30520 Federal Register / Vol. 87, No. 97 / Thursday, May 19, 2022 / Notices 

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

2 17 CFR 240.19b–4. 

3For example, subscribers to the intraday product 

will receive the first calculation of intraday data by 

approximately 9:42 a.m. ET, which represents data 

captured from 9:30 a.m. to 9:40 a.m. Subscribers 

will receive the next update at 9:52 a.m., 

representing the data previously provided together 

with data captured from 9:40 a.m. through 9:50 

a.m., and so forth. Each update will represent the 

aggregate data captured from the current 

‘‘snapshot’’ and all previous ‘‘snapshots.’’ 

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’’) is soliciting comments 

on the collection of information 

summarized below. The Commission 

plans to submit this existing collection 

of information to the Office of 

Management and Budget for extension 

and approval. 

Form S–11 (17 CFR 239.18) is the 

registration statement form used to 

register securities issued in real estate 

investment trusts by issuers whose 

business is primarily that of acquiring 

and holding investment interest in real 

estate under the Securities Act of 1933 

(15 U.S.C. 77a et seq.). The information 

filed with the Commission permits 

verifications of compliance with 

securities law requirements and assures 

public availability. We estimate that 

Form S–11 takes approximately 730.08 

hours per response and is filed by 

approximately 67 issuers annually. In 

addition, we estimate that 25% of the 

730.08 hours per response (182.52 

hours) is prepared by the issuer for 

annual reporting burden of 12,229 hours 

(182.52 hours per response × 67 

responses) 

Written comments are invited on: (a) 

Whether this proposed collection of 

information is necessary for the proper 

performance of the functions of the 

agency, including whether the 

information will have practical utility; 

(b) the accuracy of the agency’s estimate 

of the burden imposed by 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 by July 18, 2022. 

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. 

Please direct your written comment to 

David Bottom, Director/Chief 

Information Officer, Securities and 

Exchange Commission, c/o John 

Pezzullo, 100 F Street NE, Washington, 

DC 20549 or send an email to: PRA_

Mailbox@sec.gov. 

Dated: May 13, 2022. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–10728 Filed 5–18–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94911; File No. SR– 

CboeBZX–2022–030] 

Self-Regulatory Organizations; Cboe 

BZX Exchange, Inc.; Notice of Filing 

and Immediate Effectiveness of a 

Proposed Rule Change To Amend Its 

Fees Schedule Relating to the Sale of 

Open-Close Volume Data 

May 13, 2022. 

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

Securities Exchange Act of 1934 (the 

‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on May 2, 

2022, Cboe BZX Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BZX’’) 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 Exchange. 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 

Cboe BZX Exchange, Inc. (the 

‘‘Exchange’’ or ‘‘BZX Options’’) 

proposes to amend its Fees Schedule 

relating to the sale of Open-Close 

volume data. The text of the proposed 

rule change is provided in Exhibit 5. 

The text of the proposed rule change 

is also available on the Exchange’s 

website (http://markets.cboe.com/us/ 

equities/regulation/rule_filings/bzx/), at 

the Exchange’s Office of the Secretary, 

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 

Exchange 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 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The Exchange proposes to update its 

Fee Schedule for its equity options 

platform (‘‘BZX Options’’) to (i) offer a 

free trial during the months of May, 

June and July 2022 for an ad-hoc request 

of three (3) historical months of Intraday 

Open-Close historical data to all BZX 

Options Members and non-Members 

who have never before subscribed to the 

Intraday Open-Close historical files and 

(ii) adopt fees for the external 

distribution of products derived from 

Open-Close Data, effective May 2, 2022. 

