27676 Federal Register / Vol. 87, No. 89 / Monday, May 9, 2022 / Notices 

43See proposed Exchange Rule 518(c)(1)(iii). See 

also proposed Exchange Rule 518(c)(1)(iv) (stating 

that a complex order will not be executed at a net 

price that would cause any option component of the 

complex strategy to be executed: (A) At a price of 

zero; or (B) ahead of a Priority Customer order on 

the Simple Order Book without improving the 

MBBO of at least one option component of the 

complex strategy). 

44For 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). 45 17 CFR 200.30–3(a)(12), (59). 

opportunities. The Commission notes 

that although the proposal will allow 

bids and offers for stock-option orders to 

be expressed in any decimal price the 

Exchange determines, the option 

component(s) of such an order will 

continue to be executed in $0.01 

increments. In addition, the Exchange’s 

rules will continue to protect Priority 

Customer interest by providing, among 

other things, that if any component of a 

complex strategy would be executed at 

a price that is equal to a Priority 

Customer bid or offer on the Simple 

Book, at least one other option 

component of the complex strategy must 

trade at a price that is better than the 

corresponding MBBO.43 The proposal 

also protects investors by codifying in 

the Exchange’s rules that a member that 

submits a cQCC order to the Exchange 

(with or without the stock component) 

represents that the order satisfies the 

requirements of a qualified contingent 

trade and agrees to provide information 

to the Exchange related to the execution 

of the stock component of the order. For 

these reasons, the Commission 

designates the proposal operative upon 

filing.44

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–2022–17. 

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–2022–17. 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–2022–17, and 

should be submitted on or before May 

31, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.45

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–09853 Filed 5–6–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Sunshine Act Meetings 

FEDERAL REGISTER CITATION OF PREVIOUS

ANNOUNCEMENT: 87 FR 26251, May 3, 

2022. 

PREVIOUSLY ANNOUNCED TIME AND DATE OF

THE MEETING: Thursday, May 5, 2022 at 

2:00 p.m. 

CHANGES IN THE MEETING: The Closed 

Meeting scheduled for Thursday, May 5, 

2022 at 2:00 p.m., has been cancelled. 

CONTACT PERSON FOR MORE INFORMATION: 

For further information; please contact 

Vanessa A. Countryman from the Office 

of the Secretary at (202) 551–5400. 

(Authority: 5 U.S.C. 552b.) 

Dated: May 5, 2022. 

Vanessa A. Countryman, 

Secretary. 

[FR Doc. 2022–10020 Filed 5–5–22; 4:15 pm] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–61, OMB Control No. 

3235–0073] 

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. 

Extension: 

Form S–3 

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 

request for extension of the previously 

approved collection of information 

discussed below. 

Form S–3 (17 CFR 239.13) is used by 

issuers to register securities pursuant to 

the Securities Act of 1933 (15 U.S.C. 77a 

et seq.). Form S–3 provides investors 

with material information to make 

investment decisions regarding 

securities offered to the public. Form 

S–3 takes approximately 466.4566 hours 

per response and is filed by 

approximately 1,651 issuers annually. 

We estimate that 25% of the 466.4566 

hours per response (116.6141 hours) is 

prepared by the issuer for a total annual 

reporting burden of 192,530 hours 

(116.6141 hours per response × 1,651 

responses). 

An agency may conduct or sponsor, 

and a person is not required to respond 

to, a collection of information unless it 

displays a currently valid control 

number. 

The public may view background 

documentation for this information 

collection at the following website: 

www.reginfo.gov. Find this particular 


khammond on DSKJM1Z7X2PROD with NOTICES
Federal Register / Vol. 87, No. 89 / Monday, May 9, 2022 / Notices 27677 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4Because the Exchange proposes that Directed 

Orders may only be designated for the Core Trading 

Session, the Exchange also proposes conforming 

changes to Rule 7.34E (Trading Sessions). 

Specifically, the Exchange proposes to modify Rule 

7.34E(c)(1)(E) to provide that Directed Orders 

designated for the Early Trading Session would be 

rejected and Rule 7.34E(c)(3)(C) to provide that 

Directed Orders designated for the Late Trading 

Session would be rejected. The Exchange also 

proposes an additional change to correct a 

typographical error in Rule 7.34E(c)(1), to update 

the reference to ‘‘paragraphs (c)(1)(A)–(E)’’ to 

‘‘paragraphs (c)(1)(A)–(F)’’ to accurately reflect the 

number of subparagraphs under Rule 7.34E(c)(1). 

5See Rule 7.31E(b)(2), which provides that a 

Limit Order may be designated with an Immediateor-Cancel (‘‘IOC’’) modifier. 

