48782 Federal Register / Vol. 86, No. 166 / Tuesday, August 31, 2021 / Notices 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4 ‘‘Company’’ means the issuer of a security listed 

or applying to list on the Exchange. See LTSE Rule 

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

6 17 CFR 240.19b–4(f)(6). 

7See LTSE Rule 14.210(a) (permitting a Company 

to have a class of securities that has been approved 

for listing on another national securities exchange). 

8This definition of Family Member is not 

applicable to LTSE Rule 5.110 (Supervision), which 

pertains to Member supervision and aligns with a 

corresponding FINRA rule. 

9See General Commentary to Section 303A.02(b) 

of NYSE Listed Company Manual (defining 

‘‘immediate family member’’). 

10See Nasdaq Rule 5605(a)(2) (defining ‘‘Family 

Member’’). 

11LTSE Rule 14.405(b)(1). 

12 If the Company does not have a nominating 

committee, under LTSE Rule 14.405(e), nominees 

for directors must be selected or recommended by 

independent directors constituting a majority of the 

board’s independent directors in a vote in which 

only independent directors participate. 

13See LTSE Rule 14.405(c)(3)(A) (regarding audit 

committee composition); LTSE Rule 14.405(d)(2)(A) 

(regarding compensation committee composition); 

LTSE Rule 14.405(e)(1) (regarding nominating 

committee composition). 

14See Supplementary Material, LTSE Rule 

14.405(a)(2).01 (noting that ‘‘[t]hese objective 

measures provide transparency to investors and 

Companies, facilitate uniform application of the 

rules, and ease administration’’). 

15See LTSE Rule 14.405(a)(2)(D) (exceptions to 

this rule apply for (i) payments arising solely from 

investments in the Company’s securities; or (ii) 

payments under non-discretionary charitable 

contribution matching programs). 

agency’s estimate of the burden of the 

collection of information; (c) ways to 

enhance the quality, utility, and clarity 

of the information collected; and (d) 

ways to minimize the burden of the 

collection of information on 

respondents, including through the use 

of automated collection techniques or 

other forms of information technology. 

Consideration will be given to 

comments and suggestions submitted in 

writing within 60 days of this 

publication. 

Please direct your written comments 

to David Bottom, Director/Chief 

Information Officer, Securities and 

Exchange Commission, C/O Cynthia 

Roscoe, 100 F Street NE, Washington, 

DC 20549; or send an email to: PRA_

Mailbox@sec.gov. 

Dated: August 25, 2021. 

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2021–18698 Filed 8–30–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–92752; File No. SR–LTSE– 

2021–04] 

Self-Regulatory Organizations; LongTerm Stock Exchange, Inc.; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend the 

Director ‘‘Business Relationships’’ 

Provision and Definition of ‘‘Family 

Member’’ for Purposes of LTSE Rule 

14.405(a)(2) and Supplementary 

Material .01 (Definition of 

Independence) 

August 25, 2021. 

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

Securities Exchange Act of 1934 (the 

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

notice is hereby given that on August 

19, 2021, Long-Term Stock Exchange, 

Inc. (‘‘LTSE’’ or the ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I and II 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 

LTSE proposes to amend LTSE Rule 

14.405(a)(2) and Supplementary 

Material .01 (Definition of 

Independence) under LTSE Rule 

14.405(a) (‘‘Supplementary Material’’) to 

(i) adopt provisions conforming LTSE’s 

independence standards with respect to 

listed company (‘‘Company’’) 4

directors’ ‘‘business relationships’’ with 

the corresponding standards of the New 

York Stock Exchange (‘‘NYSE’’) Rule 

303.A.02(b)(v) and relevant parts of the 

related NYSE Commentary and 

Disclosure Requirement for NYSE-listed 

Companies seeking to dually list on 

LTSE, and (ii) amend the definition of 

‘‘Family Member’’ solely for purposes of 

director independence determinations 

under LTSE Rule 14.405(a)(2). LTSE has 

filed the proposed rule change pursuant 

to Section 19(b)(3)(A) of the Act,5 and 

Rule 19b4(f)(6) thereunder,6 which 

renders the proposed rule change 

effective upon filing with the 

Commission. 