By way of background, the Exchange 

currently offers End-of-Day (‘‘EOD’’) and 

Intraday Open-Close Data (collectively, 

‘‘Open-Close Data’’). EOD Open-Close 

Data is an end-of-day volume summary 

of trading activity on the Exchange at 

the option level by origin (customer, 

professional customer, broker-dealer, 

and market maker), side of the market 

(buy or sell), price, and transaction type 

(opening or closing). The customer and 

professional customer volume is further 

broken down into trade size buckets 

(less than 100 contracts, 100–199 

contracts, greater than 199 contracts). 

The Open-Close Data is proprietary BZX 

Options trade data and does not include 

trade data from any other exchange. It 

is also a historical data product and not 

a real-time data feed. The Exchange also 

offers Intraday Open-Close Data, which 

provides similar information to that of 

Open-Close Data but is produced and 

updated every 10 minutes during the 

trading day. Data is captured in 

‘‘snapshots’’ taken every 10 minutes 

throughout the trading day and is 

available to subscribers within five 

minutes of the conclusion of each 10- 

minute period.3 The Intraday OpenClose Data provides a volume summary 

of trading activity on the Exchange at 

the option level by origin (customer, 

professional customer, broker-dealer, 

and market maker), side of the market 

(buy or sell), and transaction type 

(opening or closing). The customer and 

professional customer volume are 

further broken down into trade size 

buckets (less than 100 contracts, 100– 

199 contracts, greater than 199 


jspears on DSK121TN23PROD with NOTICES1
Federal Register / Vol. 87, No. 97 / Thursday, May 19, 2022 / Notices 30521 

4These substitute products are: Nasdaq PHLX 

Options Trade Outline, Nasdaq Options Trade 

Outline, ISE Trade Profile, GEMX Trade Profile 

data; open-close data from Cboe Options, C2, and 

EDGX; and Open Close Reports from MIAX 

Options, Pearl, and Emerald. 5For example, if a Member or non-Member that 

has never made an ad-hoc request for a specified 

month of Intraday Open-Close historical data 

wishes to purchase Intraday Open-Close Data for 

the months of January, February and March 2022 

during the month of June 2022, the historical files 

for those months would be provided free of charge. 

If a new user wishes to purchase Intraday OpenClose historical data for the months of January, 

February, March and April 2022 during the month 

of June 2022, then the data for January, February 

and March 2022 would be provided free of charge, 

and the new user would be charged $750 for the 

April 2022 historical file. 

6The Exchange notes it inadvertently never 

eliminated the obsolete rule text language from the 

Fees Schedule. The Exchange proposes to update 

the text to conform to the proposed fee change. 

7See Nasdaq ISE, Options 7 Pricing Schedule, 

Section 10A., Nasdaq ISE Open/Close Trade Profile 

End of Day. 

8 ‘‘Derived Data’’ is not currently a defined term 

in the Cboe BZX Options Fees Schedule. The 

Exchange proposes to add the definition to the 

Notes section of the LiveVol Fees table for clarity. 

9The External Distribution Fee for Derived OpenClose Data will be in addition to fees for the 

underlying data. For example, external distribution 

of data derived from the Intraday product will be 

$1,500 per month (the monthly subscription fee), 

plus the proposed $5,000 per month External 

Distribution fee. 

10See Nasdaq PHLX, Options 7 Pricing Schedule, 

Photo Historical Data, External Distribution. 

11 15 U.S.C. 78f(b). 

12 15 U.S.C. 78f(b)(5). 

13 Id. 

contracts). The Intraday Open-Close 

Data is also proprietary BZX Options 

trade data and does not include trade 

data from any other exchange. 

Cboe LiveVol, LLC (‘‘LiveVol’’), a 

wholly owned subsidiary of the 

Exchange’s parent company, Cboe 

Global Markets, Inc., makes the OpenClose Data available for purchase to 

Members and non-Members on the 

LiveVol DataShop website 

(datashop.cboe.com). Customers may 

currently purchase Open-Close Data on 

a subscription basis (monthly or 

annually) or by ad hoc request for a 

specified month (e.g., request for 

Intraday Open-Close Data for month of 

January 2022). 

