DMM ADV 

NBBO setting 

ADV % Tape 

ABC CADV, 

including DMM 

ADV 

Setter Tier 4 ..................................................................................................... 0.55 0.05 $(0.00350) $(0.00305) 

Setter SLP Tier 3 ............................................................................................. 0.65 0.09 (0.00360) (0.00310) 

Setter SLP Tier 2 ............................................................................................. 0.95 0.18 (0.00370) (0.00320) 

Setter SLP Tier 1 ............................................................................................. 1.25 0.30 (0.00380) (0.00330) 

Once again, the rates and 

requirements are unchanged from the 

current Price List. 

The Exchange would transpose the 

last two current credits and 

requirements in the SLP section of the 

Price List for SLPs adding liquidity with 

orders designated as ‘‘retail’’ and in all 

assigned SLP securities without change 

under a new heading titled ‘‘Other 

Credits.’’ 

Finally, the Exchange would 

introduce a section titled ‘‘General’’ that 

would summarize information from the 

current Price List in the form of the 

following four bullets. 

Bullet 1 would provide that Adding 

shares of both an SLP-Prop and an 

SLMM of the same or an affiliated 

member organization are aggregated and 

that quotes of an SLP-Prop and an 

SLMM of the same member organization 

are not be aggregated. This information 

will also be transposed without change 

from the current SLP tiers. 

Bullet 2 would provide that affiliated 

member organizations that are SLPs are 

eligible for the most favorable rate for 

any such security traded in an 

applicable month provided that one or 

both affiliated member organizations 

request and are approved for aggregation 

of eligible activity pursuant to the 

requirements set forth in this Price List. 

This information will also be transposed 

without change from current footnote +, 

which the Exchange proposes to delete. 

Bullet 3 would provide that in a 

month where NYSE CADV equals or 

exceeds 5.5 billion shares per day for 

the billing month, NYSE CADV for that 

month will be subject to a cap of 5.5 

billion shares per day for the billing 

month. In a month where Tape B and 

Tape C CADV combined equals or 

exceeds 6.0 billion shares per day for 

the billing month, Tape B and Tape C 

CADV combined for that month will be 

subject to a cap of 6.0 billion shares per 

day for the billing month. This 

information will also be transposed 

without change from current footnote 

**, which will be deleted as redundant. 

Finally, bullet 4 would provide that 

SLPs becoming DMMs after the 

beginning of a billing month would not 

be eligible until the next full billing 

month. This information will also be 

transposed without change from current 

footnote 8 of the Price List. As noted, 

current footnote 8 will be deleted and 

marked ‘‘Reserved’’ to maintain the 

current footnote numbering. 


lotter on DSK11XQN23PROD with NOTICES1
Federal Register / Vol. 86, No. 128 / Thursday, July 8, 2021 / Notices 36171 

4 15 U.S.C. 78f(b). 

5 15 U.S.C. 78f(b)(4). 

6 15 U.S.C. 78f(b)(5). 7 15 U.S.C. 78f(b)(8). 

8 15 U.S.C. 78s(b)(3)(A). 

9 17 CFR 240.19b–4(f)(2). 

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

As noted above, the Exchange is not 

proposing any substantive change to any 

current SLP fee, credit or requirement. 

The purpose of the proposed rule 

change is to make a non-substantive 

change to reorganize the presentation of 

the Price List in order to enhance its 

clarity and transparency, thereby 

making the Price List easier to 

comprehend and navigate. 

The proposed changes are not 

otherwise intended to address any other 

issues, and the Exchange is not aware of 

any significant problems that market 

participants would have in complying 

with the proposed changes. 

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.4 Specifically, 

the Exchange believes the proposed rule 

change is consistent with Section 6(b)(4) 

of the Act,5 which provides that 

Exchange rules may provide for the 

equitable allocation of reasonable dues, 

fees, and other charges among its 

members and other persons using its 

facilities. Additionally, the Exchange 

believes the proposed rule change is 

consistent with the Section 6(b)(5) 6

requirement that the rules of an 

exchange not be designed to permit 

unfair discrimination between 

customers, issuers, brokers, or dealers. 

The Exchange believes that the 

proposed changes are reasonable and 

equitable because they are clarifying 

and non-substantive, and the Exchange 

is not changing any current fees or 

credits that apply to SLP trading activity 

on the Exchange or to routed 

executions. The changes are designed to 

make the Price List easier to read and 

more user-friendly. The Exchange 

believes that this proposed format will 

provide additional transparency of 

Exchange fees and credits for SLPs, to 

the benefit of market participants and 

the investing public. The Exchange 

believes the change is reasonable and 

would not be inconsistent with the 

public interest and the protection of 

investors because investors will not be 

harmed and in fact would benefit from 

increased clarity and transparency on 

the Price List, thereby reducing 

potential confusion. 

The Exchange also believes that the 

proposal is non-discriminatory because 

it applies uniformly to all member 

organizations that are SLPs, and again, 

the Exchange is not making any changes 

to existing fees and credits. Finally, the 

Exchange believes that the reformatted 

Price List, as proposed, will be clearer 

and less confusing for investors and will 

eliminate potential confusion, thereby 

removing impediments to and 

perfecting the mechanism of a free and 

open market and a national market 

system, and, in general, protecting 

investors and the public interest. 

The Exchange believes that the 

proposed reformatted the Price List is 

equitable and not unfairly 

discriminatory because the resulting 

streamlined Price List would continue 

to apply to all SLPs as it does currently 

because the Exchange is not adopting 

any new fees or credits or removing any 

current fees or credits that impact SLPs. 

All SLPs would continue to be subject 

to the same fees and credits that 

currently apply to them. 