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 these 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 aspects 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 amend 

Rule 14.405(a)(2) and related 

Supplementary Material to adopt a 

provision conforming LTSE’s 

independence standards with respect to 

directors’ business relationships with 

the corresponding standard of NYSE 

Rule 303.A.02(b)(v) and related 

Commentary and Disclosure 

Requirement, in order to accommodate 

NYSE-listed Companies seeking to 

dually list 7 their securities on LTSE. 

The Exchange also proposes to amend 

the definition of ‘‘Family Member’’ 

solely for purposes of director 

independence under LTSE Rule 

14.405(a)(2) 8 to conform it to the 

corresponding definitions of the NYSE 9

and the Nasdaq Stock Market LLC 

(‘‘Nasdaq’’).10

LTSE rules require Companies to meet 

certain standards related to director 

independence, including that a majority 

of the board of the directors of the 

Company be independent directors,11

and that the Company’s audit, 

compensation, and nominating 12

committees be comprised solely of 

independent directors.13 LTSE Rule 

14.405(a)(2) defines ‘‘Independent 

Director’’ as ‘‘a person other than an 

Executive Officer or employee of the 

Company or any other individual 

having a relationship which, in the 

opinion of the Company’s board of 

directors, would interfere with the 

exercise of independent judgment in 

carrying out the responsibilities of a 

director.’’ 

LTSE Rule 14.405(a)(2) also provides 

a list of certain relationships that 

preclude a board finding of director 

independence 14 (the ‘‘Bright-Line 

Independence Tests’’), including a 

director who is, or has a Family Member 

who is, a partner in, or a controlling 

Shareholder or an Executive Officer of, 

any organization to which the Company 

made, or from which the Company 

received, payments for property or 

services in the current or any of the past 

three fiscal years that exceed 5% of the 

recipient’s (i.e., that of the organization 

or the Company) consolidated gross 

revenues for that year, or $200,000, 

whichever is more (with certain 

exceptions).15 This rule is referred to as 


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16LTSE’s ‘‘business relationships’’ provision in 

Rule 14.405(a)(2)(D) is identical to Nasdaq Rule 

5605(a)(2)(D). 

17NYSE Rule 303.A.02(b)(v) precludes situations 

where ‘‘[t]he director is a current employee, or an 

immediate family member is a current executive 

officer, of a company that has made payments to, 

or received payments from, the listed company for 

property or services in an amount which, in any of 

the last three fiscal years, exceeds the greater of $1 

million, or 2% of such other company’s 

consolidated gross revenues.’’ 

18 In addition, the NYSE standard only covers the 

prior three fiscal years (not including current year 

as per the LTSE standard) and does not include 

Family Members who are partners or controlling 

shareholders of the subject organization. The LTSE 

standard uses the term ‘‘organizations’’ instead of 

‘‘companies’’ and thus may be interpreted to be 

broader in scope in that respect. 

19See Amendment No. 3 to SR–NASDAQ 2019– 

049 at 8 (noting that ‘‘Nasdaq has heard from its 

listed companies and their legal counsel that the 

current situation, where each market has a different 

definition [of ‘‘Family Member’’], complicates the 

preparation by listed companies of director and 

officer questionnaires that the companies need in 

order to analyze director independence. In 

particular, this creates an added and unnecessary 

burden when a company transfers its listing from 

one national securities exchange to another. In such 

case, a director may have already filled out an 

annual questionnaire based on the prior listing 

exchange’s definition of a family member, but 

need[s] to answer additional questions because the 

definition of the exchange the listing is transferred 

to is phrased differently’’). 

20See LTSE Rule 14.405(a)(2). 

21For the avoidance of doubt, a stepchild who 

shares the same home with a director would 

continue to be considered a Family Member under 

the Bright-Line Independence Tests, because the 

definition of a Family Member will include anyone 

(other than domestic employees) who shares the 

director’s home. 