Open-Close Data is subject to direct 

competition from similar end-of-day 

and intraday options trading summaries 

offered by several other options 

exchanges.4 All of these exchanges offer 

essentially the same end-of-day and 

intraday options trading summary 

information. 

Free Trial 

The Exchange first seeks to adopt a 

free trial for historical ad hoc requests 

for Intraday Open-Close Data for new 

purchasers. Currently, ad hoc requests 

for historical Intraday Open-Close Data 

are available to all customers at the 

same price and in the same manner. The 

current charge for this historical 

Intraday Open-Close Data covering all of 

the Exchange’s securities (Equities, 

Indexes & ETF’s) is $750 per month. The 

Exchange now proposes to adopt a free 

trial available during the months of 

May, June and July 2022 to provide a 

total up to three (3) historical months of 

Intraday Open-Close Data to any 

Member or non-Member that has not 

previously subscribed to this offering.5

The Exchange notes that it previously 

offered this free trial period last year for 

the months of June and July 2021.6 The 

Exchange believes bringing back the 

proposed trial will again serve as an 

incentive for new users who have never 

purchased Intraday Open-Close 

historical data to start purchasing 

Intraday Open-Close historical data. 

Particularly, the Exchange believes it 

will give potential subscribers the 

ability to use and test the data offering 

before signing up for additional months. 

The Exchange also notes another 

exchange offers a free trial for new 

subscribers of a similar data product.7

Lastly, the purchase of Intraday OpenClose historical data is discretionary 

and not compulsory. 

External Distribution of Derived Data 

The external distribution of OpenClose Data or any product derived from 

such data is not currently permitted. 

The Exchange proposes to remove that 

prohibition and allow vendors to 

distribute ‘‘Derived Data’’ based on 

Open-Close Data. ‘‘Derived Data’’ is 

pricing data or other data that (i) is 

created in whole or in part from 

Exchange Data, (ii) is not an index or 

financial product, and (iii) cannot be 

readily reverse-engineered to recreate 

Exchange Data or used to create other 

data that is a reasonable facsimile or 

substitute for Exchange Data.8 Derived 

Data may be created by Distributors for 

a number of different purposes, as 

determined by the Distributor. The 

Exchange believes allowing market data 

vendors to identify, develop, and sell 

derived market data products, enables 

them to harness the power of the 

competitive marketplace to promote 

innovation. 

The Exchange proposes to adopt a fee 

of $5,000 per month to allow the 

unlimited external distribution of 

Derived Data from Open-Close Data.9

The fee charged to distribute the 

Derived Data will be constrained by 

potential competition, as any exchange 

with an options trading product would 

be able to submit an immediately 

effective fee filing to allow 

redistribution, most likely without 

needing to modify the underlying 

product in any way, thereby subjecting 

the proposed fee to market competition. 

Moreover, the Exchange notes at least 

one other Exchange currently allows, 

and charges for, external distribution of 

derived data based on similar openclose data.10

2. Statutory Basis 

The Exchange believes the proposed 

rule change is consistent with the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) and the rules and regulations 

thereunder applicable to the Exchange 

and, in particular, the requirements of 

Section 6(b) of the Act.11 Specifically, 

the Exchange believes the proposed rule 

change is consistent with the Section 

6(b)(5) 12 requirements that the rules of 

an exchange be 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 regulating, clearing, settling, 

processing information with respect to, 

and 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. 

Additionally, the Exchange believes the 

proposed rule change is consistent with 

the Section 6(b)(5) 13 requirement that 

the rules of an exchange not be designed 

to permit unfair discrimination between 

customers, issuers, brokers, or dealers. 

In adopting Regulation NMS, the 

Commission granted self-regulatory 

organizations (‘‘SROs’’) and brokerdealers increased authority and 

flexibility to offer new and unique 

market data to the public. It was 

believed that this authority would 

expand the amount of data available to 

consumers, and also spur innovation 

and competition for the provision of 

market data. The Exchange believes the 

proposed fee changes will further 

broaden the availability of U.S. option 

market data to investors consistent with 

the principles of Regulation NMS. 

