Federal Register / Vol. 87, No. 95 / Tuesday, May 17, 2022 / Notices 29977 

80See id. 

81Rule 700(b)(3), Commission Rules of Practice, 

17 CFR 201.700(b)(3). 

82See id. 

83See id. 

84See Susquehanna Int’l Group, LLP v. Securities 

and Exchange Commission, 866 F.3d 442, 446–47 

(D.C. Cir. 2017) (rejecting the Commission’s reliance 

on an SRO’s own determinations without sufficient 

evidence of the basis for such determinations). 

85 15 U.S.C. 78s(b)(2). Section 19(b)(2) of the Act 

grants the Commission flexibility to determine what 

type of proceeding—either oral or notice and 

opportunity for written comments—is appropriate 

for consideration of a particular proposal by an 

SRO. See Securities Acts Amendments of 1975, 

Report of the Senate Committee on Banking, 

Housing and Urban Affairs to Accompany S. 249, 

S. Rep. No. 75, 94th Cong., 1st Sess. 30 (1975). 

86 15 U.S.C. 78s(b)(3)(C). 

87 17 CFR 200.30–3(a)(12), (57), and (58). 

1 15 U.S.C. 78m(f). 

2 15 U.S.C. 78a et seq. 

3 17 CFR 240.13f–1. 

thus requiring additional time and effort 

of Exchange staff’’? 80

Under the Commission’s Rules of 

Practice, the ‘‘burden to demonstrate 

that a proposed rule change is 

consistent with the [Act] and the rules 

and regulations issued thereunder . . . 

is on the [SRO] that proposed the rule 

change.’’ 81 The description of a 

proposed rule change, its purpose and 

operation, its effect, and a legal analysis 

of its consistency with applicable 

requirements must all be sufficiently 

detailed and specific to support an 

affirmative Commission finding,82 and 

any failure of an SRO to provide this 

information may result in the 

Commission not having a sufficient 

basis to make an affirmative finding that 

a proposed rule change is consistent 

with the Act and the applicable rules 

and regulations.83 Moreover, 

‘‘unquestioning reliance’’ on an SRO’s 

representations in a proposed rule 

change would not be sufficient to justify 

Commission approval of a proposed rule 

change.84

The Commission believes it is 

appropriate to institute proceedings to 

allow for additional consideration and 

comment on the issues raised herein, 

including as to whether the proposal is 

consistent with the Act, any potential 

comments or supplemental information 

provided by the Exchange, and any 

additional independent analysis by the 

Commission. 

V. Request for Written Comments 

The Commission requests written 

views, data, and arguments with respect 

to the concerns identified above, as well 

as any other relevant concerns. In 

particular, the Commission invites the 

written views of interested persons 

concerning whether the proposal is 

consistent with Sections 6(b)(4), 6(b)(5), 

and 6(b)(8), or any other provision of the 

Act, or the rules and regulations 

thereunder. The Commission asks that 

commenters address the sufficiency and 

merit of the Exchange’s statements in 

support of the proposal, in addition to 

any other comments they may wish to 

submit about the proposed rule change. 

Although there do not appear to be any 

issues relevant to approval or 

disapproval that would be facilitated by 

an oral presentation of views, data, and 

arguments, the Commission will 

consider, pursuant to Rule 19b–4, any 

request for an opportunity to make an 

oral presentation.85

Interested persons are invited to 

submit written data, views, and 

arguments concerning the proposed rule 

change, 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– 

EMERALD–2022–18 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–EMERALD–2022–18. 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–EMERALD–2022–18 and 

should be submitted on or before June 

7, 2022. Rebuttal comments should be 

submitted by June 21, 2022. 

VI. Conclusion 

It is therefore ordered, pursuant to 

Section 19(b)(3)(C) of the Act,86 that File 

Number SR–EMERALD–2022–18 be and 

hereby is, temporarily suspended. In 

addition, the Commission is instituting 

proceedings to determine whether the 

proposed rule change should be 

approved or disapproved. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.87

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–10509 Filed 5–16–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–22, OMB Control No. 

3235–0006] 

Submission for OMB Review; 

Comment Request; Extension: Form 

13F 

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 (the 

‘‘Commission’’) has submitted to the 

Office of Management and Budget a 

request for extension of the previously 

approved collection of information 

discussed below. 

Section 13(f) 1 of the Securities 

Exchange Act of 1934 2 (the ‘‘Exchange 

Act’’) empowers the Commission to: (1) 

Adopt rules that create a reporting and 

disclosure system to collect specific 

information; and (2) disseminate such 

information to the public. Rule 13f–1 3

under the Exchange Act requires 

institutional investment managers that 

exercise investment discretion over 

accounts that have in the aggregate a fair 

market value of at least $100,000,000 of 

certain U.S. exchange-traded equity 

securities, as set forth in rule 13f–1(c), 


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29978 Federal Register / Vol. 87, No. 95 / Tuesday, May 17, 2022 / Notices 

4 17 CFR 249.325. 

