52712 Federal Register / Vol. 86, No. 181 / Wednesday, September 22, 2021 / Notices 

25 15 U.S.C. 78s(b)(3)(A)(ii). 

26 17 CFR 240.19b–4(f)(2). 27 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 7201 et seq. 

2Public Law 111–203, 124 Stat. 1376 (2010). 

3 17 CFR 202.190. 

4Release No. 33–10905 (December 16, 2020). 

permits fair competition among national 

securities exchanges. 

The Exchange also does not believe 

the proposal would cause any 

unnecessary or in appropriate burden 

on intermarket competition as other 

exchanges are free to introduce their 

own comparable data product and lower 

their prices to better compete with the 

Exchange’s offering. The Exchange does 

not believe the proposed rule change 

would cause any unnecessary or 

inappropriate burden on intramarket 

competition. Particularly, the proposal 

would apply uniformly to any market 

participant, in that it does not 

differentiate between subscribers to the 

Open-Close Report. The proposal is 

modest and would allow any interested 

Member or non-Member to subscribe to 

or request such data based on their 

business needs. 

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 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act,25 and Rule 

19b–4(f)(2) 26 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 shall 

institute proceedings to determine 

whether the proposed rule 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– 

MIAX–2021–39 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–MIAX–2021–39. 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–MIAX–2021–39 and should 

be submitted on or before October 13, 

2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.27

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–20446 Filed 9–21–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 10983/September 17, 2021; 

Release No. 93048/September 17, 2021] 

Securities Act of 1933; Securities 

Exchange Act of 1934; Order 

Approving the Public Company 

Accounting Oversight Board 

Supplemental Budget for Calendar 

Year 2021 

The Sarbanes-Oxley Act of 2002, as 

amended (the ‘‘Sarbanes-Oxley Act’’),1

established the Public Company 

Accounting Oversight Board (‘‘PCAOB’’) 

to oversee the audits of companies that 

are subject to the securities laws, and 

related matters, in order to protect the 

interests of investors and further the 

public interest in the preparation of 

informative, accurate and independent 

audit reports. Section 982 of the DoddFrank Wall Street Reform and Consumer 

Protection Act (the ‘‘Dodd-Frank Act’’) 2

amended the Sarbanes-Oxley Act to 

provide the PCAOB with explicit 

authority to oversee auditors of brokerdealers registered with the Commission. 

The PCAOB is to accomplish these goals 

through registration of public 

accounting firms, standard setting, 

inspection, and disciplinary programs. 

The PCAOB is subject to the 

comprehensive oversight of the 

Securities and Exchange Commission 

(the ‘‘Commission’’). 

Section 109(b) of the Sarbanes-Oxley 

Act directs the PCAOB to establish a 

budget for each fiscal year in accordance 

with the PCAOB’s internal procedures, 

subject to approval by the Commission. 

Rule 190 of Regulation P facilitates the 

Commission’s review and approval of 

PCAOB budgets and annual accounting 

support fees.3 This budget rule 

provides, among other things, limits on 

the PCAOB’s ability to incur expenses 

and obligations except as provided in 

the approved budget as well as the 

procedures for the submission of 

supplemental budgets when it is 

forecasted that the limits to incur 

expenses and obligations will be 

exceeded in a given year. The 

Commission previously determined that 

the PCAOB’s 2021 budget of $287.3 

million was consistent with Section 109 

of the Sarbanes-Oxley Act and 

accordingly, it approved the PCAOB’s 

2021 budget on December 16, 2020.4

During 2021, the PCAOB determined 

that expenses related to the engagement 

of outside counsel would cause its 

Federal Register / Vol. 86, No. 181 / Wednesday, September 22, 2021 / Notices 52713 

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

2 17 CFR 240.19b–4. 

3 15 U.S.C. 78s(b)(1). 

4 17 CFR 240.19b–4. 

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

6 17 CFR 240.19b–4. 

7See IEX Rule 11.190(b)(2). 

8An odd lot order is generally any order of less 

than 100 shares (the size of a round lot order). See 

IEX Rule 11.180(a). 

9See IEX Rule 1.160(s). 

10See IEX Rule 1.160(p). 

11See IEX Rule 1.160(nn). 

12See IEX Rule 1.160(u). 

13See, e.g., Cboe BZX Exchange, Inc. (‘‘BZX’’) 

Rule 11.9(c)(1); MEMX, LLC (‘‘MEMX’’) Rule 

11.8(b)(4); The Nasdaq Stock Market LLC 

(‘‘Nasdaq’’) Rule 4703(h); and New York Stock 

Exchange LLC Rule 7.31(d)(1). 

14See IEX Rule 11.190(a)(1). 

15See IEX Rule 11.190(b)(2). 