Open-Close Data is designed to help 

investors understand underlying market 

trends to improve the quality of 

investment decisions. Indeed, 

subscribers to the data may be able to 

enhance their ability to analyze option 

trade and volume data and create and 

test trading models and analytical 

strategies. The Exchange believes OpenClose Data provides a valuable tool that 

subscribers can use to gain 

comprehensive insight into the trading 


jspears on DSK121TN23PROD with NOTICES1
30522 Federal Register / Vol. 87, No. 97 / Thursday, May 19, 2022 / Notices 

14See supra note 4. 

15See Cboe Global Markets U.S. Options Market 

Month-to-Date Volume Summary (April 29, 2022), 

available at https://markets.cboe.com/us/options/ 

market_statistics/. 

16See Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005) 

(‘‘Regulation NMS Adopting Release’’). 

17See Nasdaq ISE, Options 7 Pricing Schedule, 

Section 10A., Nasdaq ISE Open/Close Trade Profile 

End of Day. 

18See Securities Exchange Act Release No. 92168 

(June 14, 2021), 86 FR 33390 (June 24, 2021) (SR– 

CboeBZX–2021–043). 

19See Nasdaq PHLX, Options 7 Pricing Schedule, 

Photo Historical Data, External Distribution. 20 Id. 

activity in a particular series, but also 

emphasizes such data is not necessary 

for trading and as noted above, is 

entirely optional. Moreover, several 

other exchanges offer a similar data 

product which offer same type of data 

content through end-of-day or intraday 

reports.14

The Exchange also operates in a 

highly competitive environment. 

Indeed, there are currently 16 registered 

options exchanges that trade options. 

Based on publicly available information, 

no single options exchange has more 

than 16% of the market share.15 The 

Commission has repeatedly expressed 

its preference for competition over 

regulatory intervention in determining 

prices, products, and services in the 

securities markets. Particularly, in 

Regulation NMS, the Commission 

highlighted the importance of market 

forces in determining prices and SRO 

revenues and, also, recognized that 

current regulation of the market system 

‘‘has been remarkably successful in 

promoting market competition in its 

broader forms that are most important to 

investors and listed companies.’’ 16

Making similar data products available 

to market participants fosters 

competition in the marketplace, and 

constrains the ability of exchanges to 

charge supracompetitive [sic] fees. In 

the event that a market participant 

views one exchange’s data product as 

more or less attractive than the 

competition they can and do switch 

between similar products. The proposed 

fees are a result of the competitive 

environment, as the Exchange seeks to 

adopt fees to attract purchasers of 

historical Intraday Open-Close Data, as 

well as attract Distributors for derived 

data of its Open-Close Data. 

The Exchange believes that the 

proposed free trial for any Member or 

non-Member who has not previously 

purchased Intraday Open-Close 

historical data is reasonable because 

such users would not be subject to fees 

for up to 3 months’ worth of Intraday 

Open-Close historical data. The 

Exchange believes the proposed free 

trial is also reasonable as it will give 

potential subscribers the ability to use 

and test the Intraday Open-Close 

historical data prior to purchasing 

additional months and will therefore 

encourage and promote new users to 

purchase the Intraday Open-Close 

historical data. The Exchange believes 

that the proposed discount is equitable 

and not unfairly discriminatory because 

it will apply equally to all Members and 

non-Members who have not previously 

purchased Intraday Open-Close 

historical data. Also as noted above, 

another exchange offers a free trial to 

new users for a similar data product 17

and the Exchange itself previously 

offered a similar free trial.18 Lastly, the 

purchase of this data product is 

discretionary and not compulsory. 

