Federal Register / Vol. 87, No. 98 / Friday, May 20, 2022 / Notices 31019 

45 15 U.S.C. 78s(b)(3)(A)(iii). 

46 17 CFR 240.19b–4(f)(6). In addition, Rule 19b– 

4(f)(6) requires a self-regulatory organization to give 

the Commission written notice of its intent to file 

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. 

47 17 CFR 240.19b–4(f)(6). 

48 17 CFR 240.19b–4(f)(6)(iii). 

49See supra note 7. 

50See supra note 7. 

51For 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). 52 17 CFR 200.30–3(a)(12). 

19(b)(3)(A)(iii) of the Act 45 and 

subparagraph (f)(6) of Rule 19b–4 

thereunder.46

A proposed rule change filed under 

Rule 19b–4(f)(6) 47 normally does not 

become operative prior to 30 days after 

the date of the filing. However, pursuant 

to Rule 19b–4(f)(6)(iii),48 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. The Exchange states 

that waiver of the 30-day operative 

delay would benefit investors by 

enabling the Exchange to make latency 

information for liquidity-seeking 

Complex Orders available to Exchange 

Participants in a more equalized and 

timely manner, allow the Exchange to 

compete with other exchanges that 

currently offer substantially similar 

reports for complex orders,49 and 

provide the Exchange with an 

opportunity to attract additional order 

flow from Participants that find value in 

the proposed report. The Commission 

finds that waiving the 30-day operative 

delay is consistent with the protection 

of investors and the public interest. As 

discussed above, the Exchange states 

that the proposed reports could provide 

Participants that subscribe to the reports 

with increased visibility into missed 

executions against orders resting on the 

Exchange’s Complex Order Book, 

thereby allowing Participants to 

determine whether to invest in the 

resources and technology needed to 

mitigate missed executions. The 

Exchange notes that all firms that 

choose to subscribe to the proposed 

reports, which are optional, will have 

access to the same information on an 

equal basis, including firms that lack the 

resources to generate similar reports 

regarding interactions with the 

Exchange. In addition, the proposal 

does not raise new or novel regulatory 

issues because other options exchanges 

currently offer substantially similar 

reports for complex orders.50 For these 

reasons, the Commission designates the 

proposal operative upon filing.51

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– 

BOX–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–BOX–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–BOX–2022–18, and should 

be submitted on or before June 10, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.52

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–10804 Filed 5–19–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[SEC File No. 270–188, OMB Control No. 

3235–0212] 

Submission for OMB Review; 

Comment Request; Extension: Rule 

12b–1 

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 

(‘‘OMB’’) a request for extension of the 

previously approved collection of 

information discussed below. 

Rule 12b–1 under the Investment 

Company Act of 1940 (17 CFR 270.12b– 

1) permits a registered open-end 

investment company (‘‘fund’’) to bear 

expenses associated with the 

distribution of its shares, provided that 

the fund complies with certain 

requirements, including, among other 

things, that it adopt a written plan 

(‘‘rule 12b–1 plan’’) and that it preserves 

in writing any agreements relating to the 

rule 12b–1 plan. The rule in part 

requires that (i) the adoption or material 

amendment of a rule 12b–1 plan be 

approved by the fund’s directors, 

including its independent directors, 

and, in certain circumstances, its 

shareholders; (ii) the board review 

quarterly reports of amounts spent 

under the rule 12b–1 plan; and (iii) the 

board, including the independent 

directors, consider continuation of the 

rule 12b–1 plan and any related 


khammond on DSKJM1Z7X2PROD with NOTICES
31020 Federal Register / Vol. 87, No. 98 / Friday, May 20, 2022 / Notices 

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

2 17 CFR 240.19b–4. 

3Self-Regulatory Organizations; ICE Clear Credit 

LLC; Notice of Filing of Proposed Rule Change 

Relating to the ICC Risk Parameter Setting and 

Review Policy; Exchange Act Release No. 34–94544 

(March 29, 2022); 87 FR 19563 (April 4, 2022) (SR– 

ICC–2022–002) (‘‘Notice’’). 

4The description is substantially excerpted from 

the Notice, 87 FR at 19563. Capitalized terms not 

defined herein have the meanings assigned to them 

in the RPSR Policy or the ICC Rules, as applicable. 

5Notice, 87 FR at 19563. 

agreements at least annually. Rule 12b– 

1 also requires funds relying on the rule 

to preserve for six years, the first two 

years in an easily accessible place, 

copies of the rule 12b–1 plan and any 

related agreements and reports, as well 

as minutes of board meetings that 

describe the factors considered and the 

basis for adopting or continuing a rule 

12b–1 plan. 