6See Rule 7.31E(b)(1), which provides that orders 

may be designated with a Day modifier, and that an 

order to buy or sell designated Day, if not traded, 

will expire at the end of the designated session on 

the day on which it was entered. 

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 by June 8, 2022 to (i) 

www.reginfo.gov/public/do/PRAMain 

and (ii) David Bottom, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o John 

Pezzullo, 100 F Street NE, Washington, 

DC 20549, or by sending an email to: 

PRA_Mailbox@sec.gov. 

Dated: May 3, 2022. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–09844 Filed 5–6–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94840; File No. SR– 

NYSEAMER–2022–19] 

Self-Regulatory Organizations; NYSE 

American LLC; Notice of Filing of 

Proposed Rule Change To Modify Rule 

7.31E To Add Subparagraph (f)(4) 

Regarding Directed Orders 

May 3, 2022. 

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 April 20, 

2022, NYSE American LLC (‘‘NYSE 

American’’ or the ‘‘Exchange’’) filed 

with the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the selfregulatory 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 modify 

Rule 7.31E to add subparagraph (f)(4) 

regarding Directed Orders and make 

other conforming changes. 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 modify 

Rule 7.31E (Orders and Modifiers) to 

add new subparagraph (f)(4) to provide 

for Directed Orders and to make other 

conforming changes to its Rules in 

connection with the addition of this 

new order type on the Exchange. The 

Directed Order, as further defined 

below, would be an order sent to the 

Exchange to be routed directly to an 

alternative trading system (‘‘ATS’’) 

specified by an ATP Holder. 

The Exchange proposes to add Rule 

7.31E(f)(4), which would define a 

Directed Order as a Limit Order with 

instructions to route on arrival at its 

limit price to a specified ATS with 

which the Exchange maintains an 

electronic linkage. Proposed Rule 

7.31E(f)(4) would further provide that 

Directed Orders would be available for 

all securities eligible to trade on the 

Exchange. Proposed Rule 7.31E(f)(4) 

would also provide that a Directed 

Order would not be assigned a working 

time or interact with interest on the 

Exchange Book. The Exchange also 

proposes to provide in Rule 7.31E(f)(4) 

that the ATS to which a Directed Order 

is routed would be responsible for 

validating whether the order is eligible 

to be accepted, and if such ATS 

determines to reject the order, the order 

would be cancelled. 

Proposed Rule 7.31E(f)(4)(A) would 

provide that a Directed Order must be 

designated for the Exchange’s Core 

Trading Session, as defined in Rule 

7.34E(a)(2).4

Proposed Rule 7.31E(f)(4)(A) would 

further provide that a Directed Order 

must be designated with a Time in 

Force modifier of IOC5 or Day 6 and 

would be routed to the specified ATS 

with such modifier. The Exchange 

proposes that a Directed Order 

designated IOC would be traded in 

whole or in part on the ATS to which 

it is routed after receipt of the order, and 

any untraded quantity would be 

cancelled. The Exchange proposes that 

a Directed Order designated Day would 

expire at the end of the Core Trading 

Session on the day it is entered. 

Proposed Rule 7.31E(f)(1)(A) would also 

provide that a Directed Order may not 

be designated with any other modifiers 

defined in Rule 7.31E. 

Proposed Rule 7.31E(f)(4)(B) would 

provide that a Directed Order in a 

security that is having its initial listing 

on the Exchange would be rejected if 

received before the IPO Auction 

concludes. 

Proposed Rule 7.31E(f)(4)(C) would 

provide that, during a trading halt or 

pause, an incoming Directed Order 

would be rejected. 

Proposed Rule 7.31E(f)(4)(D) would 

provide that a request to cancel a 

Directed Order designated Day would be 

routed to the ATS to which the order 

was routed. 

The Exchange also proposes a 

conforming change to Rule 7.19E (PreTrade Risk Controls). The Exchange 

proposes to modify Rule 7.19E(a)(5), 

which sets forth the definition of Gross 

Credit Risk Limit and currently provides 

that unexecuted orders in the Exchange 

Book, orders routed on arrival pursuant 

to Rule 7.37E(a)(1), and executed orders 

are included for purposes of calculating 

the Gross Credit Risk Limit. The 

Exchange proposes to modify Rule 

7.19E(a)(5) to specify that orders routed 

on arrival pursuant to Rule 7.31E(f)(4) 

would also be included for purposes of 

the Gross Credit Risk Limit calculation. 

The Exchange believes that the 

proposed rule change would facilitate 

additional trading opportunities by 

offering ATP Holders the ability to 

designate orders submitted to the 


khammond on DSKJM1Z7X2PROD with NOTICES