Next, the Exchange notes that the 

proposal to allow the external 

distribution of derived data is subject to 

competition as discussed above, and 

also introduces a new category of 

market participant for Open-Close 

Data—market data vendors—into the 

equation. Currently, Open-Close data is 

not available for redistribution, in either 

native form or through Derived Data. 

This proposal will create a new market 

for the sale of Derived Data from the 

Exchange’s Open-Close Data products to 

the general investing public. This is 

itself evidence of the competitive 

environment for Open-Close and its 

substitutes, as it is exactly the type of 

innovation one would expect to see in 

a competitive market. It will also spur 

further innovation by challenging 

market data vendors to create new and 

innovative Derived Data products. Any 

exchange that wishes to allow 

distribution of a Derived Data product 

based on options trading information 

would be able to do so with an 

immediately-effective fee filing similar 

to this proposal, most likely without 

requiring any technological 

enhancement to the underlying product. 

Indeed, as discussed, another Exchange 

already allows, and charges for, external 

distribution of derived data based on 

similar open-close data.19

Allowing the redistribution of Derived 

Data, but not the underlying 

information, to the general investing 

public is an equitable allocation of 

reasonable dues, fees and other charges 

because it is the most efficient 

mechanism for widespread delivery of 

market sentiment information. The 

proposal is designed to promote the 

dissemination of a variety of analytical 

insights—previously available only to 

investment banks, market makers, asset 

managers and other buy-side investors— 

to the general investing public by 

creating an incentive for market data 

vendors to identify, develop, and sell 

such indicators. Ordinarily, neither 

exchanges nor vendors allow 

redistribution of analytic products— 

such products are typically designed 

solely for the use of direct customers, 

not for redistribution to the customers of 

customers in the manner of a data feed. 

Allowing the redistribution of Derived 

Data provides an incentive for vendors 

to innovate with new compelling and 

varied analytic products for the general 

investing public that will provide 

broader access to market sentiment 

insights currently available only to 

sophisticated investors. 

The Exchange believes that the 

proposed fee for the external 

distribution of Derived Data from OpenClose Data is reasonable because the rate 

is the same as the amount charged by 

another exchange that also allows, and 

charges for, external distribution of 

derived data from similar open-close 

products.20 Furthermore, the proposed 

fee will only apply to Distributors that 

elect to distribute Derived Data from 

Open-Close Data and as discussed, 

Open-Close Data, and Derived Data 

therefrom, is purchased on a voluntary 

basis, in that neither the Exchange nor 

market data distributors are required by 

any rule or regulation to make this data 

available. Accordingly, Distributors can 

discontinue use at any time and for any 

reason, including due to an assessment 

of the reasonableness of fees charged. 

Firms have a wide variety of alternative 

market data products from which to 

choose, such as similar proprietary data 

products offered by other exchanges. 

Moreover, the Exchange is not required 

to make any proprietary data products 

available or to offer any specific pricing 

alternatives to any customers. While the 

Exchange has no way of predicting with 

certainty the impact of the proposed 

changes, it anticipates at least two 

Distributors will create Derived Data 

from Open-Close Data. Also, while the 

Exchange does not have a precise 

estimate of the number of individuals 

expected to benefit, which will 

ultimately depend on the usefulness of 

the Derived Data products that reach the 

market it expects this to be a popular 

product that may benefit thousands of 

investors. 

The Exchange also believes it is 

reasonable, equitable and not unfairly 

discriminatory to charge an external 

distributor of Derived Data a $5,000 fee 

as vendors will ordinarily charge a fee 

to their downstream customers for this 

service, and, even if the vendor is not 

charging a specific fee for this particular 


jspears on DSK121TN23PROD with NOTICES1
Federal Register / Vol. 87, No. 97 / Thursday, May 19, 2022 / Notices 30523 

21 15 U.S.C. 78s(b)(3)(A). 