5This estimate is based on the last time the rule’s 

information collection was submitted for PRA 

renewal in 2018. 

6See Electronic Submission of Applications for 

Orders under the Advisers Act and the Investment 

Company Act, Confidential Treatment Requests for 

Filings on Form 13F, and Form ADV–NR; 

Amendments to Form 13F, Investment Company 

Release No. 34415 (Nov. 4, 2021). 

to file quarterly reports with the 

Commission on Form 13F.4

The information collection 

requirements apply to institutional 

investment managers that meet the $100 

million reporting threshold. Section 

13(f)(6)(A) of the Exchange Act defines 

an ‘‘institutional investment manager’’ 

as any person, other than a natural 

person, investing in or buying and 

selling securities for its own account, 

and any person exercising investment 

discretion with respect to the account of 

any other person. Rule 13f–1(b) under 

the Exchange Act defines ‘‘investment 

discretion’’ for purposes of Form 13F 

reporting. 

The reporting system required by 

Section 13(f) of the Exchange Act is 

intended, among other things, to create 

in the Commission a central repository 

of historical and current data about the 

investment activities of institutional 

investment managers, and to improve 

the body of factual data available to 

regulators and the public. 

The currently approved burden 

estimates include a total hour burden of 

472,521.6 hours, with an internal cost 

burden of $31,186,425.60, to comply 

with Form 13F.5 Consistent with a 

recent rulemaking proposal that made 

adjustments to these estimates due 

primarily to the Commission’s belief 

that the currently approved estimates do 

not appropriately reflect the information 

collection costs associated with Form 

13F,6 the table below reflects the revised 

estimates. 

BILLING CODE 8011–01–P 


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Current estimated annual 

burden of Form l3FHR per filer 

Revised current annual 

estimated burden per 

filer 

Total revised estimated 

burden per filer 

Number of filers 

Revised current annual 

burden of Form l3FHR filings 

Current estimated annual 

burden of Form 13FNT 

Revised current annual 

burden of Form 13FNT per filer 

Number of filers 

Current estimated burden 

per amendment tiling 

Revised current estimated 

burden per 

amendment 

Total revised estimates 

burden per 

amendment 

Number of amendments 

Revised current annual 

estimated burden of 

all amendments 

Currently approved burden 

estimates 

Revised current burden estimates 

Table: Form 13F Current and Revised Burden Estimates 

Initial 

hours 

Internal time oost 

Annual hours Wage rate 

Iii\ Is!(),, !Cl ( I ERi, I !'ii\ Ill Rill, IS I 1\1 \II S 

80.8 hours X $662 $5,332.80 

$202.50 

10 hours3 

(blended rate for senior $2,025 

programmer and 

compliance clerk)4 

X 

$368 ( compliance 

1 hour' 

attorney rate)' 

$368 

11 hours $2,393 

5,466 filers 7 5,466 filers 

60,126 hours $13,080,138 

80.8 hours 

4 hours $71 (wage rate for $284 

X compliance clerk) 

1,535 filers• 1,535 filers 

6,140 hours $435,940 

4hours $66.00 $264 

$202.50 $708.75 

3.5 hours9 (blended rate for senior 

programmer and 

X compliance clerk) 

0.5 hour' $368 ( compliance $184 attorney rate) 

4hours $892.75 

244 amendments10 244 amendments 

976 hours $217,831 

!(JI \J ISIJ\J1IJIJ!<JP\Jl1J IP FJJJ, 

472,521.6 hours S31,186,425.60 

67,242 hours $13,733,909 

External costs 1 

$789" 

$789 

5,466 filers 

$4,312,674 

$300 

1,535 filers 

$460,500 

$300 

$300 

244 amendments 

$73,200 

$0 

$4,846,374 
29980 Federal Register / Vol. 87, No. 95 / Tuesday, May 17, 2022 / Notices 

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

2 17 CFR 240.19b–4. 

BILLING CODE 8011–01–C 

The estimate of average burden hours 

is made solely for the purposes of the 

Paperwork Reduction Act. The estimate 

is not derived from a comprehensive or 

even a representative survey or study of 

the costs of Commission rules. An 

agency may not 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 

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 16, 2022. to (i) 

MBX.OMB.OIRA.SEC_desk_officer@

omb.eop.gov 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 11, 2022. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–10504 Filed 5–16–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94891; File No. SR–FINRA– 

2022–011] 

Self-Regulatory Organizations; 

Financial Industry Regulatory 

Authority, Inc.; Notice of Filing of a 

Proposed Rule Change To Expand 

TRACE Reporting Requirements to 

Trades in U.S. Dollar-Denominated 

Foreign Sovereign Debt Securities 

May 11, 2022. 