22For example, the current LTSE definition of 

‘‘Family Member’’ in Rule 14.405(a)(2) does not 

exclude domestic employees residing in the 

director’s home. 

23Section 303A.02 of the NYSE Listed Company 

Manual states that ‘‘[a]n ‘immediate family member’ 

includes a person’s spouse, parents, children, 

siblings, mothers and fathers-in-law, sons and 

daughters-in-law, brothers and sisters-in-law, and 

anyone (other than domestic employees) who 

shares such person’s home.’’ The definition of 

‘‘Family Member’’ for purposes of Nasdaq Listing 

Rule 5605(a)(2) was modified to be identical to that 

of NYSE. See Securities Exchange Act Release No. 

88210 (February 13, 2020), 85 FR 9816 (February 

20, 2020). 

24 15 U.S.C. 78f. 

the ‘‘business relationships’’ 

provision.16 Related Supplementary 

Material provides further guidance to 

Companies regarding the significance of 

director independence and application 

of the independence standards. 

The proposed rule change would 

establish an alternative business 

relationships provision based on the 

corresponding provisions of the NYSE 

Rule 303.A.02(b)(v) 17 and adopt 

relevant parts of the related NYSE 

Commentary and Disclosure 

Requirement, solely applicable to 

NYSE-listed Companies seeking to 

dually list on LTSE. While NYSE’s and 

LTSE’s respective business relationship 

provisions are similar, the NYSE 

standard employs different percentages 

and minimums. Specifically, NYSE uses 

a threshold of 2% of the recipient’s 

consolidated gross revenues or $1 

million, whichever is more. In many 

situations, the NYSE provision will be 

more restrictive with a threshold of 2% 

versus 5%. However, at the lowest 

levels, the LTSE standard is more 

restrictive with a minimum of $200,000 

versus $1 million.18 The Commentary 

and Disclosure Requirement noted 

under NYSE Rule 303.A.02(b)(v) clarify 

application of the rule and call for 

disclosure of Company contributions to 

tax exempt organizations in which any 

independent director serves as an 

executive officer provided that the same 

financial thresholds of Rule 

303.A.02(b)(v) are met. 

As a result of the differences 

discussed above, a NYSE-listed 

Company seeking to dually list on LTSE 

may have to reassess the independence 

of its directors notwithstanding the fact 

that the Company is already listed on 

the NYSE. Differences in comparable 

listing standards based on the same 

general principles (e.g., ensuring 

directors exercise independent 

judgment) may be burdensome for 

Companies needing to conduct 

duplicative analyses of director 

independence.19 To better accommodate 

dual listings of NYSE-listed companies, 

the proposed rule change would provide 

an alternative business relationships 

provision in a new paragraph (H) to 

LTSE Rule 14.405(a)(2) substantially 

identical to NYSE Rule 303.A.02(b)(v) 

and add relevant parts of NYSE’s related 

Commentary and Disclosure 

Requirement to LTSE Supplemental 

Material, solely for NYSE-listed 

Companies. 

The Exchange is also proposing to 

amend the definition of ‘‘Family 

Member’’ solely for purposes of director 

independence under LTSE Rule 

14.405(a)(2) to mean ‘‘a person’s spouse, 

parents, children, siblings, mothers- and 

fathers-in-law, sons- and daughters-inlaw, brothers- and sisters-in-law, and 

anyone (other than domestic employees) 

who shares such person’s home.’’ Under 

the current LTSE Rule 14.405(a)(2), 

‘‘Family Member’’ means ‘‘a person’s 

spouse, parents, children and siblings, 

whether by blood, marriage or adoption, 

or anyone residing in such person’s 

home.’’ 20 The purpose of this rule 

change is to exclude domestic 

employees who share the director’s 

home (given that the definition is not 

meant to cover commercial 

relationships), and stepchildren who do 

not share the director’s home (in which 

case, depending on facts and 

circumstances, such relationships may 

be attenuated in nature), from the type 

of relationships that always preclude a 

board from finding that a director is 

independent, as described below.21

The proposed rule change would also 

conform LTSE’s definition of a ‘‘Family 

Member’’ for purposes of Rule 

14.405(a)(2) to the corresponding 

definition of ‘‘Family Member’’ 