22 17 CFR 240.19b–4(f)(2). 23 15 U.S.C. 78s(b)(2)(B). 

service, the Exchange expects Derived 

Data products from Open-Close Data to 

be part of a suite of offerings from 

distributors that generally promote 

sales. External distribution is also 

fundamentally different than internal 

use, in that the former generates revenue 

from external sales while the latter does 

not. Therefore, the Exchange believes it 

is reasonable, equitable and not unfairly 

discriminatory to charge a fee for a 

product that generates downstream 

revenue. Further, the proposed fee will 

apply equally to all distributors that 

choose to distribute Derived Data from 

Open-Close Data. 

Additionally, the Exchange does not 

believe it is unfair discrimination to 

allow the redistribution of Derived Data, 

but not the underlying information, to 

the general investing public. As 

explained above, neither exchanges nor 

vendors ordinarily allow redistribution 

of analytic products—such products are 

typically designed solely for the use of 

direct customers, not for redistribution 

to the customers of customers in the 

manner of a data feed. Allowing the 

redistribution of Derived Data provides 

an incentive for vendors to innovate 

with new compelling and varied 

analytic products for the general 

investing public that will provide access 

to market sentiment insights currently 

available only to sophisticated 

investors. This proposal is therefore not 

unfair discrimination, but rather allows 

for more equitable access to market 

sentiment information to the general 

investing public. 

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. The 

Exchange operates in a highly 

competitive environment in which the 

Exchange must continually adjust its 

fees to remain competitive. Because 

competitors are free to modify their own 

fees in response, the Exchange believes 

that the degree to which fee changes in 

this market may impose any burden on 

competition is extremely limited. 

As discussed above, Open-Close Data 

is subject to direct competition from 

several other options exchanges that 

offer substitutes to Open-Close. 

Moreover, purchase of Open-Close is 

optional. It is designed to help investors 

understand underlying market trends to 

improve the quality of investment 

decisions, but is not necessary to 

execute a trade. 

The proposed rule changes are 

grounded in the Exchange’s efforts to 

compete more effectively. The Exchange 

is proposing to broaden distribution of 

Open-Close information beyond 

investment banks, market makers, asset 

managers and other buy-side investors 

to market data vendors and the general 

investing public, and to provide a free 

trial for market participants to test 

investment strategies and trading 

models, and develop market sentiment 

indicators. These changes will not cause 

any unnecessary or inappropriate 

burden on intermarket competition, but 

rather will promote competition by 

expanding the market for Open-Close 

data and encouraging new market 

participants to investigate the product. 

Other exchanges are, of course, free to 

match these changes or undertake other 

competitive responses, enhancing 

overall competition. 

The proposed rule changes will not 

cause any unnecessary or inappropriate 

burden on intramarket competition. 

Particularly, the proposed fee applies 

uniformly to any Distributor, in that it 

does not differentiate between 

distributors that choose to distribute 

Derived Open-Close Data. Additionally, 

the Exchange believes it will foster 

competition by expanding 

dissemination of data to vendors and 

the general investing public, and by 

encouraging more market participants to 

use Open-Close data to help inform 

their investments strategies and analytic 

models. Lastly, the proposed fee will 

only apply to Distributors that elect to 

distribute Derived Data from OpenClose Data and as discussed, OpenClose Data, and Derived Data therefrom, 

is purchased on a voluntary basis. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

The Exchange neither solicited nor 

received comments on the proposed 

rule change. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change is effective 

upon filing pursuant to Section 

19(b)(3)(A) 21 of the Act and 

subparagraph (f)(2) of Rule 19b–4 22

thereunder, because it establishes a due, 

fee, or other charge imposed by the 

Exchange. 

At any time within 60 days of the 

filing of such 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 

under Section 19(b)(2)(B) 23 of the Act 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– 

CboeBZX–2022–030 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–CboeBZX–2022–030. 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; 

the Commission does not edit personal 

identifying information from 

submissions. You should submit only 


jspears on DSK121TN23PROD with NOTICES1
30524 Federal Register / Vol. 87, No. 97 / Thursday, May 19, 2022 / Notices 

24 17 CFR 200.30–3(a)(12). 