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 May 6, 

2022, the Financial Industry Regulatory 

Authority, Inc. (‘‘FINRA’’) filed with the 

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘Commission’’) the proposed 

rule change as described in Items I and 

II below, which Items have been 

prepared by FINRA. 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 the Substance 

of the Proposed Rule Change 

FINRA is proposing to expand 

reporting requirements for the Trade 

Reporting and Compliance Engine 

(TRACE) to collect information on 

trades in foreign sovereign debt 

securities that are United States (U.S.) 

dollar-denominated. 

The text of the proposed rule change 

is available on FINRA’s website at 

http://www.finra.org, at the principal 

office of FINRA 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, 

FINRA 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. FINRA 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 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

FINRA is submitting this proposed 

rule change to amend certain rules in 

the Rule 6700 Series (Trade Reporting 

and Compliance Engine (TRACE)) to 

require members to report to TRACE 

transactions in U.S. dollar-denominated 

foreign sovereign debt securities. Under 

the proposal, trades in U.S. dollardenominated foreign sovereign debt 

securities would be subject to same-day 

reporting and would not be 

disseminated publicly. 

Background 

Currently, almost all U.S. dollardenominated debt securities traded in 


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Notes: 

l. The external costs of complying with Form 13F can vary among filers. Some filers use third-party vendors for a range of services in connection with filing reports on Form 

BF, while other filers use vendors for more limited pwposes such as providing more user-friendly versions of the list of section 13(f) Securities. For pwposes of the PRA, 

we estimate that each filer will spend an average of $300 on vendor services each year in connection with the filer's four quarterly reports on Form l3F-HR or Form l3F-NT, 

as applicable, in addition to the estimated vendor costs associated with any amendments. In addition, some filers engage outside legal services in connection with the 

preparation of requests for confidential treatment or analyses regarding possible requests, or in connection with the form's disclosure requirements. For pwposes of the PRA, 

we estimate that each manager filing reports on Form 13F-HR will incur S489 for one hour of outside legal services each year. 

2. $66 was the estimated wage rate for a compliance clerk in 2018. 

3. The estimate reduces the total burden hours associated with complying with the reporting requirements of Form BF-HR from 80.8 to 11 hours. We believe that this 

reduction adequately reflects the reduction in the time managers spend complying with Form 13F-HR as a result of advances in technology that have occurred since Form 13F 

was adopted. The revised estimate also assumes that an in-house compliance attorney would spend I hour annually on the preparation of the filing, as well as determining 

whether a 13(f) Confidential Treatment Request should be filed. The remaining 10 hours would be di"ided equally between a senior programmer and compliance clerk. 

4. The $202.50 wage rate reflects current estimates of the blended hourly rate for an in-house senior programmer ($334) and in-house compliance cletk (S71). $202.50 is 

based on the following calculation: ($334+$71) / 2 - $202.50. The $334 per hour figure for a senior programmer is based on salary information for the securities industry 

compiled by the Securities Industry and Financial Markets Association's Office Salaries in the Securities Industry 2013 ("SIFMA Report"), modified by Commission staff to 

account for an 1800-hour work-year and inflation, and multiplied by 5.35 to account for bonuses, firm size, employee benefits and overhead. The $71 per hour figure for a 

compliance clerk is based on salary infonnation from the SIFMA Report, modified by Commission staff to account for an 1800-hour work-year and inflation, and multiplied 

by 2.93 to account for bonuses, firm size, employee benefits and overhead. 

5. The $368 per hour figure for a compliance attorney is based on salary information for the securities industry compiled by the Securities Industry and Financial Markets 

Associlllion 's omce Salaries in the Securities Industry 2013 ("SIFM A Report"), modi lied hy Commission stalT to account for an 1800-hour work-year and innation, and 

multiplied by 5.35 to account for bonuses, firm size, employee benefits and overhead. 

6. $789 includes an estimated $300 paid to a third-party vendor in connection with the Form 13F-HR filing as well as an estimated $489 for one hour of outside legal services. 

We estimate that Form 13F-HR filers will require some level of external legal counsel in connection with these filings. 

7. This estimate is based on the number of 13l'-IIRfilers as of December 2019. 

8. This estimate is based on the number of Form BF-NT filers as of December 2019. 

9. The revised estimate assumes that an in-house compliance attorney would spend 0.5 hours annually on the preparation of the filing amendment, as well as determining 

whether a 13(f) Confidential Treatment Request should be filed. The remaining 3.5 hours would be divided equally between a senior programmer and compliance clerk. 

10. 'Ibis estimate is based on the number of Form 13F amendments filed as of December 2019.