applicable to Companies listed on the 

NYSE and Nasdaq. Depending on the 

facts and circumstances, minor 

variations 22 between LTSE’s current 

definition and that of NYSE or Nasdaq 

could create need for interpretation and 

require additional independence 

assessments for NYSE or Nasdaqprimary listed Companies seeking to 

dually list securities on LTSE or transfer 

their listing to LTSE. To reduce this 

additional compliance burden on such 

Companies, the Exchange’s proposed 

definition of ‘‘Family Member’’ would 

be identical to NYSE and Nasdaq’s 

corresponding definitions for purposes 

of determining director independence.23

This revision will not affect the 

additional independence criteria for 

audit committee members set forth in 

LTSE Rule 14.405(c)(2), which 

incorporate the independence 

requirements of SEC Rule 10A–3 

promulgated under the Act.24

Notwithstanding these changes, LTSE 

notes that Company boards must 

affirmatively determine that directors do 

not have relationships that would 

interfere with the exercise of 

independent judgment in carrying out 

the responsibilities of a director 

pursuant to LTSE rules 14.405(a)(2) and 

14.405(a)(2).01. To comply with LTSE’s 

rules, LTSE will expect the boards of 

listed Companies to continue to elicit 

through director questionnaires the 

information necessary to make 

independence determinations, which 

will need to include questions about 

stepchild relationships. LTSE believes 

that it is appropriate for the board to 

review a relationship between a director 

and a stepchild who does not share a 

home with the director or a relationship 

between a director and a domestic 

employee under such facts and 

circumstances test. The board’s 

assessment goes beyond applying the 

Bright-Line Independence Tests to 

ensure that any individual serving as an 

independent director has no 

relationship that would impair his or 

her independence. 


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48784 Federal Register / Vol. 86, No. 166 / Tuesday, August 31, 2021 / Notices 

25 Id. 

26 15 U.S.C. 78f(b)(5). 

27See Securities Exchange Act Release No. 48745 

(November 4, 2003), 68 FR 64154 (November 12, 

2003), available at https://www.sec.gov/rules/sro/ 

34-48745.htm#P83_24538 (noting that ‘‘the 

Commission believes that these proposed rule 

changes, as amended, are reasonable and 

appropriate and serve the interests of the investing 

public’’). 

28See Securities Exchange Act Release No. 88210 

(February 13, 2020), 85 FR 9816 (February 20, 

2020). 

29See SR–NASDAQ 2019–049 Amendment No. 3 

at 11. Amendment No. 3 replaces and supersedes 

the original proposal in its entirety and is available 

at https://listingcenter.nasdaq.com/assets/rulebook/ 

nasdaq/filings/SR-NASDAQ-2019-049_

Amendment_3.pdf. 

30See Securities Exchange Act Release No. 88210 

(February 13, 2020), 85 FR 9816 (February 20, 

2020). 

2. Statutory Basis 

The Exchange believes that the 

proposed rule change is consistent with 

the provisions of Section 6 of the Act,25

in general, and furthers the objectives of 

Section 6(b)(5) of the Act,26 in 

particular, because it is designed to 

prevent fraudulent and manipulative 

acts and practices, to promote just and 

equitable principles of trade, to foster 

cooperation and coordination with 

persons engaged in facilitating 

transactions in securities, 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. Further, the Exchange 

believes that the proposal is not 

designed to permit unfair 

discrimination between issuers or to 

regulate by virtue of any authority 

conferred by the Act matters not related 

to the purposes of the Act or the 

administration of the Exchange, for the 

reasons set forth below. 

By aligning certain of the Exchange’s 

corporate governance requirements 

more closely with those of the NYSE 

and Nasdaq, as explained above, the 

proposed rule change is designed to 

remove impediments to and perfect the 

mechanism of a free and open market. 