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

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

4See Securities Exchange Act Release No. 89185 

(June 29, 2020), 85 FR 40328 (July 6, 2020) (SR– 

NYSEArca–2019–95). Rule 8.601–E(c)(1) provides 

that ‘‘[t]he term ‘‘Active Proxy Portfolio Share’’ 

means a security that (a) is issued by a investment 

company registered under the Investment Company 

Act of 1940 (‘‘Investment Company’’) organized as 

an open-end management investment company that 

invests in a portfolio of securities selected by the 

Investment Company’s investment adviser 

consistent with the Investment Company’s 

investment objectives and policies; (b) is issued in 

a specified minimum number of shares, or 

multiples thereof, in return for a deposit by the 

purchaser of the Proxy Portfolio or Custom Basket, 

as applicable, and/or cash with a value equal to the 

next determined net asset value (‘‘NAV’’); (c) when 

aggregated in the same specified minimum number 

of Active Proxy Portfolio Shares, or multiples 

thereof, may be redeemed at a holder’s request in 

return for the Proxy Portfolio or Custom Basket, as 

applicable, and/or cash to the holder by the issuer 

with a value equal to the next determined NAV; and 

(d) the portfolio holdings for which are disclosed 

within at least 60 days following the end of every 

fiscal quarter.’’ Rule 8.601–E(c)(2) provides that 

‘‘[t]he term ‘‘Actual Portfolio’’ means the identities 

and quantities of the securities and other assets 

held by the Investment Company that shall form the 

basis for the Investment Company’s calculation of 

NAV at the end of the business day.’’ Rule 8.601– 

E(c)(3) provides that ‘‘[t]he term ‘‘Proxy Portfolio’’ 

means a specified portfolio of securities, other 

financial instruments and/or cash designed to track 

closely the daily performance of the Actual 

Portfolio of a series of Active Proxy Portfolio Shares 

as provided in the exemptive relief pursuant to the 

Investment Company Act of 1940 applicable to such 

series.’’ Rule 8.601–E(c)(4) provides that the term 

‘‘Custom Basket’’ means a portfolio of securities 

that is different from the Proxy Portfolio and is 

otherwise consistent with the exemptive relief 

issued pursuant to the Investment Company Act of 

1940 applicable to a series of Active Proxy Portfolio 

Shares. 

5The Commission has previously approved 

listing and trading on the Exchange of a number of 

issues of Managed Fund Shares under NYSE Arca 

Rule 8.600–E. See, e.g., Securities Exchange Act 

Release Nos. 57801 (May 8, 2008), 73 FR 27878 

(May 14, 2008) (SR–NYSEArca–2008–31) (order 

approving Exchange listing and trading of twelve 

actively-managed funds of the WisdomTree Trust); 

60460 (August 7, 2009), 74 FR 41468 (August 17, 

2009) (SR–NYSEArca–2009–55) (order approving 

listing of Dent Tactical ETF); 63076 (October 12, 

2010), 75 FR 63874 (October 18, 2010) (SR– 

NYSEArca–2010–79) (order approving Exchange 

listing and trading of Cambria Global Tactical ETF); 

63802 (January 31, 2011), 76 FR 6503 (February 4, 

2011) (SR–NYSEArca–2010–118) (order approving 

Exchange listing and trading of the SiM Dynamic 

Allocation Diversified Income ETF and SiM 

Dynamic Allocation Growth Income ETF). The 

Commission also has approved a proposed rule 

change relating to generic listing standards for 

Managed Fund Shares. See Securities Exchange Act 

Release No. 78397 (July 22, 2016), 81 FR 49320 

(July 27, 2016) (SR–NYSEArca–2015–110) 

(amending NYSE Arca Equities Rule 8.600 to adopt 

generic listing standards for Managed Fund Shares). 