16See IEX Rule 1.160(qq). The text of IEX Rule 

11.190(b)(2) uses the term ‘‘User’’, so any direct 

references to the text of the rule will use the term 

‘‘User.’’ Otherwise, for purposes of this rule filing, 

the term ‘‘Member’’ will be used synonymously 

with the term ‘‘User.’’ 

Office of the General Counsel to spend 

amounts exceeding the previously 

approved program area budget for the 

year. As a result, on July 14, 2021 it 

submitted a supplemental budget to the 

SEC. The PCAOB’s 2021 supplemental 

budget requests Commission approval to 

transfer $3.4 million of FY 2021 funding 

from a certain program area in which all 

funds allocated are projected to not be 

spent in 2021 to the Office of the 

General Counsel to cover the projected 

excess costs related to the engagement 

of outside counsel. The supplemental 

budget does not request an increase to 

the PCAOB’s previously approved 2021 

budget of $287.3 million. 

The Commission directs the PCAOB 

to keep the Commission, through staff in 

its Office of the Chief Accountant, 

apprised each month of monthly legal 

expenses incurred and paid through the 

end of its fiscal year 2021. Separately, 

the Commission directs that the PCAOB 

implement policies and procedures to 

ensure additional funds will not be 

required for spending on outside 

counsel for the 2021 fiscal year beyond 

those approved in this Order. The 

Commission also directs the PCAOB to 

inform the Commission of all of the 

steps it will take to reduce its current 

and future reliance on outside counsel. 

The Commission has determined that 

the PCAOB’s 2021 supplemental budget 

is consistent with Section 109 of the 

Sarbanes-Oxley Act. Accordingly, 

It is ordered, pursuant to Section 109 

of the Sarbanes-Oxley Act, that the 

PCAOB supplemental budget for 

calendar year 2021 is approved. 

By the Commission. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2021–20515 Filed 9–21–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–93027; File No. SR–IEX– 

2021–11] 

Self-Regulatory Organizations; 

Investors Exchange LLC; Notice of 

Filing and Immediate Effectiveness of 

a Proposed Rule Change To Provide 

That a Reserve Order May Have (i) an 

Odd Lot Sized Display Quantity and (ii) 

an Optional Random Initial and 

Replenishment Display Quantity 

September 16, 2021. 

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 

September 14, 2021, the Investors 

Exchange LLC (‘‘IEX’’ or the 

‘‘Exchange’’) filed with the Securities 

and Exchange Commission 

(‘‘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 

Pursuant to the provisions of Section 

19(b)(1) under the Act,3 and Rule 19b– 

4 thereunder,4 IEX is filing with the 

Commission a proposed rule change to 

provide that a reserve order may have (i) 

an odd lot sized display quantity and 

(ii) an optional random initial and 

replenishment display quantity. The 

Exchange has designated this rule 

change as ‘‘non-controversial’’ under 

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

provided the Commission with the 

notice required by Rule 19b–4(f)(6) 

thereunder.6

The text of the proposed rule change 

is available at the Exchange’s website at 

www.iextrading.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 the 

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 self-regulatory organization 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 purpose of the proposed rule 

filing is to amend IEX Rule 11.190(b)(2) 

to provide that a reserve order 7 may 

have (i) an odd lot 8 size display 

quantity and (ii) an optional random 

initial and replenishment display 

quantity. Specifically, as proposed, a 

reserve order may have an odd lot as 

well as a round or mixed lot initial and 

replenishment display quantity. In 

addition, as proposed, a Member 9 may 

attach an optional random 

replenishment instruction to any reserve 

order pursuant to which the reserve 

order’s display quantity (both upon 

initial posting to the Order Book 10 and 

upon any subsequent replenishments) 

would be randomly determined by the 

System 11 within a replenishment range 

specified by the Member. In addition, 

IEX proposes to make conforming edits 

to IEX Rules 11.190(b)(2) and 

11.220(a)(1)(C) reflecting the proposed 

changes to reserve order functionality. 

The proposed changes are designed to 

increase displayed liquidity on the 

Exchange (potentially at prices better 

than the NBBO),12 to the benefit of all 

market participants, by providing 

additional optionality to Members in the 

use of odd lot size reserve order 

displayed quantities, as well as helping 

to protect Members using reserve orders 

with random replenishment from 

potential information leakage. 

Background 

IEX, like other equities exchanges,13

offers Members a ‘‘reserve’’ order type, 

which allows Members to submit a 

partially displayed limit order,14 so that 

a portion of the order is displayed 

(‘‘display quantity’’) and a portion of the 

order is non-displayed (‘‘reserve 

quantity’’).15 As set forth in IEX Rule 

11.190(b)(2), when Users 16 submit a 

reserve order, they must specify the 

display quantity (which must be a 

round or mixed lot). Upon entry, the 

System attempts to execute a reserve 

order as a single order of its full, 

unexecuted size. If an incoming reserve 

order is not fully executed, it posts to 

the Order Book where it is effectively