The proposed rule change with respect 

to director business relationships and 

the definition of Family Member is 

consistent with the Act in that it adopts 

a definition of director independence 

that has already been approved by the 

Commission and has been in force for 

nearly 20 years.27

LTSE’s current business relationships 

provision set forth in LTSE Rule 

14.405(a)(2)(D) is identical to that of 

Nasdaq Rule 5605(a)(2)(D). Companies 

that utilize Nasdaq as their primary 

listing exchange and seek to dually list 

on LTSE do not currently have any 

added compliance burden with respect 

to this rule. As drafted, the proposed 

rule change would apply only to NYSEprimary listed Companies seeking to 

dually list on LTSE and remove their 

additional compliance burden of having 

to assess director independence in 

accordance with disparate Bright-Line 

Independence Tests regarding director 

business relationships. A Company 

seeking a primary listing on LTSE or a 

Company with a primary listing 

exchange other than NYSE would be 

required to satisfy the current business 

relationships provision in Rule 

14.405(a)(2)(D). 

The Exchange also believes that its 

proposed rule change is fair and not 

unfairly discriminatory because it 

alleviates the additional compliance 

burdens currently faced by NYSEprimary listed Companies that seek to 

dually list on LTSE. Given that LTSE 

Rule 14.405(a)(2)(D) currently in effect 

is identical to the corresponding 

provision of Nasdaq Rule 5605(a)(2)(D), 

the proposed rule change brings NYSEprimary listed Companies in parity with 

Nasdaq-primary listed Companies if 

they seek to dually list their securities 

on LTSE. 

The proposed rule change with 

respect to modification of the definition 

of ‘‘Family Member’’ in LTSE Rule 

14.405(a)(2) to conform to the 

corresponding definition of Nasdaq Rule 

5605(a)(2) and NYSE Rule 303.A.02 also 

alleviates the compliance burden on 

LTSE dually-listed Companies. In the 

recent past, the Commission has 

approved Nasdaq’s proposed 

modification of Rule 5605(a)(2)’s 

definition of ‘‘Family Member’’ for 

purposes of director independence 

determinations.28 Prior to such 

modification, the Nasdaq definition in 

Rule 5605(a)(2) was identical to that of 

LTSE Rule 14.405(a)(2). Nasdaq also 

noted in Amendment No. 3 to its related 

rule filing proposal that its purpose was 

to alleviate unnecessary burdens posed 

on listed companies due to differences 

in phrasing of corresponding rules 

across exchanges.29 Specifically, LTSE 

Rule 14.405(a)(2) includes directors’ 

domestic employees and stepchildren in 

the definition of ‘‘Family Member,’’ as 

described above, even though based on 

facts and circumstances, relationships 

with stepchildren may be attenuated 

and those with domestic employees are 

generally commercial in nature. The 

Commission has previously approved 

the proposed definition as consistent 

with Section 6(b)(5) of the Act.30 As 

such, LTSE believes that Commission 

approval of this proposed rule change 

would be consistent with its prior 

decision and promote competition. 

LTSE holds that it is important for 

investors to have confidence that 

individuals serving as independent 

directors do not have a relationship 

with the Company that would impair 

their independence. The Company’s 

board has a responsibility to make an 

affirmative determination that no such 

relationships exist. The proposed rule 

change furthers the Exchange’s objective 

to support Companies in long-term 

value creation by removing the need for 

burdensome and duplicative 

independence assessments while 

retaining effective and longstanding 

mechanisms for ensuring director 

independence. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule change will impose 

any burden on competition not 

necessary or appropriate in furtherance 

of the purposes of the Act. These 

changes are intended to alleviate 

compliance burdens on dually-listed 

Companies by conforming LTSE rules 

with those of two other exchanges in the 

case of the definition of ‘‘Family 

Member,’’ and one other exchange with 

respect to the business relationships 

provision regarding director 

independence determinations where 

such Company is seeking to dually list 

its securities. Thus, the proposed rule 

change would eliminate requirements 

that burden issuers without an offsetting 

benefit in protecting shareholders. As 

such, these changes are neither intended 

to, nor expected to, impose any burden 

on competition. 