For the foregoing reasons, the 

Exchange believes that the proposal is 

consistent with the Act. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

In accordance with Section 6(b)(8) of 

the Act,7 the Exchange believes that the 

proposed rule change would not impose 

any burden on competition that is not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

Intramarket Competition. The 

Exchange’s proposal to reformat its 

Price List will not place any undue 

burden on intramarket competition that 

is not necessary or appropriate in 

furtherance of the purposes of the Act 

because all SLPs would continue to be 

subject to the same fees and credits that 

currently apply to them. The Exchange 

notes that the proposal does not change 

the amount of any current fees or 

rebates, but rather makes clarifying and 

formatting changes, and therefore does 

not raise any competitive issues. To the 

extent the proposed rule change places 

a burden on competition, any such 

burden would be outweighed by the fact 

that a streamlined Price List would 

promote clarity and reduce confusion 

with respect to the fees and credits that 

SLPs would be subject to. As noted, the 

proposal would apply to all similarly 

situated member organizations on the 

same and equal terms, who would 

benefit from the changes on the same 

basis. Accordingly, the proposed change 

would not impose a disparate burden on 

competition among market participants 

on the Exchange. 

Intermarket Competition. 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 purposes of the Act. The 

Exchange operates in a highly 

competitive market in which market 

participants can readily choose to send 

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

at those other venues to be more 

favorable. Market share statistics 

provide ample evidence that price 

competition between exchanges is 

fierce, with liquidity and market share 

moving freely from one execution venue 

to another in reaction to pricing 

changes. 

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 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 8 of the Act and 

subparagraph (f)(2) of Rule 19b–4 9

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

Exchange. 

At any time within 60 days of the 

filing of such 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 

under Section 19(b)(2)(B) 10 of the Act 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 


lotter on DSK11XQN23PROD with NOTICES1
36172 Federal Register / Vol. 86, No. 128 / Thursday, July 8, 2021 / Notices 

11 17 CFR 200.30–3(a)(12). 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NYSE–2021–37 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–2021–37. 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–NYSE–2021–37 and should 

be submitted on or before July 29, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–14500 Filed 7–7–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Extension: Rule 17g–8 & 9; OMB Control 

No. 3235–0693] 

Submission for OMB Review; 

Comment Request 

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. 3501 et seq.), the Securities 

and Exchange Commission 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for approval of 

extension of the previously approved 

collection of information provided for in 

Rule 17g–8 and 17g–9 (17 CFR 240.17g– 

8 and 9) under the Securities Exchange 

Act of 1934 (15 U.S.C. 78a et seq.) 

(‘‘Exchange Act’’). 

Rule 17g–8 contains certain 

requirements for Nationally Recognized 

Statistical Rating Organizations 

(‘‘NRSROs’’) to have policies and 

procedures with respect to the 

procedures and methodologies the 

NRSRO uses to determine credit ratings, 

with respect to the symbols, numbers, or 

scores it uses to denote credit ratings, to 

address instances in which a look-back 

review determines that a conflict of 

interest influenced a credit rating, and 

to consider certain prescribed factors for 

an effective internal structure. Rule 17g– 

9 contains requirements for NRSROs to 

ensure that any person employed by an 

NRSRO to determine credit ratings 

meets standards necessary to produce 

accurate ratings. Currently, there are 9 

credit rating agencies registered as 

NRSROs with the Commission. The 

Commission estimates that the total 

burden for respondents to comply with 

Rule 17g–8 is 1,305 hours and to 

comply with Rule 17g–9 is 32,335 

hours. 

An agency may not conduct or 

sponsor a collection of information 

unless it displays a currently valid OMB 

control number. No person shall be 

subject to any penalty for failing to 

comply with a collection of information 

subject to the PRA that does not display 

a valid OMB control number. 

The public may view background 

documentation for this information 

collection at the following website: 

>www.reginfo.gov<. Find this particular 

information collection by selecting 

‘‘Currently under 30-day Review—Open 

for Public Comments’’ or by using the 

search function. Written comments and 

recommendations for the proposed 

information collection should be sent 

within 30 days of publication of this 

notice to (i) >www.reginfo.gov/public/ 

do/PRAMain< and (ii) David Bottom, 

Director/Chief Information Officer, 

Securities and Exchange Commission, 

c/o Cynthia Roscoe, 100 F Street NE, 

Washington, DC 20549, or by sending an 

email to: PRA_Mailbox@sec.gov. 

Dated: July 2, 2021. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–14581 Filed 7–7–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Extension: Rule 17g–5, OMB Control No. 

3235–0649] 

Submission for OMB Review; 

Comment Request 

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. 3501 et seq.), the Securities 

and Exchange Commission 

(‘‘Commission’’) has submitted to the 

Office of Management and Budget 

(‘‘OMB’’) a request for approval of 

extension of the previously approved 

collection of information provided for in 

Rule 17g–5 (17 CFR 240.17g–5) under 

the Securities Exchange Act of 1934 (15 

U.S.C. 78a et seq.) (‘‘Exchange Act’’). 

Rule 17g–5 requires the disclosure of 

and establishment of procedures to 

manage certain NRSRO conflicts of 

interest, prohibits certain other NRSRO 

conflicts of interest, and contains 

requirements regarding the disclosure of 

information in the case of the conflict of 

interest of an NRSRO issuing or 

maintaining a credit rating on an assetbacked security that was paid for by the 

issuer, sponsor, or underwriter of the 

security. The Commission currently 

estimates that the total annual burden 

for respondents to comply with Rule 

17g–5 is 263,306 hours. 

An agency may not conduct or 

sponsor a collection of information 

unless it displays a currently valid OMB 

control number. No person shall be 

subject to any penalty for failing to 

comply with a collection of information 

subject to the PRA that does not display 

a valid OMB control number. 

The public may view background 

documentation for this information 

collection at the following website: 


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