Rule 12b–1 also prohibits funds from 

paying for distribution of fund shares 

with brokerage commissions on their 

portfolio transactions. The rule requires 

funds that use broker-dealers that sell 

their shares to also execute their 

portfolio securities transactions, to 

implement policies and procedures 

reasonably designed to prevent: (i) The 

persons responsible for selecting brokerdealers to effect transactions in fund 

portfolio securities from taking into 

account broker-dealers’ promotional or 

sales efforts when making those 

decisions; and (ii) a fund, its adviser, or 

its principal underwriter, from entering 

into any agreement under which the 

fund directs brokerage transactions or 

revenue generated by those transactions 

to a broker-dealer to pay for distribution 

of the fund’s (or any other fund’s) 

shares. 

The board and shareholder approval 

requirements of rule 12b–1 are designed 

to ensure that fund shareholders and 

directors receive adequate information 

to evaluate and approve a rule 12b–1 

plan and, thus, are necessary for 

investor protection. The requirement of 

quarterly reporting to the board is 

designed to ensure that the rule 12b–1 

plan continues to benefit the fund and 

its shareholders. The recordkeeping 

requirements of the rule are necessary to 

enable Commission staff to oversee 

compliance with the rule. The 

requirement that funds or their advisers 

implement, and fund boards approve, 

policies and procedures in order to 

prevent persons charged with allocating 

fund brokerage from taking distribution 

efforts into account is designed to 

ensure that funds’ selection of brokers to 

effect portfolio securities transactions is 

not influenced by considerations about 

the sale of fund shares. 

Commission staff estimates that there 

are approximately 6,358 funds (for 

purposes of this estimate, registered 

open-end investment companies or 

series thereof) that have at least one 

share class subject to a rule 12b–1 plan 

and approximately 454 fund families 

with common boards of directors that 

have at least one fund with a 12b–1 

plan. The Commission further estimates 

that the annual hour burden for 

complying with the rule is 425 hours for 

each fund family with a portfolio that 

has a rule 12b–1 plan. We therefore 

estimate that the total hourly burden per 

year for all funds to comply with 

current information collection 

requirements under rule 12b–1 is 

192,950 hours. Commission staff 

estimates that approximately three 

funds per year prepare a proxy in 

connection with the adoption or 

material amendment of a rule 12b–1 

plan. The staff further estimates that the 

cost of each fund’s proxy is $30,000. 

Thus, the total annual cost burden of 

rule 12b–1 to the fund industry is 

$90,000. 

Estimates of average burden hours 

and costs are made solely for purposes 

of the Paperwork Reduction Act and are 

not derived from a comprehensive or 

even representative survey or study of 

the costs of Commission rules and 

forms. The collections of information 

required by rule 12b–1 are necessary to 

obtain the benefits of the rule. Notices 

to the Commission will not be kept 

confidential. 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 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 by June 21, 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 16, 2022. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–10816 Filed 5–19–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94921; File No. SR–ICC– 

2022–002] 

Self-Regulatory Organizations; ICE 

Clear Credit LLC; Order Approving 

Proposed Rule Change Relating to the 

ICC Risk Parameter Setting and 

Review Policy 

May 16, 2022. 

I. Introduction 

On March 22, 2022, ICE Clear Credit 

LLC (‘‘ICC’’) filed with the Securities 

and Exchange Commission 

(‘‘Commission’’), pursuant to Section 

19(b)(1) of the Securities Exchange Act 

of 1934 (the ‘‘Act’’),1 and Rule 19b–4 

thereunder,2 a proposed rule change to 

amend its Risk Parameter Setting and 

Review Policy (the ‘‘RPSR Policy’’). The 

proposed rule change was published for 

comment in the Federal Register on 

April 4, 2022.3 The Commission did not 

receive comments regarding the 

proposed rule change. For the reasons 

discussed below, the Commission is 

approving the proposed rule change. 

II. Description of the Proposed Rule 

Change 

The RPSR Policy describes ICC’s 

process of setting and reviewing the risk 

management model core parameters and 

the performance of sensitivity analyses 

related to certain parameter settings.4

Overall, ICC represents the proposed 

amendments would be clarifications 

needed to address an independent 

model validation and would not change 

the methodology.5

The proposed rule change would 

amend Section 1.7, which describes the 

parameters associated with the 

integrated spread response component 

of ICC’s CDS risk model. The RPSR 

Policy categorizes these parameters as 

Univariate, Multivariate, and AntiProcyclicality Level Parameters. The 

proposed rule change would make 

amendments to Subsection 1.7.1, which 

describes the Univariate Level 

Parameters. 

As part of these Univariate Level 

Parameters, ICC derives the end-of-day 


khammond on DSKJM1Z7X2PROD with NOTICES