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 


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Federal Register / Vol. 86, No. 166 / Tuesday, August 31, 2021 / Notices 48785 

31 15 U.S.C. 78s(b)(3)(A)(iii). 

32 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6)(iii) requires a self-regulatory organization 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. 

33 17 CFR 240.19b–4(f)(6). 

34 17 CFR 240.19b–4(f)(6)(iii). 

35For purposes only of accelerating the operative 

date of this proposal, the Commission has 

considered the proposed rule’s impact on 

efficiency, competition, and capital formation. 15 

U.S.C. 78c(f). 36 17 CFR 200.30–3(a)(12). 

19(b)(3)(A)(iii) of the Act 31 and Rule 

19b–4(f)(6)(iii) thereunder.32

A proposed rule change filed under 

Rule 19b–4(f)(6) 33 normally does not 

become operative for 30 days after the 

date of the filing. However, pursuant to 

Rule 19b–4(f)(6)(iii),34 the Commission 

may designate a shorter time if such 

action is consistent with the protection 

of investors and the public interest. The 

Exchange has asked the Commission to 

waive the 30-day operative delay so that 

the proposal may become operative 

upon filing. The Exchange states that it 

does not believe that the proposal raises 

any new or novel issues not previously 

considered by the Commission in that 

the provisions at issue have been 

approved by the Commission and in 

effect at other exchanges for a 

considerable period. In addition, the 

Exchange has represented that it 

anticipates that its first dual listings will 

take effect by the end of August 2021 

and that the proposed rule change will 

be helpful for the companies that plan 

to list on this timeline. The Commission 

believes that waiver of the 30-day 

operative delay is consistent with the 

protection of investors and the public 

interest because the proposed rule 

change does not raise any new or novel 

issues and is consistent with adopted 

rules on other exchanges. Accordingly, 

the Commission hereby waives the 30- 

day operative delay and designates the 

proposal operative upon filing.35

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 

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– 

LTSE–2021–04 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–LTSE–2021–04. 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–LTSE–2021–04 and should 

be submitted on or before September 21, 

2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.36

Jill M. Peterson, 

Assistant Secretary. 

[FR Doc. 2021–18674 Filed 8–30–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–480; OMB Control No. 

3235–0537] 

Proposed Collection; Comment 

Request 

Upon Written Request, Copies Available 

From: Securities and Exchange 

Commission, Office of FOIA Services, 

100 F Street NE, Washington, DC 

20549–2736 

Extension: 

Regulation S–P 

Notice is hereby given that, pursuant 

to the Paperwork Reduction Act of 1995 

(‘‘PRA’’) (44 U.S.C. 3501 et seq.), the 

Securities and Exchange Commission 

(‘‘Commission’’) is soliciting comments 

on the existing collection of information 

provided for in the privacy notice and 

opt out notice provisions of Regulation 

S–P—Privacy of Consumer Financial 

Information (17 CFR part 248, subpart 

A) under the Securities Exchange Act of 

1934 (‘‘Exchange Act’’) (15 U.S.C. 78a et 

seq.). The Commission plans to submit 

this existing collection of information to 

the Office of Management and Budget 

(‘‘OMB’’) for extension and approval. 

The privacy notice and opt out notice 

provisions of Regulation S–P (the 

‘‘Rule’’) implement the privacy notice 

and opt out notice requirements of Title 

V of the Gramm-Leach-Bliley Act 

(‘‘GLBA’’), which include the 

requirement that at the time of 

establishing a customer relationship 

with a consumer and not less than 

annually during the continuation of 

such relationship, a financial institution 

shall provide a clear and conspicuous 

disclosure to such consumer of such 

financial institution’s policies and 

practices with respect to disclosing 

nonpublic personal information to 

affiliates and nonaffiliated third parties 

(‘‘privacy notice’’). Title V of the GLBA 

also provides that, unless an exception 

applies, a financial institution may not 

disclose nonpublic personal information 

of a consumer to a nonaffiliated third 

party unless the financial institution 

clearly and conspicuously discloses to 

the consumer that such information may 

be disclosed to such third party; the 


khammond on DSKJM1Z7X2PROD with NOTICES