6NYSE Arca Rule 8.600–E(c)(2) defines the term 

‘‘Disclosed Portfolio’’ as the identities and 

quantities of the securities and other assets held by 

the Investment Company that will form the basis for 

the Investment Company’s calculation of net asset 

value at the end of the business day. NYSE Arca 

Rule 8.600–E(d)(2)(B)(i) requires that the Disclosed 

Portfolio will be disseminated at least once daily 

and will be made available to all market 

participants at the same time. 

7A mutual fund is required to file with the 

Commission its complete portfolio schedules for the 

second and fourth fiscal quarters on Form N–CSR 

under the 1940 Act. Information reported on Form 

N–PORT for the third month of a fund’s fiscal 

quarter will be made publicly available 60 days 

after the end of a fund’s fiscal quarter. Form N– 

PORT requires reporting of a fund’s complete 

portfolio holdings on a position-by-position basis 

on a quarterly basis within 60 days after fiscal 

quarter end. Investors can obtain a series of Active 

Proxy Portfolio Shares’ Statement of Additional 

Information (‘‘SAI’’), its Shareholder Reports, its 

information that you wish to make 

available publicly. All submissions 

should refer to File Number SR– 

CboeBZX–2022–030 and should be 

submitted on or before June 9, 2022. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.24

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2022–10736 Filed 5–18–22; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–94908; File No. SR– 

NYSEArca–2022–28] 

Self-Regulatory Organizations; NYSE 

Arca, Inc.; Notice of Filing and 

Immediate Effectiveness of Proposed 

Rule Change To List and Trade Shares 

of the Principal Real Estate Active 

Opportunities ETF Under NYSE Arca 

Rule 8.601 (Active Proxy Portfolio 

Shares) 

May 13, 2022. 

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

Securities Exchange Act of 1934 

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

notice is hereby given that, on May 4, 

2022, NYSE Arca, Inc. (‘‘NYSE Arca’’ or 

‘‘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 Exchange. 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 to list and 

trade shares of the Principal Real Estate 

Active Opportunities ETF under NYSE 

Arca Rule 8.601–E. 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 has adopted NYSE 

Arca Rule 8.601–E for the purpose of 

permitting the listing and trading, or 

trading pursuant to unlisted trading 

privileges (‘‘UTP’’), of Active Proxy 

Portfolio Shares, which are securities 

issued by an actively managed open-end 

investment management company.4

Commentary .01 to Rule 8.601–E 

requires the Exchange to file separate 

proposals under Section 19(b) of the Act 

before listing and trading any series of 

Active Proxy Portfolio Shares on the 

Exchange. Therefore, the Exchange is 

submitting this proposal in order to list 

and trade shares (‘‘Shares’’) as Active 

Proxy Portfolio Shares of the Principal 

Real Estate Active Opportunities ETF 

(the ‘‘Fund’’) under Rule 8.601–E. 

Key Features of Active Proxy Portfolio 

Shares 

While funds issuing Active Proxy 

Portfolio Shares will be activelymanaged and, to that extent, will be 

similar to Managed Fund Shares, Active 

Proxy Portfolio Shares differ from 

Managed Fund Shares in the following 

important respects. First, in contrast to 

Managed Fund Shares, which are 

actively-managed funds listed and 

traded under NYSE Arca Rule 8.600–E 5

and for which a ‘‘Disclosed Portfolio’’ is 

required to be disseminated at least 

once daily,6 the portfolio for an issue of 

Active Proxy Portfolio Shares will be 

publicly disclosed within at least 60 

days following the end of every fiscal 

quarter in accordance with normal 

disclosure requirements otherwise 

applicable to open-end management 

investment companies registered under 

the Investment Company Act of 1940 

(the ‘‘1940 Act’’).7 The composition of 


jspears on DSK121TN23PROD with NOTICES1